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2008-044_ s:\our documents\ordinanecs\08\hillco psa ordinance(feb. 2008).doc ORDINANCE NO. 2008- AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH HILLCO PARTNERS FOR CONSULTING SERVICES RELATING TO LEGISLATIVE REPRESENTATION AT THE TEXAS STATE GOVERNMENT LEVEL AND TO ASSIST THE CITY IN ADVANCING ITS STATE LEGISLATIVE PROGRAM AND INTERESTS WITH KEY LEGISLATORS AND POLICY ADMINISTRATORS (IN AN AMOUNT NOT-TO-EXCEED $81,000; AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City Council deems it in the public interest to re-engage Hil1Co Partners, to provide professional consulting services to the City of Denton, Texas relating to legislative representation at the Texas State Government level, to assist the City in advancing its State Legislative Program, assist council and staff in addressing proposed legislation, make the City aware of any legislative or administrative initiatives believed to be detrimental to the interests of the City, augment the City's existing relationship with key legislators and policy administrators, and maintain a high level of effective advocacy with the legislative and executive branches of the state government; and WHEREAS, during the 80th Legislature, HillCo Partners assisted on a variety of legislative issues that would have directly impacted the City of Denton, such as opposition to proposals that would have eroded local control over the budgeting process and the protection of SH 121 CDA from any CDA moratorium legislation; and WHEREAS, Consultant has professional staff experienced and qualified to provide and perform the services desired by City as set forth hereinabove; and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purchase of the professional services, as set forth in the Professional Services Agreement; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Manager is hereby authorized to execute a Professional Services Agreement with HillCo Partners of Austin, Texas, for professional consulting services, in an amount not to exceed $81,000 in substantially the form of the Professional Services Agreement that is attached hereto and incorporated herewith by reference as Exhibit "A." SECTION 2. The award of this Agreement by the City is on the basis of the demonstrated competence, knowledge, and qualifications of HillCo Partners and the ability of Hil1Co Partners to perform the professional services needed by the City for a fair and reasonable price. sAour documents\ordinances\08\hi11co psa ordinance (feb. 2008).doc . SECTION 3. The expenditure of funds as provided in the attached Professional Services Agreement is hereby authorized and the City Manager, or his designee, is authorized to exercise all rights and duties of the City of Denton under this Agreement. SECTION 4. This Ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the I~Ylt day of c7JfYZGC 2008. PERR McNEILL, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: TTU APPRO ED 4AS TO LEGAL FORM: EDWIN M. SNYDER, CITY ATTORNEY BY: Page 2 CADoeuments and Settings snapperALocal SettingATemporury Internet FilesV0LKDAHi1[co Partners Agreement (Feb 2008).doc Agreement for Legislative Representation This Agreement, made this ANday of 200Y, by and between the City of Denton, a municipal corporation, hereinafter referre to as the "City" and HillCo Partners, 832 Congress, No. 900, Austin, Texas, hereinafter referred to as "Consultant". WITNESSETH WHEREAS, The City of Denton (City) wishes to enter into an agreement with HillCo Partners (Consultant) for legislative representation at the Texas State Government level to assist the City in advancing its State Legislative Program, assist council and staff in addressing proposed legislation, make the City aware of any legislative or administrative initiatives believed to be detrimental to the interests of the City, augment the City's existing relationship with key legislators and policy administrators, and maintain a high level of effective advocacy with the legislative and executive branches of the state government.; and WHEREAS, Consultant has professional staff experienced and qualified to provide and perform the services desired by City as set forth hereinabove; NOW, THEREFORE, and in consideration of the terms, covenants and conditions herein contained, the parties hereto do mutually agree as follows. ARTICLE I The City will contract with the Consultant for the service specified herein for a period of one year, commencing February 1, 2008 and ending January 31, 2009. The City will not be responsible for any additional expenses incurred by the Consultant, with the exception of travel costs requested and authorized by the City. The total of these reimbursable costs are not to exceed three thousand dollars (53,000). Reimbursable costs include the following. Costs incident to travel outside Austin shall be reimbursed to the Consultant upon submission of its invoice to the City. It is understood that travel is to be pre- authorized by the City. 2. Costs for the following items which exceed the allocation for such items in the basic contract cost shall, when authorized by the City, be reimbursed to the Consultant upon presentation of an invoice: a) Printing and graphics. b) Supplies. c) Rental of meeting facilities, catered meals and other meeting expenses. C:ADocuments and Settings\snapperALocal Settings\Temporary Internet FilesVOLKDAHiIIGo Partners Agreement (Feb 2008).doc ARTICLE 2 The City and the Consultant shall have the right to terminate this agreement upon 30 days' written notice. ARTICLE 3 The City will pay the Consultant $6,500 per month, for an annual total of $78,000, for the specified services. Payments will be sent monthly. ARTICLE 4 l) The Consultant will operate a unit to act as an Austin Office for the City and furnish requisite staff, office space, utilities, furnishings, equipment, secretarial services, common use office supplies and services, and general administrative support. 2) The Consultant will provide advice, counsel, and intervention to the City with regards to the City's relationship and interaction with the Texas State Legislature, including key Legislative committees, the Governor's Office, and the key state administrative agencies, which the City interface with. 3) The Consultant will track, monitor, and report on every individual bill that impacts the City, either directly or indirectly. The consultant will employ a variety of techniques to monitor and track bills, including sophisticated computer software, electronic notification systems and visits with legislators and their staff. The Consultant will make the City ware of every piece of legislation, every amendment and every proposal that affects the City. 4) The Consultant will provide advance notice to the City of every public hearing related to any bill that impacts the City, either directly or indirectly. 5) The Consultant will analyze and summarize any legislation that affects the City, and will produce written memoranda and reports, as necessary. 6) The Consultant will provide legislative analysis on a weekly basis in the format choice of the City: written reports, conference calls with City staff, or in private meetings. 7) The Consultant will directly intervene in the legislative and regulatory process on matters that affect the City. Activities may involve communicating with members of the Legislature and their staffs, conducting complex negotiations, identifying opportunities for the City to testify on important matters, and develop collateral materials to support the City's positions. 8) The Consultant will also do the following as needed: draft legislation and amendments; identify and secure the most effective House and Senate bill sponsors; identify funding opportunities; represent the City during planning and negotiating sessions; prepare testimony for City representatives to deliver before legislative committees; arrange meeting between City representatives and selected legislators, and prepare briefings for these meetings; Page 2 of 6 C:ADocuments and Settings\snapperALocal Settings\Tempomry Internet Fi1esV0LKDAHi11co Partners Agreement (Feb 2008).doc research relevant state laws and administrative rules; advocate before the Governor, Lieutenant Governor and Speaker of the House; advocate before relevant committee chairs in both the Senate and the House; maintain relationships with key staff in both chambers; and maintain strong relationships with key state regulatory agencies. 9) The Consultant will prepare back-up strategies and alternative legislative vehicles as needed to accomplish the City's legislative goals. 10) The Consultant will notify the City when a conflict of interest occurs between one of the Consultants other clients and the legislative goals and interests of the City. 11) During the interim period when the Texas Legislature is not in session, the Consultant will monitor interim committee studies, attend appropriate committee hearings and communicate regularly with key legislators and staff on issues of interest to the City. 12) During the interim period when the Texas Legislature is not in session, the Consultant will monitor interim activities closely, report back to the City and assist as needed to preempt the development of ideas that are detrimental to the City's legislative goals. 13) During the interim period when the Texas Legislature is not in session, the Consultant will monitor all major state administrative and regulatory agencies and advise the City of any proposed administrative rules that may affect the City or its legislative goals. 14) During the interim period when the Texas Legislature is not in session, the Consultant will assist the City develop its State Legislative Program prior to the star of the next regular session of the Texas Legislature. 15) The Consultant shall work under the policy direction of the Denton City Council, and be administratively responsive to the City Manager, City Attorney and staff coordinating legislative/intergovernmental relations. The Public Information Officer shall be the designated administrator of this agreement. ARTICLE 5 1) The Consultant shall perform all services as an independent contractor not under the direct supervision and control of the City. Nothing herein shall be construed as creating a relationship of employer and employee or joint venture between the parties. 2) The City and Consultant agree to cooperate in the defense claims, actions, suits, or proceedings of any kind brought by a third party which may result from or directly or indirectly arise from any breach of the Consultant's obligations under this agreement. In the event of any litigation or claim under this agreement in which the City is joined as a party, Consultants shall provide suitable counsel to defend City and Consultant against such claim, provided that Consultant shall have the right to proceed with the competent counsel of its own choosing. Page 3 of 6 C:\Ducuments and Sellings~snapper\Local Settings\Tempornry Intetnel Files\OLKD\Willco Partners Agreement (Feb 2008).doc 3) The Consultant agrees to defend, indemnify, and hold harmless the City and all of its officers, agents, servants, and employees against any all such claims to the extent of coverage by Consultant's commercial liability policy. The Consultant agrees to pay all expenses, including, but not limited to attorney's fees, and satisfy all judgments, which may be incurred or rendered against the Consultant's commercial liability insurance policy. Nothing herein constitutes a waiver of any rights or remedies the City may have to pursue under either law or equity, including, without limitations, a cause of action for specific performance or for damages, a loss to the City resulting from Consultant's negligent errors or omissions, or breach of contract, and all such rights and remedies are expressly reserved. 4) The Consultant shall maintain and shall be caused to be in force at all times during the terms of this agreement, a legally binding policy of commercial liability insurance, with a rating of at least A- with Best Rated Carriers. Such coverage shall cover any claim hereunder occasioned by the Consultant's negligent professional act and/or error or omission, in an amount not less than $500,000 combined single limit coverage occurrence. In the event of change or cancellation of the policy by the insurer, the Consultant herby covenants to forthwith advise the City thereof; and in such event, the consultant shall, prior to the effective date of change or cancellation, serve substitute policies furnishing the same coverage. The Consultant shall provide a copy of such policy or the declarations page of the policy or a certificate of insurance, whichever is reasonably satisfactory, to the City through its City Manager simultaneously with the execution of this agreement. Consultant's insurance policies, through policy endorsement, shall include wording which states that the policy shall be primary and non-contributory with respect to any insurance carried by the City. The certificate of insurance must reflect that the above wording is included in evidenced policies. ARTICLE 6 This Agreement constitutes the complete and final expression of the agreement of the parties. No oral statement of any person shall modify or otherwise change or affect the terms, conditions or specifications stated in this agreement. All change orders to the contract will be made in writing by the City and approved by the City Council. ARTICLE 7 The Consultant covenants and agrees that its officers, employees, and agents will have no interest, including personal financial interest, and will acquire no interest, either directly or indirectly, which will conflict in any manner with the performance of the services called for under this agreement. No officer or employee of the City shall have a financial interest, direct or indirect, in any contract with the City, or be financially interested, directly or indirectly, in the sale to the City of any land, materials, supplies or services, except on behalf of the City or in compliance with the provisions of the City of Denton's Personnel Policies and Procedures Manual. Any violation of this provision shall render this agreement voidable at the discretion of the City. ARTICLE 8 Page 4 of 6 C:ADocuments and Settings\snapperALocaI SettingsUemporary Internet Fi1esVOLKDAHi11co Partners Agreement (Feb 2008).doc The Consultant shall comply with all applicable local, state and federal laws, rules and regulations. ARTICLE 9 All notices, communications and reports required or permitted under this Agreement shall be personally delivered or mailed to the respective parties by depositing same in the United States mail to the address shown below, certified mail, return receipt requested, unless otherwise specified herein. Mailed notices shall be deemed communicated as of three (3) days' mailing Page 5 of 6 C:ADocuments and Settings\snapperALocaI SettingMempmury Intemet Fi1esV0LKDAHi11co Panners Agreement (Feb 2008).doc To City: John Cabrales Public Information Officer 215 E. McKinney Denton, TX 76201 ARTICLE 10 To Consultant: Snapper Carr HillCo Partners 823 Congress, No. 900 Austin, TX 78701 This agreement shall be governed by the laws of the State of Texas, venue and jurisdiction of any suit or cause of action arising under this agreement shall lie exclusively in a court of competent jurisdiction sitting in Denton County, Texas. ARTICLE l l Consultant shall not assign or transfer any interest in this Agreement (whether by assignment, transfer, novation or otherwise) without the prior written consent of the City. IN WITNESS HEREOF, the City of Denton, Texas, has caused this agreement to be executed by its duly authorized City Manager and Consultant has executed this agreement through its duly authorized President, dated this 1zW11 day of y3~ 200 CITY OF DENTON, TEXAS GEORGE C. CAMPBELL, CITY MANAGER ATTEST: JENNIFER WAL BY: CITY SECRETARY APPROVED AS-TO LEGAL FORM: EDWIN M. SN CITY ATTORNEY _Z BY: HILLCO SNAPPE C RR, HILLCO PARTNERS Page 6 of 6