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R-11-12-15-11A1 - 12/15/2011RESOLUTION NO. R -11-12-15-11A1 WHEREAS, the City of Round Rock ("City") wishes to enter into a Discretionary Service Agreement with Oncor Electric Delivery Company LLC to install street lighting for the Kenney Fort Boulevard (aka Arterial A) Project, Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS, That the Mayor is hereby authorized and directed to execute on behalf of the City a Discretionary Service Agreement with Oncor Electric Delivery Company LLC, a copy of same being attached hereto as Exhibit "A" and incorporated herein for all purposes. The City Council hereby finds and declares that written notice of the date, hour, place and subject of the meeting at which this Resolution was adopted was posted and that such meeting was open to the public as required by law at all times during which this Resolution and the subject matter hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act, Chapter 551, Texas Government Code, as amended. RESOLVED this 15th day of December, 2011. ALTkN MCGRAW, Mayor City of Round Rock, Texas ATTEST: &W'vL1UUQ?ULe SARA L. WHITE, City Secretary O:\wdox\SCClnts\0112\t 104\MUNICIPAU00239070.DOC/rmc Tariff for Retail Delivery Service Oncor Electric Delivery Company LLC 6.3 Agreements and Fonms Applicable: Entire Certified Service Area Effective Date: September 21, 2009 6.3.4 Discretionary Service Agreement Page 1 of 2 WR# 3139117 Transaction ID: 22843 This Discretionary Service Agreement ('Agreement") is made and entered into this 7th day of November 2011 , by Oncor Electric Delivery Company LLC ('Oncor Electric Delivery Company or "Company'), a Delaware limited liability company and distribution utility, and City of Round Rock ("Customer"), a Municpality each hereinafter sornetimes referred to individually as Party" or both referred to collectively as the 'Parties'. In consideration of the mutual covenants set forth herein, the Parties agree as follows: 1. Discretionary Services to be Provided -- Company agrees to provide, and Customer agrees to pay for, the following discretionary services in accordance with this Agreement. Install Street Lighting for the new Kenny Fort Blvd in Round Rock. The customer is to supply and instalt all civil for this project. Customer is to pay Company additional costs in the amount of $50,247.83 for this work. 2. Nature of Service and Company's Retail Delivery Service Tariff — Any discretionary services covered by this Agreement will be provided by Company, and accepted by Customer, in accordance with applicable Pubiic Utility Commission of Texas ('PUCT") Substantive Rules and Company's Tariff for Retail Delivery Service (including the Service Regulations contained therein), as it may from time to time be fixed and approved by the PUCT ("Companys Retail Delivery Tariff"). During the term of this Agreement, Company is entitled to discontinue service, interrupt service, or refuse service initiation requests under this Agreement in accordance with applicable PUCT Substantive Rules and Company's Retail Delivery Ta riff. Company's Retail Delivery Tariff is part of this Agreement to the same extent as if fully set out herein. Unless otherwise expressly stated in this Agreement, the terms used herein have the meanings ascribed thereto in Company's Retail Delivery Tariff. 3. Discretionary S ervice Charges -- Charges for any discretionary services covered by this Agreement are determined in accordance with Company's Retail Delivery Tariff. Company and Customer agree to comply with PUCT or court orders conceming discretionary service charges. 4. Term and Termination -- This Agreement becomes effective upon acceptance by Customer and continues in effect until project is complete . Termination of this Agreement does not relieve Company or Customer of any obligation accrued or accruing prior to termination. 5. No Other Obligations — This Agreement does not obligate Company to provide, or entitle Customer lo receive, any service not expressly provided for herein. Customer is responsible for making the arrangements necessary for it to receive any further services that it may desire from Company or any third party. 6. Governing Law and Regulatory Authority -- This Agreement was executed in the State of Texas and must in all respects be govemed by, interpreted, construed, and enforced in accordance with the laws thereof. This Agreement is subject to all valid, applicable federal, state, and local laws, ordinances, and rules and regulations of duly constituted regulatory authorities having jurisdiction. 7. Amendment --This Agreement may be amended only upon mutual agreement of the Parties, which amendment will not be effective until reduced to writing and executed by the Parties. But changes to applicable PUCT Substantive Rules and Company's Retail Delivery Tariff are applicable to this Agreement upon their effective date and do not require an amendment of this Agreement. 8. Entirety of Agreement and Prior Agreements Superseded -- This Agreement, including all attached Exhibits, which are expressly ma de a part hereof for all purposes. constitutes the entire agreement and understanding between the Parties with regard to the service(s) expressly provided for in this Agreement. The Parties are not bound by or liable for any statement, represenlation, promise. inducement, understanding, or undertaking of any kind or nature (whether written or oral) with regard to the subject matter hereof not set forth or provided for herein. This Agreement replaces all prior agreements and undertakings, oral or written, between the Parties with regard to the subject matter hereof, induding without limitation N/A and all such agreements and undertakings are agreed by the Parties to no longer be of any force or effect. It is expressly acknowledged Iha t the Parties may have other agreements covering other services not expressly provided for herein, which agreements are unaffected by this Agreement. 9. Notices -- Notices given under this Agreement are deemed to have been duly delivered if hand delivered or sent by United States certified mail, retum receipt requested, postage prepaid, to: (a) If to Company: Oncor Electric Delivery Attn: Jim Krumnow 350 Texas Avenue Round Rockjexas ONC�R Tariff for Retail Delivery Service Oncor Electric Delivery Company LLC 6,3 Agreements and Forms Applicable: Entire Certified Service Area Effective Date: September 21, 2009 (b) If to Customer: City of Round Rods Page 2 of 2 2008 Enterprise Dnve Round Rock, Texas 78664 ATTN: Bill Stablein The above4isted names, tides, and addresses of either Party may be changed by written notification to the other. 10. Invoicing and Payment - invoices for any discretionary services covered by this Agreement will be mailed by Company to the following address (or such other address directed in writing by Customer), unless Customer is capable of receiving electronic invoicing from Company, in which case Company is entitled to transmit electronic invoices to Customer. City of Round Rock 2008 Enterprise Drive Round Rock, Texas 78664 ATTN: Bill Stablein 0 Company transmits electronic invoices to Customer. Customer mu st make payment to Company by electronic funds transfer. Electronic invoicing and payment by electronic funds transfer will be conducted in accordance with Company's standard procedures. Company must receive payment by the due date specified on the invoice. If payment is not received by the Company by the due date shown on the invoice, a late fee will be calculated and added to the unpaid balance until the entire invoice is paid. The late fee will be 5% of the unpaid balance per invoice period. 11. No Waiver -- The failure of a Party to this Agreement to insist, on any occasion, upon strict performance of any provision of (his Agreement will not be considered to waive the obligations, rights, or duties imposed upon the Parties. 12. Taxes -- All present or future federal, state, muioipal, or oter lawful taxes (other than federal income taxes) applicable by reason of any service performed by Company, or any compensation paid to Company, hereunder must be paid by Customer. 13. Headings - The descriptive headings of the various artides and sections of this Agreement have been inserted for convenience of reference only and are to be afforded no significance in the interpretation or construction of this Agreement. 14. Multiple Counterparts - This Agreement may be executed in two or more counterparts, each of which is deemed an original but all constitute one and the same instrument. 15. Other Terms and Conditions - (i) Customer has disclosed to Company all underground facilities owned by Customer or any other party that is not a public utility or govemmental entity, (hat are located within real property owned by Customer. In the event that Customer has failed to do so, or in the event of the existence of such facilities of which Customer hes no knowledge. Company. its agents and contractors• shall have no liability, of any nature whatsoever, to Customer, or Customer's agents or assignees, for any actual or consequential damages resulting from damage to such undisdosed or unknown facilities. (11) City of Round Rock agrees that payment shall be made within 30 days of the date the project is completed or (he date the invoice is received, whichever is later. (hi) The Discretionary Service Charges provided in this agreement are for Oncor Electric Delivery facilities only and do not include any charges related to the relocation of any facilities owned by a franchised utility, governmental entity, or licensed service provider (Joint User). The customer must contact all Joint Users and make arrangements to have their facilities transferred or relocated. Oncor Electric Delivery cannot complete (he relocationlremoval of facilities outlined in this agreement until Joint User(s) remove their facilities attached to Oncor Electric Delivery Poles. (iv) Customer will supply and install all civil to Oncor specifications. IN WITNESS WHEREOF, the Parties have caused this Agreement to be signed by their respective duly authorized representatives. • El: - ' • eliv Company LLC re Ji . Krumnow Printed Name Printed Name City of Round Rock Customer ! Entity Signature New Constriction Manger Tide /1/7/211/ Date Title Date pfVC�R City Council Agenda Summary Sheet Agenda Item No. *11A1. Agenda Caption: Consider a resolution authorizing the Mayor to execute a Discretionary Service Agreement with Oncor Electric Delivery Company LLC to install street lighting for the Kenney Fort Boulevard (Arterial A) project. Meeting Date: December 15, 2011 Department: Transportation Staff Person making presentation: Gary Hudder Transportation Director Item Summary: The contract for engineering services during the construction phase of the Kenney Fort/Arterial A Project was awarded to HDR Engineering, Inc. on September 8, 2011 at a cost of $694,893.99. The original construction contract with Chasco Constuctors was approved by the City Council on June 23, 2011. Quantity Adjustment/Change Order No. 1 was approved by the City Manager on November 4, 2011. The total cost of that contract to date is $17,106,272.80. This discretionary service agreement with Oncor Electric Delivery Company LLC is needed to install street lights for the Kenney Fort Boulevard Project at a cost of $50, 247.83. Cost: $50,247.83 Source of Funds: Round Rock Transportation System Development Corporation Date of Public Hearing (if required): N/A Recommended Action: Approval EXECUTED DOCUMENTS FOLLOW Tariff for Retail Delivery Service Oncor Electric Delivery Company LLC 6.3 Agreements and Forms Applicable: Entire Certified Service Area Effective Date: September 21, 2009 6.3.4 Discretionary Service Agreement Page 1 of 2 WR # 3139117 Transaction ID: 22843 This Discretionary Service Agreement ('Agreement) is made and entered into this 7th day of November 2011 by Oncor Electric Delivery Company LLC ("Oncor Electric Delivery Companyor "Company"), a Delaware limited liability company and distribution uttiity, and City of Round Rock ("Customer"), a Muntcpality each hereinafter sometimes referred to individually as "Party" or both referred to collectively as the "Parties'. in consideration of the mutual covenants set forth herein, the Parties agree as follows: 1. Discretionary Services to be Provided -- Company agrees to provide, and Customer agrees to pay for, the following discretionary services to accordance with this Agreement. Install Street Lighting for the new Kenny Fort Blvd in Round Rock. The customer is to supply and install alt civil for this project. Customer is to pay Company additional costs in the amount of 550,247.83 for this work. 2. Nature of Service and Company's Retail Delivery Servlce Tariff — Any discretionary services covered by this Agreement will be provided by Company, and accepted by Customer, in accordance with applicable Public Utility Commission of Texas (`PUCT') Substantive Rules and Company's Tariff for Retail Delivery Service (including the Service Regulations contained therein), as it may from time to time be fixed and approved by the PUCT ('Company's Retail Delivery Tarift). During the term of this Agreement, Company is entitled to discontinue service, interrupt service, or refuse service initiation requests under this Agreement to accordance with applicable PUCT Substantive Rules and Company's Retail Delivery Tariff. Company's Retail Delivery Tariff is part of this Agreement to the same extent as if fully set out herein. Unless otherwise expressly stated in this Agreement, the terms used herein have the meanings ascribed thereto in Company's Retail Delivery Tariff. 3. Discretlonary Service Charges -- Charges for any discretionary services covered by this Agreement are determined in accordance with Company's Retail Delivery Tariff. Company and Customer agree to comply with PUCT or court orders concerning discretionary service charges. 4. Term and Termination -- This Agreement becomes effective upon acceptance by Customer and continues in effect until project is complete Termination of this Agreement does not relieve Company or Customer of any obligation accrued or accruing prior to termination. 5. No Other Obligations -- This Agreement does not obligate Company to provide, or entitle Customer to receive, any service not expressly provided for herein. Customer is responsible for making the arrangements necessary for it to receive any further services that it may desire from Company or any third party. 6. Governing Law and Regulatory Authority -- This Agreement was executed in the State of Texas and must in all respects be govemed by, interpreted, construed, and enforced in accordance with the laws thereof. This Agreement is subject to all valid, applicable federal, state, and local laws, ordinances, and rules and regulations of duly constituted regulatory authorities having jurisdiction. 7. Amendment --This Agreement may be amended only upon mutual agreement of the Parties, which amendment will not be effective until reduced to writing and executed by the Parties. But changes to applicable PUCT Substantive Rules and Company's Retail Delivery Tariff are applicable to this Agreement upon their effective date and do not require an amendment of this Agreement. 8. Entirety of Agreement and Prior Agreements Superseded -- This Agreement, including all attached Exhibits, which are expressly made a part hereof for all purposes, constitutes the entire agreement and understanding between the Parties with regard to the service(s) expressly provided for in this Agreement. The Parties are not bound by or liable for any statement, representation, promise, inducement, understanding, or undertaking of any kind or nature (whether written or oral) with regard to the subject matter hereof not set forth or provided for herein. This Agreement replaces all prior agreements and undertakings, oral or written, between the Parties with regard to the subject matter hereof, including without limitation N/A , and all such agreements and undertakings are agreed by the Parties to no longer be of any force or effect. It is expressly acknowledged tha t the Parties may have other agreements covering other services not expressly provided for herein, which agreements are unaffected by this Agreement. 9. Notices -- Notices given under this Agreement are deemed to have been duly delivered if hand delivered or sent by United States certified mail, retum receipt requested, postage prepaid, to: (a) If to Company: Oncor Electric Delivery Attn: Jim Krumnow 350 Texas Avenue Round Rock. Texas 2' 1t -l2.-13' I1I ,1 ONC�R Tariff for Retail Delivery Service Oncor Electric Delivery Company LLC 6.3 Agreements and Forms Applicable: Entire Certified Service Area Effective Date: September 21, 2009 Page 2 of 2 (b) If to Customer. City of Round Rods 2008 Enterprise Drive Round Rock, Texas 78664 ATTN: Bill Stablein The above -listed names, titles, and addresses of either Party may be changed by written notification to the other. 10. Invoicing and Payment — Invoices for any discretionary services covered by this Agreement will be mailed by Company to the foliowing address (or such other address directed in writing by Customer), unless Customer is capable of receiving electronic invoicing from Company, in which case Company is entitled to transmit electronic invoices to Customer. City of Round Rock 2008 Enterprise Drive Round Rock, Texas 78664 ATTN:BiII S`tablein if Company transmits electronic invoices to Customer, Customer mu st make payment to Company by electronic funds transfer. Electronic invoicing and payment by electronic funds transfer will be conducted in accordance with Company's standard procedures. Company must receive payment by the due date specified on the invoice. If payment is not received by the Company by the due date shown on the invoice, a late fee will be calculated and added to the unpaid balance until the entire invoice is paid. The late fee will be 5% of the unpaid balance per invoice period. 11. No Waiver -- The failure of a Party to this Agreement to insist, on any occasion, upon strict performance of any provision of this Agreement will not be considered to waive the obligations, rights, or duties imposed upon the Parties. 12. Taxes -- All present or future federal, state, muicipal, or oter lawful taxes (other than federal income taxes) applicable by reason of any service performed by Company, or any compensation paid to Company, hereunder must be paid by Customer. 13. Headings — The descriptive headings of the various articles and sections of this Agreement have been inserted for convenience of reference only and are to be afforded no significance in the interpretation or construction of this Agreement. 14. Multiple C ounterparts -- This Agreement may be executed in two or m ore counterparts, each of which is deemed an original but all constitute one and the same instrument. 15. Other Terms and Conditions — (i) Customer has disclosed to Company all underground facilities owned by Customer or any other party that is not a public utility or govemmental entity, that are Iocated within real property owned by Customer. In the event that Customer has failed to do so, or in the event of the existence of such facilities of which Customer has no knowledge, Company, its agents and contractors, shah have no liability, of any nature whatsoever, to Customer, or Customers agents or assignees, for any actual or consequential damages resulting from damage to such undisdosed or unknown facilities. (ii) City of Round Rock agrees that payment shall be made within 30 days of the date the project is completed or the date the invoice is received, whichever is later. (iii) The Discretionary Service Charges provided in this agreement are for Oncor Electric Delivery facilities only and do not include any charges related to the relocation of any facilities owned by a franchised utility, governmental entity, or licensed service provider (Joint User). The customer must contact all Joint Users and make arrangements to have their facilities transferred or relocated. Oncor Electric Delivery cannot complete the relocation/removal of facilities outlined in this agreement until Joint User(s) remove their facilities attached to Oncor Electric Delivery Poles. (iv) Customer will supply and install all civil to Oncor specifications. IN WITNESS WHEREOF, the Parties have caused this Agreement to be signed by their respective duly authorized representatives. EI Ieliv- Company LLC - r4 Ji . Krumnow Printed Name New Construction Manger Title /11'? /211/ Date City of Round Rock Cur Entify Date ONC�R