2000-363 NOTE, Amended by Ordinance No. 2001-144.
ORDINANCE NO df~-,fl~.~
AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY
MANAGER TO EXECUTE AN AGREEMENT FOR PROFESSIONAL LEGAL
SERVICES WITH LLOYD, GOSSELINK, BLEVINS, ROCHELLE, BALDWIN &
TOWNSEND, P C, FOR LEGAL SERVICES REGARDING REPRESENTATION OF
THE CITY BEFORE THE PUBLIC UTILITIES COMMISSION OF TEXAS IN
DOCKET NUMBERS 22344 AND 22350, IN THE AREAS OF PUBLIC UTILITY
REGULATORY LAW AND ADMINISTRATIVE LAW, RESPECTING THE
ACTWITIES OF DENTON MUNICIPAL ELECTRIC, AUTHORIZING THE
EXPENDITURE OF FUNDS THEREFOR, PROVIDING FOR RETROACTIVE
EFFECT OF THE AGREEMENT, AND PROVIDING AN EFFECTIVE DATE
WHEREAS, the City Council deems that it ~s in the public interest to engage the
law firm of Lloyd, Gossalmk, Blevms, Rochelle, Baldwin & Townsend, P C, of Austin,
Texas, (the "Firm") to provide professional legal services to the City pertannng to
representation of the City and Denton Municipal Electric ("DME") before the Public
Utilities Comrmsmon of Texas ("PUC") in the areas of public utility regulatory law and
administrative law, respecting the activities of DME, specifically m PUC Docket Numbers
22344 and 22350, and
WHEREAS, the City staff has reported to the C~ty Council that there is a
substantial need for the above-referenced professional legal services, and that limited City
staff cannot adequately perform the specialized services and tasks which are centered in
Austin, Texas, with its own personnel, and
WHEREAS, the City has heretofore engaged the Firm by several previous
Agreements for Professional Legal Services to perform similar services to those services
provided for in the Agreement for Professional Legal Services attached hereto The two
above-mentioned PUC dockets began suddenly, and fmrly unexpectedly, in June 2000, and
it was necessary and appropriate for the City to obtmn legal representation at the time of
the oumet of those dockets in order to protect its competitive position on the key issues
involved in those proceedings The Firm agreed to provide representation to the City with
the understanding that an appropriate agreement would be prepared and entered into, and
would be presented to the City Council subsequent to its return from its summer recess
Accordingly, it is appropriate that the new Agreement for Professional Legal Services by
and between the City and the Firm attached hereto, should be ratified and confirmed, and
should be retroactively approved and made effective as of June 1, 2000, in order to
properly compensate the Finn for its work that has directly benefited the City, and which
work was done at the specific instance and request of the City, and
WHEREAS, Chapter 2254 of the Texas Government Code, known as the
"Professional Services Procurement Act", generally provides that a City may not select a
provider of professional services on the basis of competitive bids, but must select the
provider on the basis of demonstrated competence, knowledge, and qualifications, and for
a fmr grid reasonable price, and the Council hereby finds and concludes that the Firm 1s
appropriately qualified under the provisions of that law to be retained as outside legal
counsel for the City and DME respeetmg this engagement, NOW THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS
SECTION 1 That the recitations set forth and contained in the foregoing
preamble are expressly mcorporated by reference into this Ordinance
SECTION2 That the City Manager ~s hereby authorized to execute an
Agreement for Professional Legal Servaces by and between the Caty and the law firm of
Lloyd, ,Gossehnk, Blevlns, Rochelle, Baldwin & Townsend, P C, of Austan, Texas, an
substarltmlly the form of the Agreement for Professional Legal Services attached hereto
and ~ncorporated herewith by reference
SECTION 3 That the award of th~s Agreement by the Caty ~s on the bas~s of the
demonstrated competence, knowledge, and qualfficatlons of the Firm and the abflaty of the
Firm to perform the services needed by the C~ty for a fair and reasonable price
SECTION 4 That the expendature of funds as provided an the attached Agreement
for Professional Legal Services as hereby authorized
SECTION 5 That the above and foregoing Agreement for Professional Legal
Servaces is hereby ratified, confirmed, and retroactavely approved, and shall be effectave
from and after June 1, 2000
SECTION6 That except as otherwase prowded in Section 5 above, this
Ordinance shall become effeetave ammedlately upon ars passage and approval
,PASSED AND APPROVED this the~day of ~,~.?-~ .J ,2000
EULINE BROCK, MAYOR
ATTEST
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
S \Our Doeumonts\Ordlnances\00XLIoyd Oossehnk et al PSA PUC D~22344+22350 Ord doc
STATE OF TEXAS §
§
COUNTY OF DENTON §
AGREEMENT FOR PROFESSIONAL LEGAL SERVICES
THIS AGREEMENT, made and entered into thlv.,~,~ ,~,~y of _ _. ,
2000, by and between LLOYD, GOSSEL1NK, BLEVINS, ROCHELLE, BALDWIN &
TOWNSEND, P C, a Texas Professional Corporation (hereinafter "Consultant"), with Lambeth
Townsend, Shareholder, having full authority to execute tl~s Agreement on behalf of the firm, 111
Congress Avenue, State 1800, Austin, Texas 78701, and the CITY OF DENTON, a Texas
Municipal Corporation, 215 E MeI<hnney, Denton, Texas 75201 (hereinafter "City"), with Michael
W Jez, City Manager, having full authority to execute this Agreement on behalf of the City
WITNE~ETH.
WHEREAS, the City needs to employ legal counsel to provide professional legal services
with respect to protection of the City's interests as affected by the TXU Electric Company ("TXU")
rate proceeding now pen&rig before the Public Utility Commission of Texas ("PUC") in Docket
No 22350 and the related Generic Issues proceeding, Docket No 22344
WHEREAS, the Consultant is wllhng to perform such services in a professional manner as
an independent contractor, and,
WHEREAS, the City desires to engage the Consultant to render the professional services in
connection therewith, and the Consultant is willing to provide such services
NOW, THEREFORE, in considerat~on of the prormses and mutual obligations herein, the
parties hereto do hereby mutually AGREE as follows
I ~: The Consultant shall perform the following services in a
professional manner worl~ng as an independent contractor not under the direct supervision and
control of the City
A Services to be provided
1 Consultant shall represent the City ~n PUC Docket Nos 22350 and 22344 before
the Pubhc Utility Commasslon, ~ncludlng without hm~tatlon the professional and
legal servmes with regard to submitting pleadings and comments if rhrected to do
so, remewmg and momtonng smd Dockets attending all heanngs and other
proceechngs in relatlonstup to the Dockets and to consult w~th the City through its
Denton Mumclpal Utlhtles staff with regard to all filings, uncontested and
1060\12\agt000817 Page 1
contested heanngs, and other ~ssues related to the Dockets Consultant shall
engage R J Comngton Consulting to assist Consultant in representing the ~nterests
of the Ctty ~n the Dockets
2 To consult wtth the City Manager, Assmtant Cxty Manager for Utd~txes, the
Dn'ector of Electric Utilities, the City Attorney, the Assistant City Attorney for
Uttht~es, and other demgnated admxnlstrat~ve personnel or staff regarding any and
all aspects of the professional serwces to be performed, xncludlng legal research,
analysxs, and ad,ace w~th respect to such matters Ttus will include coordinating
act~wt~es wxth the Director of Electric Utilities, the C~ty Attorney and their
respective staff to effimently perform the servmes reqmmd and to preserve the
Attorney/Chent pnwlege, work product, and all other apphcable exceptions to the
dascovery or chsclosure of documents produced by the City and the Consultant
under the Scope of Serrates here~nabove
B The Consultant shall perform all the services reqmred by th~s Agreement ~n a t~mely
fashton, and shall complete them m comphance with schedules estabhshed by the City
through xts D~rector of Electric Utfixtxes as appropriate to carry out the terms and
conditions of this Agreement
II Term. This Agreement shall be effectxve as of June 1, 2000, and shall termxnate e~ther
upon the completxon of the professional services provided for herein, or upon the exhaustion of all
professxonal fees pmwded for hereunder, wluchever event shall first occur Thxs Agreement may
be sooner tenmnated m accordance with the provisions hereof Time is of the essence of this
Agreement Consultant shall make all reasonable efforts to complete the services set forth here~n as
expedttlonsly as posmble dunng the term of thru Agreement, and to meet the schedules estabhshed
by the Cxty, through ~ts D~rector of Electric Utthtxes, or her designee
III Compen~atinn nnd Method ~f P~yment.
A The Consultant shall charge the following fees for ats professional services prowded to the
C~ty hereunder, based upon the following hourly b~llmg rates for the attorneys and support
staffmvolved m th~s matter
~qtaff Hourly Rate
Lambeth Townsend, Shareholder $ 200 00
Pdchard Hamala, Assocmte $180 00
Art Rodrlguez, Assocmte $165 00
Paralegal $ 80 00
Law Clerk $ 75 00
Consultant agrees that all charges for the legal services hereunder, ~nclud~ng the fees for R J
Covington Consulting and expenses as set forth ~n Section IH C below, shall not exceed
$88,000 00
1060\12\agtO00817 Page 2
The Consultant shall endeavor to have the attorneys and employees listed m Section III A
above, reasonably attempt to reduce costs by utilizing other qualified shareholders,
associates, and paralegals wherever feasible or possible The Consultant shall bill the City
through the submission of itemized mvmces, statements, and other documentation, together
with support data lndmatlng the progress of the work and the services performed on the basis
of monthly statements, showmg hourly rates indicating who performed the work, what type
of work was done, and descriptions and/or details of all services rendered, including a dally,
and an entry-by-entry reflection of billable t~me spent on this engagement, along with specific
desonptlon and supporting documentation, if available, respecting any reasonable and
necessary out-of-pocket expenses recurred by Consultant in performing the professional
servmes provided for under this Agreement Professional fees shall be bafied m munmum
one-tenth (1/10) hour merements
Additionally, the City shall either pay directly or reimburse the Consultant, as the case may
be, for reasonable and necessary actual out-of-pocket expenses, ~ncludmg but not hunted to,
long-distance telephone, teleeopler, reproduction, postage, overnight courier, and
transportation and travel All copies will be charged at the rate of fifteen cents ($15) per
copy for copies made wltban Consultant's offices, with as much photocopymg as possible
being done by outside vendors at bulk rates or by the City to reduce costs ffbulk copying is
necessary or appropriate The par~les agree that the charges for outgoing telecop~es from
Consultant shall be $ 25 per page and that there will be no charge by Consultant for incoming
teleeopies
The pames anticipate that invoices or statements for professional services will be generated
on a monthly basis and that said invoices or statements will be sent to the City by Consultant
on or about the 15th day of each month The City shall make payment to the Consultant
w~thln thirty (30) days after receipt of an appropriate itemized ~nvolce or statement To the
extent that any fees or expenses are disputed by the City, the City shall notify Consultant
witlun thirty (30) days after its receipt of the invoice or statement, and shall otherwise pay all
undisputed amounts set forth in the lnvmce or statement within tbarty (30) days after its
reco;pt of the mvmce or statement All reimbursable expenses, ~nclud~ng, but not necessarily
limited to travel, lodging, and meals, shall be paid at the actual cost, pursuant to the terms,
conditions, and hmltat~ons set forth herein All mvomes or statements shall be a reviewed by
the Director, Denton Municipal Electric, or her designee, and shall be reviewed and approved
by the Assistant City Attorney/Utilities
It is understood and agreed that the Consultant shall work under the coordination and general
supervision of the Director of Electnc Utilities, or her designee
All notmes, invoices, and payment shall be made in writing and may be given by personal
delivery or by mall As to notices to Michael W Jez, City Manager, City of Denton, Texas
215 East MclCdnney, Denton, Texas 76201 or to bas designee As to invoices and statements
to Michael S Copeland, Assistant City Attorney, Utlhty Admimstration Department, at the
1060\12~agt000817 Page 3
same address, as to the City, and to Lambeth Townsend, Lloyd/Gossehnk, 111 Congress
Avenue, Stute 1800, Austan, Texas 78701, as to the Consultant When so addressed, the
notice, mvolee, statement and/or payment shall be deemed given upon deposit of same m the
Um~ed States Marl, postage prepmd In all other instances, notices, invoices, statements,
and/or payments shall be deemed gtven at the time of actual dehvery Changes may be made
in the names and addresses of the responsible person or office to which notaees, ~nvolces,
statements and/or payments are to be sent, provided reasonable noUee is given
IV. Pr~f~i~n~l tq~mpa~ney:
A Consultant agrees that m the performance of these professional services, Consultant shall be
responsible to the level of competency and shall use the same degree of sl~ll and care
presently mmntaaned by other praeticmg professaonals performang the same or similar types
of work For the purpose of this Agreement, the key persons who will be performing most of
the work hereunder shall be Lambeth Townsend and Georgia Crump, Shareholders
However, nothing herein shall hrmt Consultant from using other qualified and competent
members of the firm to perform the serwees reqmred herein if such delegation is reasonably
appropriate and properly protects the City's interests
B Any agreements, ordinances, notices, mstntments, memoranda, reports, letters, and other
legal documents prepared or obtained under the terms of tbas Agreement are mstruments of
servace and the City shall retmn ownership and a property interest therein If tins Agreement
is terminated at any tame for any reason prior to payment to the Consultant for work under
tins ,Agreement, all such documents prepared or obtaaned under the terms of the Agreement
shall upon termination be delivered to and become the property of the City upon request and
without restriction on their use or further compensation to the Consultant
V. ~ntahlmhmant and Maintanane~ of Record,~. Full and accurate records shall be
maantmned by the Consultant at its place of business with respect to all matters covered by tbas
Agreement Such records shall be mmntmned for a penod of' at least three years after receipt of
final payment under tbas Agreement
VI. /tud~ta and lnnpaeflon.' At any time damng normal business hours and upon
reasonable notice to the Consultant, there shall be made avmlable to the City all of the Consultant's
records with respect to all matters covered by tbas Agreement The Consultant shall permit the City
to and~t, examine, and make excepts or transcripts from such records, and to make audits of
contracts, anvolees, materials, and other data relating to all matters covered by tbas Agreement
VII; Aeeamphahmant afProi~act'. The Consultant shall commence, carry on, and complete
this professional engagement w~th all practicable dispatch, in a sound, economical and efficient
matter, and, m accordance with the provisions hereof and all applicable laws In accomphsbang the
projects, the Consultant shall take such steps as are appropriate to msure that the work involved is
properly coorchnated w~th any related work being camed on by the C~ty
1060\12\agtO~0817 Page 4
VIII. Indemnity mhd lnd~.nendt~nt C. nntractnr
Consultant shall perform all servmes as an ~ndcpendent contractor not under the d~rect
suporvzslon and control of the City Noflung hereto shall be construed as creating a
r¢latlonslnp of employer and employee between the parties The City and Consultant agree
to cooperate m the defense of any claims, action, suit, or proceeding of any kind brought by a
flurd party winch may result from or chrectly or indirectly arise from any neghgenc¢ and/or
errors or omissions on the part of the Consultant or from any breach of the Consultant's
obligations under flus Agreement In the event of any htlgatlon or claim under flus
Agreement ~n winch Consultant is joined as a party, Consultant shall prowde statable counsel
to defend City and Consultant against such claim, prowded thc Consultant shall have thc
right to proceed with the competent counsel of its own choosing The Consultant agrees to
defend, mdenmlfy and hold harmless the C~ty and all of its officers, agents, servants, and
employees against any and all such claims to the extent of coverage by Consultant's
professional halnhty policy The Consultant agrees to pay all expenses, tncludlng but not
limited to attorney's fees, and satisfy all judgments that may be incurred or rendered against
the Consultant's professional hablhty insurance pohcy Notlnng herein constitutes a waiver
of any rights or remedies the City may have to pursue under either law or eqmty, including,
w~thout huntat~on, a cause of action for specific performance or for damages, a loss to the
C~ty, resulting from Consultant's neghgent errors or omissions, or breach of contract, and all
such rights and remedies are expressly reserved
Consultant shall mamtmn and shall be caused to be in fome at all times dunng the term of
tins Agreement, a legally binding policy of professional liability insurance, listed by Best
Rated Careers, with a rating of"A-" or above, ~ssued by an insurance earner approved to do
business m Texas by the State Insurance Commission Such coverage shall cover any claim
hereunder occasioned by the Consultant's neghgent professional act and/or error, act, or
om~saion, m an amount not less than $1,000,000 combined single limit coverage per
occurrence In the event of change or cancellation of the pohcy by the ~nsurer, the Consultant
hereby covenants to lmmedaately notify the C~ty ~n writing thereof, and ~n such event, the
Consultant shall, prior to the effective date of change or cancellation, serve a substitute pohcy
furmslnng the same or lngher amount of coverage The Consultant shall prowde a copy of
the declarations page of such policy to the C~ty through its Director of Electric of Utflmes
simultaneously with the execution of th~s Agreement
IX Tt~rminatlnn of Aoor~ement:
In connection with thc work outlined m flus Agreement, it ~s agreed and fully understood by
thc Consultant that the City may cancel or lndefimtely suspend further work hereunder or
terminate flus Agreement at any t~me upon written notice to Consultant, Consultant shall
cease all work and labor being performed under flus Agreement Consultant may termxnate
this Agreement by giving the City fifteen (15) days written notice that Consultant is no
longer m a positron to continue representing thc City Consultant shall ~nvome the C~ty for
all work satisfactorily completed and shall be compensated m accordance with the terms of
1060\12\agt000817 Page 5
this Agreement All reports and other documents, or data, or work related to the project shall
become the property of the City upon termination of this Agreement
B Tlus Agreement may be terminated in whole or m part, in writing, by either party in the event
of substantml failure by the other party to fulfill its obligations under flus Agreement through
no fault of the terminating party Provided, however, that no such termination may be
affected, unless the other party is g~ven [1] written notice (dehvered by certified mall, return
receipt request) of intent to terminate, and not less than thirty (30) calendar days to cure the
failure, and, [2] an opportunity for consultation with the terminating party prior to
termtaat~on
C Nottung contained hereto or elsewhere m tins Agreement shall require the City to pay for any
work winch is unsattsfactory or wbach is not submitted m comphance with the terms of ttus
Agreement
X. AItarn~te lli~.nut~ Renolutlan: The Consultant agrees that, if necessary, it will use ~ts
best efforts to resolve any dasputes regarding the Agreement through the use of mediation or other
forms of alternate chspute resolution set forth in Chapter 154 of the Texas Civil Practices and
Remedies Code (V A T C S )
XI. Entir~ Ao~reem~nt. Tbas Agreement represents the entire agreement and
understandtag between the parttes and any negotiations, proposals, or oral agreements are mtended
to be Integrated herein and to be superseded by this written Agreement Any supplement or
amendmeat to tins Agreement, m order to be effecttve, shall be in writing and signed by the City
and the Consultant
XII, C.~mplisnee with l,Aw~. The Consultant shall comply with all federal, state, local
laws, rules, regulations, and orthnances apphcable to the work covered hereunder as they may now
read or hereafter be amended, including but not limited to the Texas Disciplinary Rules of
Professional Conduct
XIII. ~ For the purpose of determlumg place of agreement and law
governing same, this Agreement is entered into m the City and County of Denton, State of Texas,
and shall be construed ta accordance with, and governed by the laws of the State of Texas Venue
and jurisdiction of any stat or cause of action anamg under or m connection with tins Agreement
shall lie exclusively ta a court of competent junsdmt~on sitting m Denton County, Texas
XIV. l~i.~erlmination Prohibited. In performing the serwces required hereunder, the
Consultant shall not &scnmlnate agmnst any person on the basts of race, color, religion, sex,
national ongta or ancestry, age, or physical handtcap
1060\12~agt000817 Page 6
A Consultant represents that it has or will secure at its own expense all personnel reqmred
to perform the services reqmred under tins Agreement Such personnel shall not be
employees nor have any contractual relations with the City Consultant shall inform
the City of any conflict of interest or potentml conflict of interest that may arise dunng
the term of ttus Agreement, in accordance with Consultant's respons~inht~es under the
Texas DlSclphnary Rules of Professional Conduct
B All services reqmred hereunder will be performed by the Consultant or under its direct
supervision All personnel engaged in work shall be qualified and shall be licensed,
anthonzed, or permitted under state and local laws to perform such serwces
XVI. Asalgnahlh~ The Consultant shall not assign any interest in tins Agreement and
shall not transfer any interest in tins Agreement (whether by assignment, novation, or otherwase)
without the prior written consent of the City thereto
XVII. Se..~erahlli~ All agreements and covenants contmned here~n are severable,
and m the event any of them, w~th the exception of those contmned in sections headed "Scope of
Services", "Independent Contractor Relationship", and "Compensation and Method of Payment"
hereof, shall be held to be lnvahd by any court of competent junsdmtlon, tins Agreement shall be
interpreted as though such invalid agreements or covenants were not contmned here~n
XVIII, I~.nnn~thtltt~ fnr ~lmm.q and I,~hihty: Approval by the City shall not
constitute nor be deemed a release of the responsibility and hablllty of the Consultant for the
accuracy and competency of its work, nor shall such approval be deemed to be an assumption of
such responslblhty of the City for any defect m any report or other documents prepared by the
Consultant, ~ts shareholders, assocmtes, employees, officers, or agents in connection with tins
engagement
XIX. 1Mndtfienhnn nf A?~.~rn~nt: No wmver or modffication of tins Agreement or of
any covenant, conchtlon, or hmltat~on hereto contmned shall be valid unless in writing and duly
executed by the party to be charged therewith No evidence of any waiver or modfficatlon shall be
offered or received m ewdence m any proceeding arising between the part,es hereto out of or
affecting tbas Agreement, or the rights or obligations of the parties hereunder, unless such wmver or
modfficat~on is in writing, duly executed as aforesmd The parties further agree that the provisions
of tins artmle will not be wmved as herein set forth
XX, C. aknllm~ The captions of th~s Agreement are for reformational purposes only
and shall not in any way affect the substantive terms or conditions of tins Agreement
XXI Rinflmg ~ff~et: Tins Agreement shall be binding upon and ~nure to the benefit of
the pamos hereto and their respective heirs, executors, admlmstrators, legal representatives,
successors, and assigns, where permitted by ttus Agreement
1060\12\agtO00817 Page 7
IN WITNESS }tEREOF, the C~ty of Denton, Texas has executed tMs Agreement in four (4)
ongmal counterparts by and through ~ts duly authonzed C~ty Manager, and Consultant has e_xec~t .~1
tbas Agre~tnent~by _and through ~ts duly authorized undermgned Shareholder, dated tins the 6:~t/f~'/'~
day of~P~t~ff-/r'~'~Z3_~ ,2000
CITY OF DENTON, TEXAS
A Texas Mumc~pal Corporation
By~~-~~ rvncnael V~ Jez, ~anager
ATTEST
JENNIFER WALTERS, CITY SECRETARY
/
By ~~
LLOYD, GOSSELINK, ROCHELLE, BLEVINS
ROCHELLE, BALDWIN & TOWNSEND, P C
A Texas Profesmonal Corporation
ATTEST
1060\12~agtO00817 Page 8
AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY
MANAGER TO EXECUTE A FIRST AMENDED AGREEMENT FOR PROFESSIONAL
LEGAL SERVICES WITH THE LAW OFFICES OF LLOYD, GOSSEL1NK, BLEVINS,
ROCHELLE, BALDWIN & TOWNSEND, P C FOR SERVICES PERTAINING TO PUBLIC
UTILITIES COMMISSION OF TEXAS DOCKET NO 22350 (TXU UNBUNDLED COST OF
SERVICE) RELATING TO DENTON MUNICIPAL ELECTRIC, AUTHORIZING THE
EXPENDITURE OF FUNDS THEREFOR, PROVIDING FOR RETROACTIVE APPROVAL
OF THE AGREEMENT, AND PROVIDING AN EFFECTIVE DATE
WHEREAS, the C~ty Council deems ~t necessary and appropriate and in the pubhc
~nterest to continue to engage the Law Offices of Lloyd, Gossehnk, Blewns, Rochelle, Baldwin
& Townsend, P C ("Lloyd Gossehnk"), of Austin, Texas, to provide professional legal servmes
pertmmng to Public Utilities Conumssion of Texas Docket No 22350 (TXU Unbundled Cost of
Service) relating to Denton Mtm~clpal Electnc, and
WHEREAS, the City has previously retmned the professional legal sermees of Lloyd
Gossehnk on th~s matter on June 1, 2000, and has operated under an Agreement For Profesmonal
Legal Servmes approved by the C~ty Council ~n the amount of $88,000, and there are good and
vahd reasons for the need for additional authorized funds, whmh have resulted ~n th~s First
Amendment thereto, and
WHEREAS, the C~ty staffhas reported to the City Councd that there ~s a substantial need
for the heremabove described professmnal serwces by Denton Mumclpal Electric, and that
limited C~ty staff cannot adequately perform the speclahzed legal services and tasks, which are
wholly centered ~n Austin, Texas, w~th ~ts own personnel, and
WHEREAS, Chapter 2254 of the Texas Government Code, known as the "Professional
Services Procurement Act," generally provides that a city may not select a provider of
professional services on the bas~s of competitive b~ds, but must select the prowder of
professional sermces on the basis of demonstrated competence, knowledge, and qualifications,
and for a fair and reasonable price, and the C~ty Councd hereby finds and concludes that Lloyd
Gossehnk ~s appropriately qualified under the promslons of the law, to be continued as outside
legal counsel for the C~ty, specffically Denton Mumc~pal Electric, respecting this engagement,
and
WHEREAS, the C~ty Council has prowded in the C~ty budget for the appropnat~on of
funds to be used for the procurement of the foregoing professional legal services, as set forth m
this F~rst Amendment to Agreement for Professional Legal Services, NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDA1NS
SECTION 1 That the City Manager is hereby authorized to execute a F~rst Amendment
to Agreement for Professional Legal Servmes w~th the Law Offices of Lloyd, Gossehnk, Blevms,
Rochelle, Baldwin & Townsend, P C, of Austin, Texas for profesmonal legal servmes pertalmng
to services pertmmng to Pubhc Utal~ty Commmmon of Texas Docket No 22350 (TXU
Unbundled Cost of Service) relating to Denton Mtmm~pal Electric, ~n substantmlly the form of
the F~rst Amendment to Agreement for Profesmonal Legal Services attached hereto and
~ncorporated herewith by reference
SECTION 2 That the award of thas F~rst Amended Agreement ~s on the barns of the
demonstrated competence and quahficat~ons of the Law Offices of Lloyd Gossehnk, and the
ablhty of the Lloyd Gossehnk, to perform the professxonal legal servmes needed by the C~ty for a
fmr and reasonable price
SECTION 3 That the expenchture of funds as prowded for ~n the attached F~rst
Amended Agreement for Profesmonal Legal Services ~s hereby authorized
SECTION 4 That as to the payment of fees and expenses, the F~rst Amendment to
Agreement for Profesmonal Legal Sermces ~s hereby ratffied and retroactively approved, and
shall be effective from and after November 1, 2000
SECTION 5 That except as prowded ~n Section 4 here~nabove, thru or&nance shall
become effective ~mmedmtely upon ~ts passage and approval
PASSED AND APPROVED thls the .~ dayof (/~ ,2001
!
EULINE BROCK, MAYOR
ATTEST
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
S \Our Docum~nts\Ordmances\01\Lloyd Gossehnk F~rst Amended Contract UCOS DME ord doc
THE STATE OF TEXAS §
COUNTY OF DENTON §
FIRST AMENDMENT
TO AGREEMENT FOR PROFESSIONAL LEGAL SERVICES
THIS FIRST AMENDMENT to that certain Agreement for Professional Legal
Servmes, executed September 26, 2000, dated effective June 1, 2000, heretofore entered
into by and between the C~ty of Denton, Texas, a Texas Mumcipal Corporatmn with its
offices at 215 East McI~nney Street, Denton, Texas 76201 (hereafter referred to as
"CITY"), and the law firm of Lloyd, Gossehnk, Blevlns, Rochelle, Baldwin &
Townsend, PC w~th its offices at 111 Congress Avenue, Suite 1800, Austin, Texas
78701 (hereafter referred to as "LEGAL ADVISOR"), acting herein by and through their
respechve duly authorized signatories, and
NOW THEREFORE, the C~ty of Denton, Texas and the firm of Lloyd, Gossehnk,
Blevms, Rochelle, Baldwin & Townsend, P C (hereafter collectively referred to as the
"PARTIES"), in consideration of thear mutual promises and covenants, as well as for
other good and valuable considerations, do hereby AGREE to the following amendments
to the terms and conditions of the Agreement For Professional Legal Services (hereafter
the "Agreement"), effective June 1, 2000, to wit
I
That the prowslons of Section III A of the Agreement For Professional Legal
Servmes shall instead read an additional FORTY SIX THOUSAND DOLLARS
($46,000), effective November 1, 2000, as follows
C "Consultant agrees that all charges for the legal servmes hereunder,
including the fees for R J Covington Consulting and expenses as set forth
an Section III C below, shall not exceed $134,000"
II
The PARTIES agree, that except as specifically prowded for by th~s First
Amendment to Agreement For Professional Legal Services, that all of the terms,
covenants, conditions, agreements, rights, respons~btht~es, and obhgat~ons of the part,es
set forth in the Agreement, shall remain in full force and effect
IN WITNESS WHEREOF, the City of Denton, Texas and the firm of Lloyd,
Gossehnk, Blewns, Rochelle, Baldwin & Townsend, P C have executed th~s First
Amendment To Agreement For Professional Legal Servmes, ~n (4) original counterparts,
CITY OF DENTON, TEXAS
A Texas Mumc~pal Corporation
ATTEST
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
"CONSULTANT"
LLOYD, GOSSELINK, BLEVINS, ROCHELLE,
BALDWIN & TOWNSEND, P C
ATTEST
S \Our Documents\Contracts\01\Lloyd Gosschnk F~rst Amended ^grmt UCOS DME doc
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