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2009-096ORDINANCE NO. 2009-_O& AN ORDINANCE OF THE CITY OF DENTON, TEXAS APPROVING AN 1NTERLOCAL COOPERATION AGREEMENT IN THE AMOUNT OF $182,787 BY AND BETWEEN THE CITY OF DENTON, TEXAS AND THE UNIVERSITY OF TEXAS AT ARLINGTON FOR A THREE-YEAR TERM TO PROVIDE FOR LANDFILL FIELD TESTING AT THE CITY OF DENTON LANDFILL, RESEARCH FACULTY AND GRADUATE STUDENT SUPPORT FOR BASELINE AND PERIODIC ONGOING STUDIES ON SEVERAL PARAMETERS OF THE DENTON LANDFILL THAT ARE ASSOCIATED WITH THE BIODEGRADATION OF ITS ORGANIC COMPONENTS; AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO EXECUTE SAID AGREEMENT ON BEHALF OF THE CITY OF DENTON; PROVIDING FOR THE EXPENDITURE OF FUNDS; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the Interlocal Cooperation Agreement (the "Agreement") by and between the City of Denton, Texas and The University of Texas at Arlington referenced herein, was presented to, reviewed by and considered by the Public Utilities Board (the "PUB") at its regularly called meeting of March 23, 2009; by a vote of 4 votes "for" and no votes "against" the PUB recommended approval of the Agreement; WHEREFORE THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Council hereby approves an Interlocal Cooperation Agreement between the City of Denton, Texas and The University of Texas at Arlington ("UTA") providing for a three-year agreement to provide for Denton landfill field testing, UTA research faculty and graduate student support for baseline and periodic ongoing studies on several parameters of the landfill associated with the biodegradation of its organic compounds, substantially in accordance with the Interlocal Cooperation Agreement which is attached hereto and incorporated herein by reference (the "Agreement"). The City Manager, or his designee, is authorized to execute the Agreement on behalf of the City. The City Manager, or his designee, is authorized to carry out the City's rights and duties under the Agreement. Any prior actions of the City taken pursuant to the Agreement are hereby ratified. SECTION 2. The City Council finds that the Agreement will benefit the City of Denton, Texas and is in the public interest. SECTION 3. The expenditure of funds is hereby authorized. SECTION 4. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the 2/ day of , 2009. ATTEST: JENNIFER WALTERS, CITY SECRETARY By: ( J, k' Q 0 - 0 APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY By: THE STATE OF TEXAS § THE COUNTY OF DENTON § INTERAGENCY COOPERATION CONTRACT THIS CONTRACT is entered into by and between the State agencies shown below as Contracting Parties under the authority granted and in compliance with the provisions of Chapter 771 of the Government Code. 1. CONTRACTING PARTIES: The Receiving Agency The City of Denton The Performing Agency The University of Texas at Arlington II. STATEMENT OF SERVICES TO BE PERFORMED: The Performing Agency will undertake and carry out services described in Attachment A, Scope of Services. III. CONTRACT PAYMENT: The total fixed price amount of this contract shall not exceed $182,787 and shall conform to the provisions of Attachment B, Budget. Payments shall be billed quarterly. IV. TERM OF CONTRACT: Payment under this contract beyond the end of the current fiscal biennium is subject to availability of appropriated funds. If funds are not appropriated, this contract shall be terminated immediately with no liability to either party. This contract shall be effective as of May 1, 2009 (the "Effective Date") and shall be carried out from the Effective Date through and including April 30, 2012, terminating after three (3) years. V. THE AGREEING PARTIES certify that: 1. The services specified above are necessary and essential for activities that are properly within the statutory functions and programs of the affected agencies of State Government. 2. The proposed arrangements serve the interest of efficient and economical administration of the State Government. 3. The services or resources agreed upon are not required by Article XVI, Section 21 of the Constitution of Texas to be supplied under contract given to the lowest responsible bidder. VI. LEGAL AUTHORITY: The Receiving Agency further certifies that it has the authority to request the above services by authority granted in Government Code. Section 771.003 The Performing Agency further certifies that it has the authority to perform the services by authority granted in Texas Education Code. Section 85.21 This contract incorporates the provisions of Attachment A, Scope of Services, Attachment B, Budget, and Attachment C, General Terms and Conditions. THE UNDERSIGNED PARTIES bind themselves to the faithful performance of this contract. THE RECEIVING AGENCY City of Denton BY: AuTHORIAD SIGNATURE TYPED OR PRINTED NAME AND TITLE Qom, '2114 z 00!2 DAT : THE PERFORMING AGENCY The University of Texas at Arlington NAME OF AGENCY B : AUTHORIZ D SIGNATURE Dr. Ke Senior Associate Vice President for Research TYPED OR PRINTED NAME AND TITLE Jjjnt~: LQ DATE: ' APPROVED AS O LEG L FORM: ANIT E CI Y By 1~Pa"e ATTACHMENT A Interagency Cooperation Contract Scope of Services The scope of services outlines specific and general tasks in which the University of Texas at Arlington (UTA) may perform for the City of Denton (COD). The technical tasks under the contract are outlined here: Task 1 Moisture content monitoring within the landfill solid waste Task 2 Sampling and determining moisture content and physical characteristics of Municipal Solid Waste (MSW) Task 3 Determining permeability of special solid waste placed at the bottom of landfill Task 4 Monitoring and characterizing landfill leachate Task 1 Monitoring Moisture Content within the Landfill Solid Waste Specific tasks associated within this task are provided here: The UTA will: 1. Conduct extensive site investigations, including, the geophysical study of existing subsurface conditions using High Resolution Resistivity (HRR) equipment. These investigations will be conducted to characterize the subsurface moisture profile within and immediately surrounding the leachate recirculation pipe line or areas of interests. 2. Conduct 2D and 3D resistivity imaging for the assessment of leachate recirculation system performance. The number of 2-D lines and 3-D profile will be determined during the investigation. The frequency of the resistivity imaging will be decided in consultation with the COD staff members. UTA will co-ordinate with the COD staff members during the investigation so that there will be no interruption of the ongoing landfill operations. Geophysical methods that the UTA shall use have the potential to provide an "image" of the subsurface. The UTA will use a multi-channel, multi- electrode automatic sequencing data acquisition system. 3. Process resistivity data using 2D Earth Imager and 3D Earth Imager computer software. The data will produce a 2D and 3D resistivity model of the subsurface moisture profile within the solid waste areas. The models will be displayed as color-coded profiles. The color-coded profiles will be processed and interpreted, with a final report. 4. Develop interpretations of the geophysical data collected to identify the subsurface and the following areas of need: O Moisture profile within the leachate recirculation areas or within areas of concern. 21PaL, e O Time lapse monitoring of moisture variation within the landfill cell areas and the effect of leachate recirculation on the solid waste. O Efficiency of the leachate recirculation systems. 5. Provide final report on the geophysical investigations conducted and interpretation results. 6. Attend technical meetings with consultants, or any other parties, as required or requested by the COD personnel. Task 2 Sampling and Determining Moisture Content and Physical Characteristics of Municipal Solid Waste (MSW) Specific tasks associated within this task are provided here: 1. UTA will visit the landfill site and collect representative fresh MSW samples from the working face as well as compacted MSW samples from a specific landfill location. UTA will co-ordinate and work with the COD staff members during the sample collection. UTA will collect minimum 10 samples from the working face. The samples will be collected on quarterly basis. However, the number of compacted samples will be decided during the investigation and will be collected on annual basis. It is expected that COD staff members will help UTA during the sample collection from working face. It is also expected that COD staff will have drilling crew to drill compacted sample from a specific location as specified by TCEQ. 2. UTA will conduct laboratory investigations to determine moisture content and physical characteristics of solid waste. The experimental program is presented in Table 1. Table 1 Experimental Program/Year Test Method Material Sampling Frequency No. of Tests Physical Fresh and Compacted Fresh MSW from working face lx 10= 10 Composition MSW will be collected on quarterly Organic Content Fresh and Compacted basis and compacted waste will 1 x 10= 10 MSW collected on annual basis. Unit weight Fresh and Compacted Moisture content will be 1 x 10 = 10 MSW determined on every three Moisture Fresh and months, i.e. (4 times a year). 4 x 10 = 40 Content Compacted MSW However, other tests will be done on an annual basis. .s. rrovicle quarterly report on the laboratory investigations of MSW characteristics, 4. Submit final report summarizing the findings. The report will compile all the information disseminating from each task of the proposed work. 31Pit 2e 5. Attend technical meetings with consultants, or any other parties, as required or requested by the City personnel. Task 3 Determining Permeability of Special Solid Waste placed at the Bottom of Landfill Specific tasks associated within this task are provided here: 1. UTA will visit the landfill site and collect representative special solid waste samples that are placed at the bottom of the landfill. UTA will co-ordinate and work with the COD staff members during the sample collection, and will collect minimum 10 special solid waste samples. 2. UTA will build reactors in the laboratory to simulate Enhanced Leachate Recirculation (ELR) landfill and generate samples representative of completely decomposed solid waste using the special solid waste. 3. Conduct laboratory study to determine the physical and hydraulic characteristics of fresh and degraded special solid waste. The laboratory testing program is presented in Table 2. Table 2 Experimental Program Test Method Material No. of Tests Physical Composition MSW - Fresh and Degraded 2 x 4 Organic Content MSW - Fresh and Degraded 2 x 4 Unit weight MSW - Fresh and Degraded 2 x 4 Moisture Content MSW - Fresh and Degraded 2 x 4 Permeability MSW - Fresh and Degraded 2 x 4 4. Provide quarterly report on the laboratory investigations of special solid waste characteristics, 5. Submit final report summarizing the findings. The report will compile all the information disseminating from each task of the proposed work. 6. Attend technical meetings with consultants, or any other parties, as required or requested by the City personnel. Task 4 Monitoring and Characterizing Landfill Leachate Specific tasks associated within this task are provided here: 1. UTA will visit the landfill site and collect representative Leachate samples from the landfill. UTA will co-ordinate and work with the COD staff members during the sample collection. The samples will be collected semi-annually. 41Page 2. Conduct laboratory study to determine the characteristics of leachate. The experimental program is presented in Table 3. Table 3 Experimental Program/Year Characteristics Material No. of Tests pH, BOD, COD, Nh3-n, VOC, Cl, Alkalinity Generated Leachate 2 x2 tests each 3. Provide quarterly report on the laboratory investigations of leachate characteristics, 4. Submit final report summarizing the findings. The report will compile all the information disseminating from each task of the proposed work. 5. UTA will aAttend technical meetings with consultants, or any other parties, as required or requested by the City personnel. Summary of Reports and Presentation of Results During the project period, UTA will provide the following reports: 1. Quarterly reports will be provided for all the tasks. 2. Final report summarizing the major findings will be provided end of the project period. The final report will compile all the information disseminating from each task of the proposed work. 3. Work manual will be developed and standardized for each tasks. Summary of Technical Meetings UTA will attend technical meetings with consultants, or any other parties, as required or requested by the City personnel. 51 Pa g e ATTACHMENT B Interagency Cooperation Contract Estimated Budget Proposed Budget This is a fixed price project with a total requested budget per year is presented here: Year 1: $66, 649/= Year 2: $57, 354/= Year 3: $58, 784/= The requested budget will cover salary costs of project personnel (faculty members and graduate students), material costs, and travel costs (trips to landfill sites for resistivity imaging and sample collections, and presentation of findings). Table 1 shows all budget items (as per UTA guidelines) and the corresponding allocations. Table la - Budget: Year 1 Task 1 Task 2 Task 3 Task 4 Total Sala PI + Graduate Students 25650 7500 7500 5250 45,900 Fringe Benefits 4815 1650 1650 975 9,090 M&O Materials 2500 0 600 0 3,100 Sub-Contracts 0 0 Scholars hi s/Sti ends 0 Tuition 0 0 0 0 0 Participant Support 0 Travel Domestic 2500 0 0 0 2,500 Travel (Foreign) 0 Participant Travel 0 Equipment 0 TDC 35465 9150 9750 6225 60,590 MTDC 35465 9150 9750 6225 60,590 TFAC 3547 915 975 623 6,059 I TC 39012 10065 10725 6848 66,649 61Pa2e Table lb - Budget: Year 2 Task 1 Task 2 Task 3 Task 4 Total Sala PI + Graduate Students 26275 7750 0 5375 39,400 Fringe Benefits 5003 1725 0 1013 7,740 M&O Materials 2500 0 0 0 2,500 Sub-Contracts 0 0 Scholars hi s/Sti ends 0 Tuition 0 0 0 0 0 Participant Support 0 Travel Domestic 2500 0 0 0 2,500 Travel (Foreign) 0 Participant Travel 0 Equipment 0 TDC 36278 9475 0 6388 52,140 MTDC 36278 9475 0 6388 52,140 TFAC 3628 948 0 639 5,214 I TC 39905 10423 0 7026 57,354 Table 1c - Budget: Year 3 Task 1 Task 2 Task 3 Task 4 Total Sala PI + Graduate Students 26900 8000 0 5500 40,400 Fringe Benefits 5190 1800 0 1050 8,040 M&O Materials 2500 0 0 0 2,500 Sub-Contracts 0 0 Scholarships/Stipends 0 Tuition 0 0 0 0 0 Participant Support 0 Travel Domestic 2500 0 0 0 2,500 Travel (Foreign) 0 Participant Travel 0 Equipment 0 TDC 37090 9800 0 6550 53,440 MTDC 37090 9800 0 6550 53,440 TFAC 3709 980 0 655 5,344 TC 40799 10780 0 7205 58,784 Project Duration The expected time to complete all tasks of the projects is 3 years. 7 1 P a 2 e ATTACHMENT C Interagency Cooperation Contract General Terms and Conditions Article 1. Amendments This contract may only be amended by written agreement executed by both parties prior to the expiration of the contract. Article 2. Disputes The Performing Agency shall be responsible for the settlement of all contractual and administrative issues arising out of procurements entered in support of contract services. The Receiving Agency shall be responsible for the settlement of any dispute concerning this contract unless the dispute involves a subcontract. Article 3. Records and Ownership A. The Performing Agency agrees to maintain all books, documents, papers, accounting records, and other evidence pertaining to costs at its office during the contract period and for four years from the date of final payment under the contract. These materials shall be made available for inspection and copying by the Receiving Agency, by the State Auditor's Office, and by their authorized representatives. If the contract is federally funded, these materials shall also be made available for inspection. B. After completion or termination of this contract, all documents prepared by the Performing Agency or furnished to the Performing Agency by the Receiving Agency shall be delivered to and become the property of the Receiving Agency. All sketches, photographs, calculations, and other data prepared under this contract shall be made available, on request, to the Receiving Agency without restriction or limitation of further use. C. The Receiving Agency shall own all title to, all interests in, all rights to, and all intellectual property (including copyrights, trade and service marks, trade secrets, and patentable devices or methods) arising from or developed under this contract. D. Except to the extent that a specific provision of this contract states to the contrary, all equipment purchased by the Performing Agency or its subcontractors under this contract shall be owned by the Receiving Agency and will be delivered to the Receiving Agency at the time the contract is completed or terminated. Article 4. Subcontracts A subcontract may not be executed by the Performing Agency without prior written authorization by the Receiving Agency. Subcontracts in excess of $25,000 shall contain all applicable terms and conditions of this contract. No subcontract will relieve the Performing Agency of its responsibility under this contract. Article 5. Termination This contract may be terminated by satisfactory completion of all services and obligations contained in this contract, by mutual written agreement, or by either party unilaterally after 30 days' written notice to the other party. The Receiving Agency shall compensate the 8 1Paue Performing Agency only for those eligible expenses that are incurred during this contract and that are directly attributable to the completed portion of the work covered by this contract and only if the work has been completed in a manner satisfactory and acceptable to the Receiving Agency. The Performing Agency shall neither incur nor be reimbursed for any new obligations after the effective date of termination. Article 6. Gratuities Any person who is doing business with or who reasonably speaking may do business with the Receiving Agency under this contract may not make any offer of benefits, gifts, or favors to employees of the Receiving Agency. Article 7. No Assignment Neither party shall assign, sublet, or transfer any interest in this agreement. Article 8. Reference to Costs Principles and Circulars Reimbursement with state or federal funds will be limited to costs determined to be reasonable and allowable under cost principles establish in OMB Circular A-21, "Cost Principles for Educational Institutions," or OMB Circular A-87, "Cost Principles for State and Local Governments." The parties shall comply with the requirements of the Single Audit Act of 1984, P.L. 98-502, ensuring that the single audit report includes the coverage stipulated in OMB Circular A-133. Article 9. Performing Agency Resources All employees of the Performing Agency shall have adequate knowledge and experience to enable them to perform the duties assigned to them. The Performing Agency certifies that it currently has adequate qualified personnel in its employment to perform the work required under this contract or will be able to obtain adequate qualified personnel from sources other than the Receiving Agency. On receipt of written notice from the Receiving Agency detailing supporting factors and evidence, the Performing Agency shall remove from the project any employee of the Performing Agency who is incompetent or whose conduct becomes detrimental to the work. Unless otherwise specified, the Performing Agency shall furnish all equipment, materials, supplies, and other resources required to perform the work. Article 10. Equal Employment Opportunity The Performing Agency agrees to comply with Executive Order 11246, entitled "Equal Employment Opportunity," as amended by Executive Order 11375 and as supplemented by Department of Labor regulations, 41 CFR Part 60. The Performing Agency agrees to consider minority universities for subcontracts when the opportunity exists. The Performing Agency warrants that it has developed and has on file appropriate affirmative action programs as required by applicable rules and regulations of the Secretary of Labor. Article 11. Nondiscrimination A. The Performing Agency shall comply with the regulations of the U.S. Department of Transportation relating to nondiscrimination in federally-assisted programs, including 49 CFR, Part 21; 23 CFR, Subchapter C; and 41 CFR, Part 60-74 (the Regulations). 91Page B. The Performing Agency, with regard to the work performed during this agreement, shall not discriminate on the basis of race, color, sex, national origin, age, religion, or disability in the selection and retention of subcontractors, including procurements of materials and leases of equipment. C. In all solicitations either by competitive bidding or negotiation made by the Performing Agency for work to be performed under a subcontract, including procurements of materials and leases of equipment, but not including routine purchase orders, each potential subcontractor or supplier shall be notified by the Performing Agency of the Performing Agency's obligations under this agreement and the Regulations. D. The Performing Agency shall provide all information and reports required by the Regulations and directives issued under the Regulations and shall permit access to its books, records, accounts, other sources of information and facilities as may be determined by the Receiving Agency to be pertinent to ascertain compliance with the Regulations or directives. If any information required of the Performing Agency is in the exclusive possession of another who fails or refuses to furnish this information, the Performing Agency shall so certify to the Receiving Agency, and shall set forth what efforts the Performing Agency has made to obtain the requested information. E. In the event of the Performing Agency's noncompliance with the nondiscrimination provision of this agreement, the Receiving Agency shall impose such sanctions as it may determine to be appropriate. F. The Performing Agency shall include the provisions of paragraphs A through E in every subcontract, including procurements of materials and leases of equipment, except routine purchase orders, unless exempt by the Regulations or directives. The Performing Agency shall take such lawful action with respect to any subcontract or procurement. In the event the Performing Agency becomes involved in or is threatened with litigation with a subcontractor or supplier as a result of directions given by the Receiving Agency, the Performing Agency may request the Receiving Agency to enter into the litigation to protect the interests of the State. In addition, the Performing Agency may request the United States to enter into litigation to protect the interests of the United States. Article 12. Basis for Calculating Reimbursement Costs The Receiving Agency will reimburse the Performing Agency for actual costs incurred in carrying out the services authorized in Attachment A, Scope of Services, subject to the cost categories and estimated costs set forth in Attachment B, Budget. The Receiving Agency shall compensate the Performing Agency for only those eligible expenses incurred during this contract that are directly attributable to the completed portion of the work covered by this contract, provided that the work has been completed in a manner satisfactory and acceptable to the Receiving Agency. The Performing Agency shall not incur or be reimbursed for any new obligations after the effective date of termination. The Performing Agency shall bill the Receiving Agency for actual travel expenses, not to exceed the limits reimbursable under state law. Out-of-state or out-of-country travel by the Performing Agency requires prior approval by the Receiving Agency. Article 13. Funding 101Paec The Receiving Agency shall pay for services received from appropriation items or accounts of the Receiving Agency from which like expenditures would normally be paid. Payments received by the Performing Agency shall be credited to the current appropriation items or accounts from which expenditures of that character were originally made. If for any reason subcontractors and suppliers, if any, are not paid before the Receiving Agency reimburses the Performing Agency for their services, the Performing Agency shall pay the subcontractors and suppliers all undisputed amounts due for work no more than 10 days after the Performing Agency receives payment for the work unless a different time is specified by law. This requirement also applies to all lower-tier subcontractors and suppliers and must be incorporated in all subcontracts. If the Performing Agency fails to comply with this Article, the Receiving Agency may withhold payments and suspend work until the subcontractors and suppliers are paid. The Performing Agency is authorized to submit requests for reimbursement no more frequently than monthly and no later than ninety (90) days after costs are incurred. Article 14. Conflict of Interest The Performing Agency shall not assign an employee to a project if the employee: 1. owns an interest in or is an officer or employee of a business entity that has or may have a contract with the state relating to the project; 2. has a direct or indirect financial interest in the outcome of the project; 3. has performed services regarding the subject matter of the project for an entity that has a direct or indirect financial interest in the outcome of the project or that has or may have a contract with the Receiving Agency; or 4. is a current part-time or full-time employee of the Receiving Agency. Article 15. Additional Work A. If the Performing Agency is of the opinion that any assigned work is beyond the scope of this contract and constitutes additional work, it shall promptly notify the Receiving Agency in writing. The written notice shall present the relevant facts and show how the work constitutes additional work. B. If the Receiving Agency in its sole discretion finds that the work does constitute additional work, the Receiving Agency shall so advise the Performing Agency and a written amendment will be executed. The Performing Agency shall not perform any proposed additional work or incur any additional costs before the execution of an amendment. C. The Receiving Agency shall not be responsible for actions by the Performing Agency or for any costs incurred by the Performing Agency relating to additional work that is performed before an amendment is executed or that is outside the scope of the contract, as amended. Article 16. Nonconforming Work If the Performing Agency submits work that does not comply with the terms of this contract, the Receiving Agency shall instruct the Performing Agency to make any revisions that are necessary to bring the work into compliance with the contract. No additional compensation shall be paid for this work. 111 P it g. f Article 17. Notice to Proceed If Attachment A requires a notice to proceed, the Performing Agency shall not proceed with any work or incur any costs until the Receiving Agency issues a written notice to the Performing Agency authorizing work to begin. Any costs incurred by the Performing Agency before receiving the notice are not eligible for reimbursement. Article 18. Authority of State Auditor The state auditor may conduct an audit or investigation of any entity receiving funds from the state directly under the contract or indirectly through a subcontract under the contract. Acceptance of funds directly under the contract or indirectly through a subcontract under this contract acts as acceptance of the authority of the state auditor, under the direction of the legislative audit committee, to conduct an audit or investigation in connection with those funds. Article 19. Compliance with Laws The parties shall comply with all federal, state, and local laws, statutes, ordinances, rules, and regulations and with the orders and decrees of any courts or administrative bodies or tribunals in any manner affecting the performance of this agreement. After receiving a written request from the Receiving Agency, the Performing Agency shall furnish the Receiving Agency with satisfactory proof of its compliance with this Article. 12113aL,e