6633-Fully Executed ContractDocuSign Envelope ID: E39D64FA-424F-4171-8E34-B6219F99BE1A
PROFESSIONAL SERVICES AGREEMENT
FOR CONSULTING SERVICES
FILE 6633
STATE OF TEXAS
COUNTY OF DENTON
THIS AGREEMENT (the "Agreement") is made and entered into on
December 12, 2017 , by and between the City of Denton, Texas, a Texas municipal
corporation, with its principal office at 215 East McKinney Street, Denton, Denton County,
Texas 76201, hereinafter called "OWNER" and Walter P. Moore and Associates, Inc. with its
corporate office at 1301 McKinney, Suite 1100, Houston, TX 77010, hereinafter called
"CONSULTANT," acting herein, by and through their duly authorized representatives.
WITNESSETH, that in consideration of the covenants and agreements herein contained,
the parties hereto do mutually agree as follows:
ARTICLE I
CONSULTANT AS INDEPENDENT CONTRACTOR
The OWNER has selected CONSULTANT on the basis of demonstrated competence and
qualifications to perform the services herein described for a fair and reasonable price pursuant to
Chapter 2254 of the Texas Government Code. The OWNER hereby contracts with the
CONSULTANT as an independent contractor and not as an employee, and as such, the OWNER
will not assert control over the day-to-day operations of the CONSULTANT. The
CONSULTANT is customarily engaged to provide services as described herein independently
and on a nonexclusive basis in the course of its business. This Agreement does not in any way
constitute a joint venture between OWNER and CONSULTANT. The CONSULTANT hereby
agrees to perform the services described herein based on the skills required for the scope of work
in connection with the Project as stated in the sections to follow, with diligence and in
accordance with the professional standards customarily obtained for such services in the State of
Texas. The professional services set out herein are in connection with the following described
project:
The Project shall include, without limitation, UNT Traffic Study, as described in Exhibit
A, which is attached hereto and incorporated herein (the "Project").
ARTICLE II
SCOPE OF BASIC SERVICES
The CONSULTANT shall perform the following services in a professional manner:
A. To perform all those services set forth in CONSULTANT's proposal, which proposal is
attached hereto and made a part hereof as Exhibit A as if written word for word herein.
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B. CONSULTANT shall perform all those services set forth in individual task orders, as
described in Exhibit A, which shall be attached to this Agreement and made a part
hereof.
C. If there is any conflict between the terms of this Agreement and the exhibits attached to
this Agreement, the terms and conditions of this Agreement will control over the terms
and conditions of the attached exhibits or task orders.
ARTICLE III
ADDITIONAL SERVICES
Additional services to be performed by the CONSULTANT, if authorized by the
OWNER, which are not included in the above-described Basic Services, may be negotiated as
needed, per rates included in Exhibit A.
A. Preparing applications and supporting documents for government grants, loans, or
planning advances and providing data for detailed applications.
B. Preparing data and reports for assistance to OWNER in preparation for hearings before
regulatory agencies, courts, arbitration panels or mediator, giving testimony, personally or
by deposition, and preparations therefore before any regulatory agency, court, arbitration
panel or mediator.
C. Assisting OWNER in preparing for, or appearing at litigation, mediation, arbitration,
dispute review boards, or other legal and/or administrative proceedings in the defense or
prosecution of claims disputes with Contractor(s).
D. Assisting OWNER in the defense or prosecution of litigation in connection with or in
addition to those services contemplated by this AGREEMENT. All such additional
services, if any, shall be furnished by CONSULTANT on a fee basis negotiated by the
respective parties outside of and in addition to this AGREEMENT.
E. Visits to the site in excess of the number of trips included in Exhibit A.
F. Preparing statements for invoicing or other documentation for billing other than for the
standard invoice for services attached to this professional services agreement.
ARTICLE IV
TIME OF COMPLETION
CONSULTANT is authorized to commence work under this contract upon execution of this
AGREEMENT. CONSULTANT will provide services from the date of execution and shall
automatically expire upon completion of the work or receipt of the materials, and acceptance by
the City of Denton.
ARTICLE V
COMPENSATION
A. COMPENSATION TERMS:
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1. "Subcontract Expense" is defined as expenses incurred by the CONSULTANT in
employment of others in outside firms for services related to this agreement.
2. "Direct Non -Labor Expense" is defined as that expense for any assignment
incurred by the CONSULTANT for supplies, transportation and equipment,
travel, communications, subsistence, and lodging away from home, and similar
incidental expenses in connection with that assignment.
B. BILLING AND PAYMENT: For and in consideration of the professional services to be
performed by the CONSULTANT herein, the OWNER agrees to pay, based on the cost
estimate detail at an hourly rate shown in Exhibit "A" which is attached hereto and made
a part of this Agreement as if written word for word herein, a total fee, including
reimbursement for direct non -labor expenses not to exceed $224,700.
Partial payments to the CONSULTANT will be made on the basis of detailed monthly
statements rendered to and approved by the OWNER through its City Manager or his
designee; however, under no circumstances shall any monthly statement for services
exceed the value of the work performed at the time a statement is rendered.
Nothing contained in this Article shall require the OWNER to pay for any work which is
unsatisfactory, as reasonably determined by the City Manager or his designee, or which is
not submitted in compliance with the terms of this Agreement. The OWNER shall not be
required to make any payments to the CONSULTANT when the CONSULTANT is in
default under this Agreement.
It is specifically understood and agreed that the CONSULTANT shall not be authorized
to undertake any work pursuant to this Agreement which would require additional
payments by the OWNER for any charge, expense, or reimbursement above the
maximum not to exceed fee as stated, without first having obtained written authorization
from the OWNER. The CONSULTANT shall not proceed to perform the services listed
in Article III "Additional Services," without obtaining prior written authorization from
the OWNER.
C. ADDITIONAL SERVICES: For additional services authorized in writing by the
OWNER in Article III, the CONSULTANT shall be paid based on the Schedule of
Charges at an hourly rate shown in Exhibit "A". Payments for additional services shall
be due and payable upon submission by the CONSULTANT and approval by the City
staff, and shall be in accordance with subsection B hereof. Statements shall not be
submitted more frequently than monthly.
D. PAYMENT: If the OWNER fails to make payments due the CONSULTANT for
services and expenses within thirty (30) days after receipt of the CONSULTANT's
undisputed statement thereof, the amounts due the CONSULTANT will be paid interest
in accordance with the Texas Government Code 2251.025. Additionally, the
CONSULTANT may, after giving seven (7) days' written notice to the OWNER,
suspend services under this Agreement until the CONSULTANT has been paid in full all
amounts due for services, expenses, and charges. Nothing herein shall require the
OWNER to pay the late charge if the OWNER reasonably determines that the work is
unsatisfactory, in accordance with this Article V, "Compensation," there is a bona fide
dispute concerning the amount due, or the invoice was not mailed to the address or in the
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form as described in this Agreement. The OWNER will notify CONSULTANT of any
disputes within twenty-one (21) days of receipt of the invoice.
E. Invoices shall be sent directly to the City of Denton Accounts Payable Department, 215
E McKinney St, Denton, TX, 76201-4299. A pro -forma invoice shall be sent to the
contract administrator. It is the intention of the City of Denton to make payment on
completed orders within thirty days after receipt of invoice or items; whichever is later,
unless unusual circumstances arise. Invoices must be fully documented as to labor,
materials, and equipment provided, if applicable, and must reference the City of
Denton Purchase Order Number in order to be processed. No payments shall be
made on invoices not listing a Purchase Order Number.
ARTICLE VI
OBSERVATION AND REVIEW OF THE WORK
The CONSULTANT will exercise reasonable care and due diligence in discovering and
promptly reporting to the OWNER any defects or deficiencies in the work of the
CONSULTANT or any subcontractors or subconsultants.
ARTICLE VII
OWNERSHIP OF DOCUMENTS
All documents prepared or furnished by the CONSULTANT (and CONSULTANT's
subcontractors or subconsultants) pursuant to this Agreement are instruments of service, and
shall become the property of the OWNER upon the termination of this Agreement. The
CONSULTANT is entitled to retain copies of all such documents. The documents prepared and
furnished by the CONSULTANT are intended only to be applicable to this Project, and
OWNER's use of these documents in other projects shall be at OWNER's sole risk and expense.
In the event the OWNER uses any of the information or materials developed pursuant to this
Agreement in another project or for other purposes than specified herein, CONSULTANT is
released from any and all liability relating to their use in that project.
ARTICLE VIII
INDEMNITY AGREEMENT
THE CONSULTANT SHALL INDEMNIFY AND SAVE AND HOLD HARMLESS
THE OWNER AND ITS OFFICERS, OFFICIALS, AGENTS, AND EMPLOYEES FROM
AND AGAINST ANY AND ALL LIABILITY, CLAIMS, DEMANDS, DAMAGES,
LOSSES, AND EXPENSES, INCLUDING, BUT NOT LIMITED TO COURT COSTS
AND REASONABLE ATTORNEY FEES ASSERTED AGAINST OR INCURRED BY
THE OWNER, AND INCLUDING, WITHOUT LIMITATION, DAMAGES FOR
BODILY AND PERSONAL INJURY, DEATH AND PROPERTY DAMAGE,
RESULTING FROM THE NEGLIGENT ACTS OR OMISSIONS OF THE
CONSULTANT OR ITS OFFICERS, SHAREHOLDERS, AGENTS, OR EMPLOYEES
INCIDENTAL TO, RELATED TO, AND IN THE EXECUTION, OPERATION, OR
PERFORMANCE OF THIS AGREEMENT.
Nothing in this Agreement shall be construed to create a liability to any person who is not
a party to this Agreement, and nothing herein shall waive any of the parties' defenses, both at
law or equity, to any claim, cause of action, or litigation filed by anyone not a party to this
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Agreement, including the defense of governmental immunity, which defenses are hereby
expressly reserved.
ARTICLE IX
INSURANCE
During the performance of the services under this Agreement, CONSULTANT shall
maintain the following insurance with an insurance company licensed to do business in the State
of Texas by the State Insurance Commission or any successor agency that has a rating with Best
Rate Carriers of at least an A- or above:
A. Comprehensive General Liability Insurance with bodily injury limits of not less than
$1,000,000 for each occurrence and not less than $1,000,000 in the aggregate, and with
property damage limits of not less than $100,000 for each occurrence and not less than
$100,000 in the aggregate.
B. Automobile Liability Insurance with bodily injury limits of not less than $500,000 for
each person and not less than $500,000 for each accident, and with property damage
limits of not less than $100,000 for each accident.
C. Worker's Compensation Insurance in accordance with statutory requirements, and
Employers' Liability Insurance with limits of not less than $100,000 for each accident.
D. Professional Liability Insurance with limits of not less than $1,000,000 annual aggregate.
E. The CONSULTANT shall furnish insurance certificates or insurance policies at the
OWNER'S request to evidence such coverages. The General Liability and Auto Liability
insurance policies shall name the OWNER as an additional insured. CONSULTANT
shall endeavor to provide OWNER with any cancellation or modification to its insurance
policies.
ARTICLE X
ALTERNATIVE DISPUTE RESOLUTION
The parties may agree to settle any disputes under this Agreement by submitting the
dispute to mediation with each party bearing its own costs of mediation. No mediation arising
out of or relating to this Agreement, involving one party's disagreement may include the other
party to the disagreement without the other's approval. Mediation will not be a condition
precedent to suit.
ARTICLE XI
TERMINATION OF AGREEMENT
A. Notwithstanding any other provision of this Agreement, either party may terminate by
giving thirty (30) days' advance written notice to the other party.
B. This Agreement may be terminated in whole or in part in the event of either party
substantially failing to fulfill its obligations under this Agreement. No such termination
will be affected unless the other party is given (1) written notice (delivered by certified
mail, return receipt requested) of intent to terminate and setting forth the reasons
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specifying the non-performance, and not less than fifteen (15) calendar days to cure the
failure; and (2) an opportunity for consultation with the terminating party prior to
termination.
C. If the Agreement is terminated prior to completion of the services to be provided
hereunder, CONSULTANT shall immediately cease all services and shall render a final
bill for services to the OWNER within thirty (30) days after the date of termination. The
OWNER shall pay CONSULTANT for all services properly rendered and satisfactorily
performed and for reimbursable expenses to termination incurred prior to the date of
termination, in accordance with Article V "Compensation." Should the OWNER
subsequently contract with a new consultant for the continuation of services on the
Project, CONSULTANT shall cooperate in providing information. The CONSULTANT
shall turn over all documents prepared or furnished by CONSULTANT pursuant to this
Agreement to the OWNER on or before the date of termination, but may maintain copies
of such documents for its use.
ARTICLE XII
RESPONSIBILITY FOR CLAIMS AND LIABILITIES
Approval by the OWNER shall not constitute, nor be deemed a release of the
responsibility and liability of the CONSULTANT, its employees, associates, agents,
subcontractors, and subconsultants for the accuracy and competency of their designs or other
work; nor shall such approval be deemed to be an assumption of such responsibility by the
OWNER for any defect in the design or other work prepared by the CONSULTANT, its
employees, subcontractors, agents, and consultants.
ARTICLE XIII
NOTICES
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:
To CONSULTANT:
Walter P. Moore and Associates, Inc.
1845 Woodall Rodgers Freeway
Suite 1650
Dallas, TX 75201
To OWNER:
City of Denton
Purchasing Manager —File 6633
901B Texas Street
Denton, Texas 76201
All notices shall be deemed effective upon receipt by the party to whom such notice is
given, or within three (3) days' mailing.
ARTICLE XIV
ENTIRE AGREEMENT
This Agreement and related exhibits constitute the complete and final expression of this
Agreement of the parties, and is intended as a complete and exclusive statement of the terms of
their agreements, and supersedes all prior contemporaneous offers, promises, representations,
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negotiations, discussions, communications, and agreements which may have been made in
connection with the subject matter hereof
ARTICLE XV
SEVERABILITY
If any provision of this Agreement is found or deemed by a court of competent
jurisdiction to be invalid or unenforceable, it shall be considered severable from the remainder of
this Agreement and shall not cause the remainder to be invalid or unenforceable. In such event,
the parties shall reform this Agreement to replace such stricken provision with a valid and
enforceable provision which comes as close as possible to expressing the intention of the stricken
provision.
ARTICLE XVI
COMPLIANCE WITH LAWS
The CONSULTANT shall comply with all federal, state, and local laws, rules,
regulations, and ordinances applicable to the work covered hereunder as those laws may now
read or hereinafter be amended.
ARTICLE XVII
DISCRIMINATION PROHIBITED
In performing the services required hereunder, the CONSULTANT shall not discriminate
against any person on the basis of race, color, religion, sex, sexual orientation, national origin or
ancestry, age, or physical handicap.
ARTICLE XVIII
PERSONNEL
A. The CONSULTANT represents that it has or will secure, at its own expense, all
personnel required to perform all the services required under this Agreement. Such
personnel shall not be employees or officers of, or have any contractual relations with the
OWNER. CONSULTANT shall inform the OWNER of any conflict of interest or
potential conflict of interest that may arise during the term of this Agreement.
B. All services required hereunder will be performed by the CONSULTANT or under its
supervision. All personnel engaged in work shall be qualified, and shall be authorized
and permitted under state and local laws to perform such services.
ARTICLE XIX
ASSIGNABILITY
The CONSULTANT acknowledges that this Agreement is based on the demonstrated
competence and specific qualifications of the CONSULTANT and is therefore personal as to the
CONSULTANT. Therefore, the CONSULTANT shall not assign any interest in this Agreement,
and shall not transfer any interest in this Agreement (whether by assignment, novation, or
otherwise) without the prior written consent of the OWNER.
ARTICLE XX
MODIFICATION
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No waiver or modification of this Agreement or of any covenant, condition, or limitation
herein contained shall be valid unless in writing and duly executed by the party to be charged
therewith, and no evidence of any waiver or modification shall be offered or received in evidence
in any proceeding arising between the parties hereto out of or affecting this Agreement, or the
rights or obligations of the parties hereunder, and unless such waiver or modification is in
writing and duly executed; and the parties further agree that the provisions of this section will not
be waived unless as set forth herein.
ARTICLE XXI
MISCELLANEOUS
A. The following exhibits are attached to and made a part of this Agreement:
Exhibit A — Consultant's Scope of Services Offer and Compensation Rate Sheet
B. The OWNER shall have the right to audit and make copies of the books, records and
computations pertaining to this agreement. The CONSULTANT shall retain such books,
records, documents and other evidence pertaining to this agreement during the contract
period and five years thereafter, except if an audit is in progress or audit findings are yet
unresolved, in which case records shall be kept until all audit tasks are completed and
resolved. These books, records, documents and other evidence shall be available, within
10 business days of written request. Further, the CONSULTANT shall also require all
Subcontractors, material suppliers, and other payees to retain all books, records,
documents and other evidence pertaining to this agreement, and to allow the OWNER
similar access to those documents. All books and records will be made available within a
50 mile radius of the City of Denton. The cost of the audit will be borne by the OWNER
unless the audit reveals an overpayment of 1% or greater. If an overpayment of 1% or
greater occurs, the reasonable cost of the audit, including any travel costs, must be borne
by the CONSULTANT which must be payable within five business days of receipt of an
invoice. Failure to comply with the provisions of this section shall be a material breach of
this contract and shall constitute, in the OWNER'S sole discretion, grounds for
termination thereof. Each of the terms "books", "records", "documents" and "other
evidence", as used above, shall be construed to include drafts and electronic files, even if
such drafts or electronic files are subsequently used to generate or prepare a final printed
document.
C. This Agreement shall be governed by, construed, and enforced in accordance with, and
subject to, the laws of the State of Texas or federal law, where applicable, without regard
to the conflict of law principles of any jurisdiction. In the event there shall be any dispute
arising out of the terms and conditions of, or in connection with, this Agreement, the
party seeking relief shall submit such dispute to the District Courts of Denton County or
if federal diversity or subject matter jurisdiction exists, to the United States District Court
for the Eastern District of Texas -Sherman Division.
D. For the purpose of this Agreement, the key persons who will perform most of the work
hereunder shall be authorized by CONSULTANT. However, nothing herein shall limit
CONSULTANT from using other equally qualified and competent members of its firm to
perform the services required herein.
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E. CONSULTANT shall commence, carry on, and complete any and all projects with all
applicable dispatch, in a sound, economical, and efficient manner and in accordance with
the provisions hereof. In accomplishing the projects, CONSULTANT shall take such
steps as are appropriate to ensure that the work involved is properly coordinated with
related work being carried on by the OWNER.
F. The OWNER shall assist the CONSULTANT by placing at the CONSULTANT's
disposal all available information pertinent to the Project, including previous reports, any
other data relative to the Project, and arranging for the access thereto, and make all
provisions for the CONSULTANT to enter in or upon public and private property as
required for the CONSULTANT to perform services under this Agreement.
G. The captions of this Agreement are for informational purposes only, and shall not in any
way affect the substantive terms or conditions of this Agreement.
H. By executing this Agreement below in conformance with Sec. 2270 of the Texas
Government Code, the Supplier verifies that the Supplier: (1) does not boycott Israel; and
(2) will not boycott Israel during the term of this Agreement.
ARTICLE XXII
INDEPENDENT CONTRACTOR
CONSULTANT shall provide services to OWNER as an independent contractor, not as
an employee of the OWNER. CONSULTANT shall not have or claim any right arising from
employee status.
ARTICLE XXIII
RIGHT TO AUDIT
The OWNER shall have the right to audit and make copies of the books, records and
computations pertaining to this agreement. The CONTRACTOR shall retain such books,
records, documents and other evidence pertaining to this agreement during the contract period
and five years thereafter, except if an audit is in progress or audit findings are yet unresolved, in
which case records shall be kept until all audit tasks are completed and resolved. These books,
records, documents and other evidence shall be available, within 10 business days of written
request. Further, the CONTRACTOR shall also require all Subcontractors, material suppliers,
and other payees to retain all books, records, documents and other evidence pertaining to this
agreement, and to allow the OWNER similar access to those documents. All books and records
will be made available within a 50 mile radius of the City of Denton. The cost of the audit will
be borne by the OWNER unless the audit reveals an overpayment of 1% or greater. If an
overpayment of 1% or greater occurs, the reasonable cost of the audit, including any travel costs,
must be borne by the CONTRACTOR which must be payable within five business days of
receipt of an invoice.
Failure to comply with the provisions of this section shall be a material breach of this contract
and shall constitute, in the OWNER'S sole discretion, grounds for termination thereof. Each of
the terms "books", "records", "documents" and "other evidence", as used above, shall be
construed to include drafts and electronic files, even if such drafts or electronic files are
subsequently used to generate or prepare a final printed document.
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ARTICLE XXIV
CERTIFICATE OF INTERESTED PARTIES ELECTRONIC FILING
In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the
Government Code. The law states that the City may not enter into this contract unless the
Contractor submits a disclosure of interested parties (Form 1295) to the City at the time the
Contractor submits the signed contract. The Texas Ethics Commission has adopted rules
requiring the business entity to file Form 1295 electronically with the Commission.
Contractor will be required to furnish an original notarized Certificate of Interest Parties
before the contract is awarded, in accordance with Government Code 2252.908.
The contractor shall:
1. Log onto the State Ethics Commission Website at :
hgps://www.ethics.state.tx.us/whatsnew/elf info_form1295.htm
2. Register utilizing the tutorial provided by the State
3. Print a copy of the completed Form 1295
4. Enter the Certificate Number on signature page.
5. Sign and notarize the Form 1295
6. Email the notarized form to purchasing(cr�,cityofdenton.com with the contract number in the
subject line. (EX: Contract 1234 — Form 1295)
The City must acknowledge the receipt of the filed Form 1295 not later than the 30th day after
Council award. Once a Form 1295 is acknowledged, it will be posted to the Texas Ethics
Commission's website within seven business days.
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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 undersigned officer on this date December 12, 2017 .
CITY OF DENTON, TEXAS
Dxuft needy rby:
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TODD HILEMAN, CITY MANAGER
JENNIFER WALTERS, CITY SECRETARY
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BY: (Pant yV
APPROVED AS TO LEGAL FORM:
AARON LEAL, CITY ATTORNEY
DocuSigned by:
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11. At(icA. )
BY: F-5972538AC458469
WALTER P. MOORE AND ASSOCIATES, INC.,
A TEXAS CORPORATION
"CONSULTANT"
DceuSigned by:
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AUTHORIZED AGENT
2017-289209
TEXAS ETHICS COMMISSION
CERTIFICATE NUMBER
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CITY OF DENTON
INSURANCE REQUIREMENTS FOR CONTRACTORS
Bidder's attention is directed to the insurance requirements below. It is highly recommended
that bidders confer with their respective insurance carriers or brokers to determine in advance
of Bid submission the availability of insurance certificates and endorsements as prescribed
and provided herein. If an apparent low bidder fails to comply strictly with the insurance
requirements, that bidder may be disqualified from award of the contract. Upon bid award, all
insurance requirements shall become contractual obligations, which the successful bidder
shall have a duty to maintain throughout the course of this contract.
STANDARD PROVISIONS:
Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall
provide and maintain until the contracted work has been completed and accepted by the City of
Denton, Owner, the minimum insurance coverage as indicated hereinafter.
As soon as practicable after notification of bid award, Contractor shall file with the Purchasing
Department satisfactory certificates of insurance, containing the bid number and title of the
project. Contractor may, upon written request to the Purchasing Department, ask for
clarification of any insurance requirements at any time; however, Contractors are strongly
advised to make such requests prior to bid opening, since the insurance requirements may not be
modified or waived after bid opening unless a written exception has been submitted with the bid.
Contractor shall not commence any work or deliver any material until he or she receives
notification that the contract has been accepted, approved, and signed by the City of Denton.
All insurance policies proposed or obtained in satisfaction of these requirements shall comply
with the following general specifications, and shall be maintained in compliance with these
general specifications throughout the duration of the Contract, or longer, if so noted:
• Each policy shall be issued by a company authorized to do business in the State of
Texas with an A.M. Best Company rating of at least A- VII or better.
• Any deductibles or self-insured retentions shall be declared in the bid proposal. If
requested by the City, the insurer shall reduce or eliminate such deductibles or
self-insured retentions with respect to the City, its officials, agents, employees and
volunteers; or, the contractor shall procure a bond guaranteeing payment of losses and
related investigations, claim administration and defense expenses.
• Liability policies shall be endorsed to provide the following:
• Name as additional insured the City of Denton, its Officials, Agents,
Employees and volunteers.
• That such insurance is primary to any other insurance available to the
additional insured with respect to claims covered under the policy and that this
insurance applies separately to each insured against whom claim is made or
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suit is brought. The inclusion of more than one insured shall not operate to
increase the insurer's limit of liability.
• Provide a Waiver of Subrogation in favor of the City of Denton, its officials,
agents, employees, and volunteers.
• Cancellation: City requires 30 day written notice should any of the policies
described on the certificate be cancelled before the expiration date.
• Should any of the required insurance be provided under a claims -made form,
Contractor shall maintain such coverage continuously throughout the term of
this contract and, without lapse, for a period of three years beyond the contract
expiration, such that occurrences arising during the contract term which give
rise to claims made after expiration of the contract shall be covered.
• Should any of the required insurance be provided under a form of coverage that
includes a general annual aggregate limit providing for claims investigation or
legal defense costs to be included in the general annual aggregate limit, the
Contractor shall either double the occurrence limits or obtain Owners and
Contractors Protective Liability Insurance.
• Should any required insurance lapse during the contract term, requests for
payments originating after such lapse shall not be processed until the City
receives satisfactory evidence of reinstated coverage as required by this
contract, effective as of the lapse date. If insurance is not reinstated, City may,
at its sole option, terminate this agreement effective on the date of the lapse.
SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS:
All insurance policies proposed or obtained in satisfaction of this Contract shall additionally
comply with the following marked specifications, and shall be maintained in compliance with
these additional specifications throughout the duration of the Contract, or longer, if so noted:
[X ] A. General Liability Insurance:
General Liability insurance with combined single limits of not less than
$1,000,000.00 shall be provided and maintained by the Contractor. The policy shall
be written on an occurrence basis either in a single policy or in a combination of
underlying and umbrella or excess policies.
If the Commercial General Liability form (ISO Form CG 0001 current edition) is
used:
• Coverage A shall include premises, operations, products, and completed
operations, independent contractors, contractual liability covering this
contract and broad form property damage coverage.
• Coverage B shall include personal injury.
• Coverage C, medical payments, is not required.
Contract 6633 Page 13
DocuSign Envelope ID: E39D64FA-424F-4171-8E34-B6219F99BE1A
If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition
and ISO Form GL 0404) is used, it shall include at least:
Bodily injury and Property Damage Liability for premises, operations,
products and completed operations, independent contractors and property
damage resulting from explosion, collapse or underground (XCU)
exposures.
Broad form contractual liability (preferably by endorsement) covering this
contract, personal injury liability and broad form property damage liability.
[X] Automobile Liability Insurance:
Contractor shall provide Commercial Automobile Liability insurance with Combined
Single Limits (CSL) of not less than $500,000.00 either in a single policy or in a
combination of basic and umbrella or excess policies. The policy will include bodily
injury and property damage liability arising out of the operation, maintenance and use of
all automobiles and mobile equipment used in conjunction with this contract.
Satisfaction of the above requirement shall be in the form of a policy endorsement for:
any auto, or
all owned, hired and non -owned autos.
[X] Workers' Compensation Insurance
Contractor shall purchase and maintain Worker's Compensation insurance which, in
addition to meeting the minimum statutory requirements for issuance of such insurance,
has Employer's Liability limits of at least $100,000 for each accident, $100,000 per each
employee, and a $500,000 policy limit for occupational disease. The City need not be
named as an "Additional Insured" but the insurer shall agree to waive all rights of
subrogation against the City, its officials, agents, employees and volunteers for any work
performed for the City by the Named Insured. For building or construction projects, the
Contractor shall comply with the provisions of Attachment I in accordance with
§406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Worker's
Compensation Commission (TWCC).
[ ] Owner's and Contractor's Protective Liability Insurance
The Contractor shall obtain, pay for and maintain at all times during the prosecution of
the work under this contract, an Owner's and Contractor's Protective Liability insurance
policy naming the City as insured for property damage and bodily injury which may arise
in the prosecution of the work or Contractor's operations under this contract. Coverage
shall be on an "occurrence" basis, and the policy shall be issued by the same insurance
company that carries the Contractor's liability insurance. Policy limits will be at least
combined bodily injury and property damage per occurrence with a aggregate.
Contract 6633 Page 14
DocuSign Envelope ID: E39D64FA-424F-4171-8E34-B6219F99BE1A
[X] Professional Liability Insurance
Professional liability insurance with limits not less than $1,000,000 per claim with
respect to negligent acts, errors or omissions in connection with professional services is
required under this Agreement.
[ ] Builders' Risk Insurance
Builders' Risk Insurance, on an All -Risk form for 100% of the completed value shall be
provided. Such policy shall include as "Named Insured" the City of Denton and all
subcontractors as their interests may appear.
[ ] Commercial Crime
Provides coverage for the theft or disappearance of cash or checks, robbery inside/outside
the premises, burglary of the premises, and employee fidelity. The employee fidelity
portion of this coverage should be written on a "blanket" basis to cover all employees,
including new hires. This type insurance should be required if the contractor has access
to City funds. Limits of not less than each occurrence are required.
[ ] Additional Insurance
Other insurance may be required on an individual basis for extra hazardous contracts and
specific service agreements. If such additional insurance is required for a specific
contract, that requirement will be described in the "Specific Conditions" of the contract
specifications.
Contract 6633 Page 15
DocuSign Envelope ID: E39D64FA-424F-4171-8E34-B6219F99BE1A
ATTACHMENT 1
[ ] Workers' Compensation Coverage for Building or Construction Projects for
Governmental Entities
A. Definitions:
Certificate of coverage ("certificate ")-A copy of a certificate of insurance, a
certificate of authority to self -insure issued by the commission, or a coverage
agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory
workers' compensation insurance coverage for the person's or entity's employees
providing services on a project, for the duration of the project.
Duration of the project - includes the time from the beginning of the work on the
project until the contractor's/person's work on the project has been completed and
accepted by the governmental entity.
Persons providing services on the project ("subcontractor" in §406.096) - includes all
persons or entities performing all or part of the services the contractor has
undertaken to perform on the project, regardless of whether that person contracted
directly with the contractor and regardless of whether that person has employees.
This includes, without limitation, independent contractors, subcontractors, leasing
companies, motor carriers, owner -operators, employees of any such entity, or
employees of any entity which furnishes persons to provide services on the project.
"Services" include, without limitation, providing, hauling, or delivering equipment or
materials, or providing labor, transportation, or other service related to a project.
"Services" does not include activities unrelated to the project, such as food/beverage
vendors, office supply deliveries, and delivery of portable toilets.
B. The contractor shall provide coverage, based on proper reporting of classification
codes and payroll amounts and filing of any overage agreements, which meets the
statutory requirements of Texas Labor Code, Section 401.011(44) for all employees
of the Contractor providing services on the project, for the duration of the project.
C. The Contractor must provide a certificate of coverage to the governmental entity prior
to being awarded the contract.
D. If the coverage period shown on the contractor's current certificate of coverage ends
during the duration of the project, the contractor must, prior to the end of the
coverage period, file a new certificate of coverage with the governmental entity
showing that coverage has been extended.
E. The contractor shall obtain from each person providing services on a project, and
provide to the governmental entity:
1) a certificate of coverage, prior to that person beginning work on the project, so the
governmental entity will have on file certificates of coverage showing coverage
for all persons providing services on the project; and
Contract 6633 Page 16
DocuSign Envelope ID: E39D64FA-424F-4171-8E34-B6219F99BE1A
2) no later than seven days after receipt by the contractor, a new certificate of
coverage showing extension of coverage, if the coverage period shown on the
current certificate of coverage ends during the duration of the project.
F. The contractor shall retain all required certificates of coverage for the duration of the
project and for one year thereafter.
G. The contractor shall notify the governmental entity in writing by certified mail or
personal delivery, within 10 days after the contractor knew or should have known, of
any change that materially affects the provision of coverage of any person providing
services on the project.
H. The contractor shall post on each project site a notice, in the text, form and manner
prescribed by the Texas Workers' Compensation Commission, informing all persons
providing services on the project that they are required to be covered, and stating how
a person may verify coverage and report lack of coverage.
I. The contractor shall contractually require each person with whom it contracts to
provide services on a project, to:
1) provide coverage, based on proper reporting of classification codes and payroll
amounts and filing of any coverage agreements, which meets the statutory
requirements of Texas Labor Code, Section 401.011(44) for all of its employees
providing services on the project, for the duration of the project;
2) provide to the contractor, prior to that person beginning work on the project, a
certificate of coverage showing that coverage is being provided for all employees
of the person providing services on the project, for the duration of the project;
3) provide the contractor, prior to the end of the coverage period, a new certificate of
coverage showing extension of coverage, if the coverage period shown on the
current certificate of coverage ends during the duration of the project;
4) obtain from each other person with whom it contracts, and provide to the
contractor:
a) certificate of coverage, prior to the other person beginning work on the
project; and
b) a new certificate of coverage showing extension of coverage, prior to the
end of the coverage period, if the coverage period shown on the current
certificate of coverage ends during the duration of the project;
5) retain all required certificates of coverage on file for the duration of the project
and for one year thereafter;
6) notify the governmental entity in writing by certified mail or personal delivery,
within 10 days after the person knew or should have known, of any change that
Contract 6633 Page 17
DocuSign Envelope ID: E39D64FA-424F-4171-8E34-B6219F99BE1A
materially affects the provision of coverage of any person providing services on
the project; and
7) Contractually require each person with whom it contracts, to perform as required
by paragraphs (1) - (7), with the certificates of coverage to be provided to the
person for whom they are providing services.
By signing this contract or providing or causing to be provided a certificate of
coverage, the contractor is representing to the governmental entity that all employees
of the contractor who will provide services on the project will be covered by workers'
compensation coverage for the duration of the project, that the coverage will be based
on proper reporting of classification codes and payroll amounts, and that all coverage
agreements will be filed with the appropriate insurance carrier or, in the case of a self-
insured, with the commission's Division of Self -Insurance Regulation. Providing
false or misleading information may subject the contractor to administrative penalties,
criminal penalties, civil penalties, or other civil actions.
K. The contractor's failure to comply with any of these provisions is a breach of contract
by the contractor which entitles the governmental entity to declare the contract void if
the contractor does not remedy the breach within ten days after receipt of notice of
breach from the governmental entity.
Contract 6633 Page 18
DocuSign Envelope ID: E39D64FA-424F-4171-8E34-B6219F99BE1A XHIBIT A
WALTER P MOORE
SCOPE OF TRAFFIC ENGINEERING AND PLANNING SERVICES
DATE: Wednesday, November 8, 2017
To: Pritam Deshmukh, P.E.
FROM: Rob Rae, AICP
Kurt Schulte, AICP
Pamela Alummoottil, P.E.
SUBJECT: UNT and UNTS Traffic Study
Walter P. Moore and Associates, Inc. ("WPM") is providing the following scope in response to the
request of conducting a Traffic Study for the City of Denton, UNT and the UNT System (UNTS).
Background
As the University of North Texas continues to implement its 2013 master plan and its recently
completed UNT Parking and Transportation Master Plan (PTMP), the overarching goal is to reduce
the number of private vehicles on campus by implementing Traffic Demand Management (TDM)
strategies. One recommendation from both the 2013 master plan and the PTMP proposes closure
of street segments on Highland Avenue and Avenue C. Additionally, the City is working on preparing
a Specific Area Plan (change in land use, zoning, etc.) for regions adjacent to the UNT campus.
Before these plans can be implemented, it is prudent to identify the impacts of these proposed
changes on the surrounding transportation system and its ability of handle changes in traffic
patterns. As such, the City in conjunction with UNT and the UNT System (UNTS) would like to
engage the services of a traffic consultant to prepare a Traffic Impact Analysis (TIA) for the proposed
changes. The typical tasks included in the overall scope of work are outline below.
Scope of Work
The tentatively proposed study area for this traffic impact analysis includes area bounded by
Scripture Street on the north, Bonnie Brae Street on the west, IH -35E on the south, and Carroll
Boulevard/Fort Worth Drive on the east, as shown in Figure 1.
Task > — Data Collection
Given that the study area is within and adjacent to the UNT campus, the traffic data will be
scheduled in the fall term when classes are in session. The count locations have been identified and
confirmed by the City, UNT and UNTS staff, and Walter P Moore as shown in Figure 1.
- Walter P Moore will collect 31 24 -Hour Bi -Directional Automated Tube Counts for key
roadway segments.
- Walter P Moore will collect weekday AM, Mid-day and PM peak period (6 hours total)
turning movement vehicle counts and pedestrians and bicycle counts at 50 key
intersections.
- Additional 24 -Hour Bi -Directional Automated Tube Counts or turning movement vehicle
counts will be considered as additional services and are included in a separate budget item.
- Walter P Moore will check all traffic data collected for accuracy once it has been received.
DocuSign Envelope ID: E39D64FA-424F-4171-8E34-B6219F99BE1A XHIBIT A
Figure 1. Study Area
Task 2 — Macro Analysis (Travel Demand Moder
Based on mutual agreement between the City of Denton, UNT and UNTS regarding all data related
to this scope of work, including existing assumptions and inputs used for the Denton Travel Demand
Model, Walter P Moore will enhance the Denton Travel Demand Model by refining the circulation
(transportation) network and updating the land use (demographic) data within the study area which
encompasses the UNT campus and the surrounding area.
- Walter P Moore will run the base model and review. Data collected in Task 1 will be utilized
to calibrate the base year model to 2017. Volumes within +/- 15% are standard thresholds
for validation. Although the entire model will be used only the traffic data collected in the
study area will be used for validation.
- Walter P Moore will update the traffic analysis zones (TAZs) in the study area to reflect the
2017 land use and demographic conditions. Splitting or redefining may be needed to the
roadway network.
- Walter P Moore will run the base year travel demand model to evaluate the volumes, level of
service, and percent change of volumes in the surrounding network for each of the 5
network alternatives listed below.
DocuSign Envelope ID: E39D64FA-424F-4171-8E34-B6219F99BE1A XHIBIT A
o Closure of portions of Avenue C within the UNT boundaries
o Closure of portions of Highland Street within the UNT boundaries
o Closure of portions of Avenue C and Highland Street within the UNT boundaries
o Closure of portions of Maple Street within the UNT boundaries
o Perform select link analysis for various links in the scenarios
- Walter P Moore will utilize select link analysis to test each of the alternative links before they
are removed from the network.
Task 3 — Intersection Level Micro AnaIySIs
Key intersection within the study area will be analyzed in Synchro during existing year (2017) and
future year (2040).
- Walter P Moore identify the locations of existing and proposed parking lots/garages and
develop trip generation nodes from these locations that will be capable of distributing trips
throughout the network.
- Walter P Moore will develop the Synchro model for the existing network within the study
area utilizing the 50 collected turning movement counts in Task 1, for the City's use.
- Walter P Moore will request and utilize available traffic signal timings provided from the City
of Denton to simulate existing conditions in Synchro.
- Walter P Moore will utilize the travel demand model data developed in Task 2 to estimate
the traffic annual growth rate to be applied to the future year analysis. The results from this
analysis will help to determine 25 key (mostly impacted) intersections.
- Walter P Moore will conduct existing condition capacity analysis for a maximum of 25 key
intersections during the AM, Mid-day, and PM peak hours and report measures of
effectiveness (MOEs), including but not limited to level of service and delay.
- Walter P Moore will conduct future condition capacity analysis for the same 25 key
intersections during the AM, Mid-day, and PM peak hours and report measures of
effectiveness (MOEs), including but not limited to level of service and delay.
- Walter P Moore will analyze the 5 scenarios listed below utilizing future year conditions.
o Closure of portions of Avenue C within the UNT boundaries
o Closure of portions of Highland Street within the UNT boundaries
o Closure of portions of Maple Street within the UNT boundaries
o Closure of portions of Avenue C and Highland Street or Maple Street within the
UNT boundaries
o Closure of portions of Avenue C, Maple Street and Highland Street within the UNT
boundaries
- Walter P Moore will analyze key roadway segments and estimate capacity usage during the
existing year and future year.
DocuSign Envelope ID: E39D64FA-424F-4171-8E34-B6219F99BE1A XHIBIT A
Task 4 —Assess Impacts and Develop Mitigation Measures
Key intersections and roadway segments will be assessed by comparing the existing and future
conditions for all alternatives.
- Walter P Moore will analyze impacts and develop mitigation measures for all 25 key
intersections and key roadway segments identified in Task 3. Both the existing and future
conditions will be analyzed and mitigated. We will analyze and mitigate for all peak periods
being studied.
- Mitigation measures will be developed base on their feasibility and in coordination with City,
UNT and UNTS staff, and Walter P Moore staff.
- Walter P Moore will categorize mitigation measures and improvement recommendations by
short-, medium-, and long-term improvements.
Task 5 — Future Buildout 2040Anal
In order to assess the future impacts of the closure of street segments within the UNT campus a
future buildout analysis will be conducted.
- Walter P Moore will utilize the forecast year travel demand model to evaluate future year
conditions. The current forecast year land use assumptions in the Denton travel demand
model will change as a result of the planning efforts for the Denton Sector 1 South planning
study. It is recommended that we use the preferred scenario developed for the planning
study for the forecast year land use and demographic inputs.
- Walter P Moore will utilize the forecast year model analysis to test 5 network alternatives.
Each of the 5 network alternatives identified in Task 2 will be tested using the forecast year
travel demand model to evaluate the volumes, level of service, and percent change of
volumes in the surrounding network.
- Walter P Moore will utilize the results of the forecast year model for the future year
intersection and roadway segment analysis.
Task 6 — Studv Report
Based on mutual agreement between the City, UNT and UNTS, Walter P Moore will summarize in a
report and submit to the City, UNT, and UNTS for review.
- Walter P Moore will provide results of Task 1 through Task 5 in a study report that will
include the project background, methodology, and recommendations. The study report will
include graphics and tables that describe the process and results in a manner that easily
relays technical data to stakeholders and decision -makers in the study area.
- Walter P Moore will emphasize improvement recommendations that can be completed in a
low-cost and short-term timeframe in the report.
- Walter P Moore will submit a draft report, with the final report being developed following a
round of comments by the City, UNT, and UNTS staff.
DocuSign Envelope ID: E39D64FA-424F-4171-8E34-B6219F99BE1A XHIBIT A
Task 7 — Meetings
Meetings will be scheduled with the City, UNT, and UNTS staff throughout the project.
- Walter P Moore staff members will attend up to four (4) meetings. Proposed project
meetings may include the following: project kickoff meeting, existing conditions status
update, recommendations meeting, and a potential committee meeting (possible city
council or transportation committee meeting).
DocuSign Envelope ID: E39D64FA-424F-4171-8E34-B6219F99BE1A XHIBIT A
Schedule
The work effort, in this proposal, is expected to be completed within 7 months of the Notice to
Proceed.
UNT AND UNTS TRAFFIC STUDY SCHEDULE
Month Nov Dec Jan Feb Mar Ap May
Notice to Proceed
Conduct project kick-off meeting
Task 1 -Data Collection
Collect, request, and QAQC 50 Turning Movement Counts and 31 24 -Hour Bi -
(Task 2 - Macro Analysis (Travel Demand Model)
3 - Intersection Level Micro Analysis
Identify the location of existing/proposed parking lots/garages and develop trip
Develop Synchro model for all intersections and evaluate 25 intersection in the study
K
4 - Assess Impacts and Develop Mitigation Measures
Assess traffic impacts at 25 intersections and key roadway segments for all alternatives
Develop mitigation measures to address the intersection and roadway impacts
■
5 - Future Buildout 2040 Analysis
Refine model to reflect the study area's preferred buildout network from Denton Sector
1 stud
Test up to 5 network alternatives
6 - Study Report
Summarize the results of the analvsis and findinas in a draft and then final report
M
Kick-off Meeting
DocuSign Envelope ID: E39D64FA-424F-4171-8E34-B6219F99BE1A XHIBIT A
Cost
The amount estimated for services in this proposal is $174,700.
UNT AND UNTS TRAFFIC STUDY TASKS
TASK FEE
Task 1 - Data Collection
$45,000
Identify locations for traffic counts
$400
Collect, request, and QAQC 50 Turning Movement Counts and 31 24 -Hour Bi -Directional Automated Tube
Counts
$26,200
TOTAL
$26,600
Task 5 - Future Buildout 2040 Analysis
$27,600
Task 2 - Macro Analysis ravel Demand Model
$11,000
Run base model and review/validate
$6,058
Refine roadway system to reflect the study area's existing network
$4,038
Update existing land use data and the associated demographics
$6,784
Alternatives - model runs (up to 5)
$12,420
TOTAL
$29,300
Task 3 - Intersection Level Micro Analysis
Identify the location of existing/proposed parking lots/garages and develop trip generation nodes fors stem
$4,724
Calculate peak existing and future volumes
$14,156
Develop Synchro model for all intersections and evaluate 25 intersection in the study area for existing year
and future year (up to 5 scenarios)
$25,500
Analyze key roadway segments and estimate capacity usage
$14,620
TOTAL
$59,000
Task 4 - Assess Impacts and Develop Mitigation Measures
Assess traffic impacts at 25 intersections and key roadway segments for all alternatives
$10,000
Develop mitigation measures to address the intersection and roadway impacts
$8,000
TOTAL
$18,000
Task 5 - Future Buildout 2040 Analysis
Refine model to reflect the study area's preferred buildout network from Denton Sector 1 study
$10,000
Test up to 5 network alternatives
$17,600
TOTAL
$27,600
Task 6 - Study Report
Summarize the results of the analysis and findings in a report
$11,000
TOTAL
$11,000
Task 7 - Meetings
Attend up to four 4 review meetings with City, UNT, and UNTS staff
$2,850
Prepare project invoices
$350
TOTAL
$3,200
LABOR TOTALI
$174,700
ADDITIONAL SERVICES (ONLY IF AUTHORIZED BY CLIENT)
TASK FEE
Conduct capacity analysis for 15 additional intersections than the 20 mentioned in Task 3 and Task 4
$45,000
Collect additional Turning Movement Counts (TMCs) or 24 -Hour Bi -Directional Automated Tube Counts
$5,000
ADDITIONAL SERVICES TOTAL
$50,000
SUMMARY
TOTAL TASK
FEE
Task 1 - Data Collection
$26,600
Task 2 - Macro Analysis ravel Demand Model
$29,300
Task 3 - Intersection Level Micro Analysis
$59,000
Task 4 - Assess Impacts and Develop Mitigation Measures
$18,000
Task 5 - Future Buildout 2040 Analysis
$27,600
Task 6 - Study Report
$11,000
Task 7 - Meetings
$3,200
Additional Services(Only If Authorized By Client
$50,000
TRAFFIC STUDY TOTAL
$174,700
TRAFFIC STUDY TOTAL (WITH ADDITIONAL SERVICES)
$224,700
DocuSign Envelope ID: E39D64FA-424F-4171-8E34-B6219F99BE1A
Exhibit B
CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ
For vendor or other person doing business with local governmental entity
This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session.
This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as
defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a).
By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after
the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code.
A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a
misdemeanor.
1
Name of vendor who has a business relationship with local governmental entity. N/A
2 El
Check this box if you are filing an update to a previously filed questionnaire.
(The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business
day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.)
3 1 Name of local government officer about whom the information in this section is being disclosed.
N/A
Name of Officer
This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the vendor has an employment or other business relationship
as defined by Section 176.001(1-a), Local Government Code. Attach additional pages to this Form CIQ as necessary.
A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor?
F—x]
Yes No
B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer
named in this section AND the taxable income is not received from the local governmental entity?
Yes = No
C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an
officer or director, or holds an ownership of one percent or more?
F—x]
Yes No
D. Describe each employment or business and family relationship with the local government officer named in this section.
N/A
4
X I have no Conflict of Interest to disclose.
5Signed by:
Docu
j Sc- 12/6/2017
. MRffiffd*ft. doing business with the governmental entity Date
DocuSign Envelope ID: E39D64FA-424F-4171-8E34-B6219F99BE1A
I CITY
OF
DENTON
Docusign City Council Transmittal Coversheet
PSA
6633
File Name
UNT Traffic study
Purchasing Contact
Rebecca Hunter
City Council Target Date
12/12/17
Contract Value
224,700
Piggy Back Option
yes
Contract Expiration
NSA
Ordinance
2017-401
Certificate Of Completion
Envelope Id: E39D64FA424F41718E34B6219F99BElA
Subject: Please DocuSign: City Council Contract 6633
Source Envelope:
Document Pages: 27 Signatures: 5
Certificate Pages: 6 Initials: 0
AutoNav: Enabled
Envelopeld Stamping: Enabled
Time Zone: (UTC -06:00) Central Time (US & Canada)
Record Tracking
Status: Original
12/6/2017 9:23:44 AM
Signer Events
Jamie Cogdell
jamie.cogdell@cityofdenton.com
Senior Buyer
City Of Denton
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Kurt J Schulte
RRae@walterpmoore.com
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Accepted: 12/6/2017 10:04:41 AM
ID:f2a8bcb3-188a-4643-b7e5-7eOf2d229c33
Jennifer DeCurtis
jennifer.decurtis@cityofdenton.com
Deputy City Attorney
City of Denton
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Julia Winkley
julia.winkley@cityofdenton.com
Contracts Administration Supervisor
City of Denton
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Holder: Jamie Cogdell
Jamie.Cogdell@cityofdenton.com
Signature
Completed
Using IP Address: 129.120.6.150
�3sea78767F ss3L1+c.�FUt.
Using IP Address: 47.185.140.160
o��s��ee by,�sw2saencasaaas...
Using IP Address: 129.120.6.150
Completed
Using IP Address: 129.120.6.150
Docu5�".
6 S E C U R E D
Status: Completed
Envelope Originator:
Jamie Cogdell
901 B Texas Street
Denton, TX 76209
Jamie.Cogdell@cityofdenton.com
IP Address: 129.120.6.150
Location: DocuSign
Timestamp
Sent: 12/6/2017 9:33:43 AM
Viewed: 12/6/2017 9:33:53 AM
Signed: 12/6/2017 9:39:42 AM
Sent: 12/6/2017 9:39:44 AM
Viewed: 12/6/2017 10:04:41 AM
Signed: 12/6/2017 10:19:39 AM
Sent: 12/6/2017 10:19:42 AM
Viewed: 12/6/2017 2:46:37 PM
Signed: 12/7/2017 9:22:13 AM
Sent: 12/7/2017 9:22:15 AM
Viewed: 12/13/2017 2:18:40 PM
Signed: 12/13/2017 2:19:39 PM
Signer Events
Signature
Todd Hileman
Z�
DwOacoS1g— YTodd.Hileman@cityofdenton.com
City Manager
8776C71 MADD454. .
City of Denton
Security Level: Email, Account Authentication
Using IP Address: 129.120.6.150
(None)
Electronic Record and Signature Disclosure:
Accepted: 7/25/2017 11:02:14 AM
ID: 57619fbf-2aec-4b 1 f-805d-6bd7d9966f21
Jennifer Walters E Eyvl"�Fv°e5111-d b"jennifer.walters@cityofdenton.com wutV3
City Secretary c5BFAFc1B21946D...
City of Denton
Security Level: Email, Account Authentication Using IP Address: 129.120.6.150
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
In Person Signer Events Signature
Editor Delivery Events Status
Agent Delivery Events Status
Intermediary Delivery Events Status
Certified Delivery Events Status
Carbon Copy Events Status
Kurt Schulte PI E D
kschulte@walterpmoore.com
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Sherri Thurman PI E D
sherri.thurman@cityofdenton.com
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Julia Winkley
julia.winkley@cityofdenton.com
Contracts Administration Supervisor
City of Denton
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Jane Richardson
jane.richardson@cityofdenton.com
Assistant City Secretary
City of Denton
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
COPIED
COPIED
Timestamp
Sent: 12/13/2017 2:19:44 PM
Viewed: 12/13/2017 2:35:57 PM
Signed: 12/13/2017 2:36:04 PM
Sent: 12/13/2017 2:36:06 PM
Viewed: 12/13/2017 2:41:57 PM
Signed: 12/13/2017 2:43:06 PM
Timestamp
Timestamp
Timestamp
Timestamp
Timestamp
Timestamp
Sent: 12/6/2017 9:39:44 AM
Viewed: 12/6/2017 9:43:20 AM
►`iii iiN�[.9N�171rL1[Iif�Ki171��
Sent: 12/6/2017 10:19:41 AM
Sent: 12/13/2017 2:19:41 PM
Viewed: 12/13/2017 2:22:14 PM
Carbon Copy Events Status Timestamp
Not Offered via DocuSign
Robin Fox COPIED
Robin.fox@cityofdenton.com
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Jennifer Bridges
jennifer.bridges@cityofdenton.com
Procurement Assistant
City of Denton
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Jane Richardson
jane.richardson@cityofdenton.com
Assistant City Secretary
City of Denton
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
COPIED
COPIED
Pritam Deshmukh PI E D
pritam.deshmukh@cityofdenton.com
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Notary Events
Envelope Summary Events
Envelope Sent
Certified Delivered
Signing Complete
Completed
Signature
Status
Hashed/Encrypted
Security Checked
Security Checked
Security Checked
Sent: 12/13/2017 2:19:42 PM
Sent: 12/13/2017 2:43:08 PM
Sent: 12/13/2017 2:43:09 PM
Viewed: 12/13/2017 2:56:29 PM
Sent: 12/13/2017 2:43:10 PM
Viewed: 12/13/2017 3:09:55 PM
Timestamp
Timestamps
12/13/2017 2:43:10 PM
12/13/2017 2:43:10 PM
12/13/2017 2:43:10 PM
12/13/2017 2:43:10 PM
Payment Events Status Timestamps
Electronic Record and Signature Disclosure
Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM
Parties agreed to: Kurt J Schulte, Todd Hileman
ELECTRONIC RECORD AND SIGNATURE DISCLOSURE
From time to time, City of Denton (we, us or Company) may be required by law to provide to
you certain written notices or disclosures. Described below are the terms and conditions for
providing to you such notices and disclosures electronically through your DocuSign, Inc.
(DocuSign) Express user account. Please read the information below carefully and thoroughly,
and if you can access this information electronically to your satisfaction and agree to these terms
and conditions, please confirm your agreement by clicking the 'I agree' button at the bottom of
this document.
Getting paper copies
At any time, you may request from us a paper copy of any record provided or made available
electronically to you by us. For such copies, as long as you are an authorized user of the
DocuSign system you will have the ability to download and print any documents we send to you
through your DocuSign user account for a limited period of time (usually 30 days) after such
documents are first sent to you. After such time, if you wish for us to send you paper copies of
any such documents from our office to you, you will be charged a $0.00 per -page fee. You may
request delivery of such paper copies from us by following the procedure described below.
Withdrawing your consent
If you decide to receive notices and disclosures from us electronically, you may at any time
change your mind and tell us that thereafter you want to receive required notices and disclosures
only in paper format. How you must inform us of your decision to receive future notices and
disclosure in paper format and withdraw your consent to receive notices and disclosures
electronically is described below.
Consequences of changing your mind
If you elect to receive required notices and disclosures only in paper format, it will slow the
speed at which we can complete certain steps in transactions with you and delivering services to
you because we will need first to send the required notices or disclosures to you in paper format,
and then wait until we receive back from you your acknowledgment of your receipt of such
paper notices or disclosures. To indicate to us that you are changing your mind, you must
withdraw your consent using the DocuSign 'Withdraw Consent' form on the signing page of your
DocuSign account. This will indicate to us that you have withdrawn your consent to receive
required notices and disclosures electronically from us and you will no longer be able to use your
DocuSign Express user account to receive required notices and consents electronically from us
or to sign electronically documents from us.
All notices and disclosures will be sent to you electronically
Unless you tell us otherwise in accordance with the procedures described herein, we will provide
electronically to you through your DocuSign user account all required notices, disclosures,
authorizations, acknowledgements, and other documents that are required to be provided or
made available to you during the course of our relationship with you. To reduce the chance of
you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required
notices and disclosures to you by the same method and to the same address that you have given
us. Thus, you can receive all the disclosures and notices electronically or in paper format through
the paper mail delivery system. If you do not agree with this process, please let us know as
described below. Please also see the paragraph immediately above that describes the
consequences of your electing not to receive delivery of the notices and disclosures
electronically from us.
How to contact City of Denton:
You may contact us to let us know of your changes as to how we may contact you electronically,
to request paper copies of certain information from us, and to withdraw your prior consent to
receive notices and disclosures electronically as follows:
To contact us by email send messages to: purchasing@cityofdenton.com
To advise City of Denton of your new e-mail address
To let us know of a change in your e-mail address where we should send notices and disclosures
electronically to you, you must send an email message to us at melissa.kraft@cityofdenton.com
and in the body of such request you must state: your previous e-mail address, your new e-mail
address. We do not require any other information from you to change your email address..
In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected
in your DocuSign account by following the process for changing e-mail in DocuSign.
To request paper copies from City of Denton
To request delivery from us of paper copies of the notices and disclosures previously provided
by us to you electronically, you must send us an e-mail to purchasing@cityofdenton.com and in
the body of such request you must state your e-mail address, full name, US Postal address, and
telephone number. We will bill you for any fees at that time, if any.
To withdraw your consent with City of Denton
To inform us that you no longer want to receive future notices and disclosures in electronic
format you may:
i. decline to sign a document from within your DocuSign account, and on the subsequent
page, select the check -box indicating you wish to withdraw your consent, or you may;
ii. send us an e-mail to purchasing@cityofdenton.com and in the body of such request you
must state your e-mail, full name, IS Postal Address, telephone number, and account
number. We do not need any other information from you to withdraw consent.. The
consequences of your withdrawing consent for online documents will be that transactions
may take a longer time to process..
Required hardware and software
Operating Systems:
Windows2000? or WindowsXP?
Browsers (for SENDERS):
Internet Explorer 6.0? or above
Browsers (for SIGNERS):
Internet Explorer 6.0?, Mozilla FireFox 1.0,
NetSca e 7.2 (or above)
Email:
Access to a valid email account
Screen Resolution:
800 x 600 minimum
Enabled Security Settings:
-Allow per session cookies
-Users accessing the internet behind a Proxy
Server must enable HTTP 1.1 settings via
proxy connection
** These minimum requirements are subject to change. If these requirements change, we will
provide you with an email message at the email address we have on file for you at that time
providing you with the revised hardware and software requirements, at which time you will
have the right to withdraw your consent.
Acknowledging your access and consent to receive materials electronically
To confirm to us that you can access this information electronically, which will be similar to
other electronic notices and disclosures that we will provide to you, please verify that you
were able to read this electronic disclosure and that you also were able to print on paper or
electronically save this page for your future reference and access or that you were able to
e-mail this disclosure and consent to an address where you will be able to print on paper or
save it for your future reference and access. Further, if you consent to receiving notices and
disclosures exclusively in electronic format on the terms and conditions described above,
please let us know by clicking the 'I agree' button below.
By checking the 'I Agree' box, I confirm that:
• I can access and read this Electronic CONSENT TO ELECTRONIC RECEIPT OF
ELECTRONIC RECORD AND SIGNATURE DISCLOSURES document; and
• I can print on paper the disclosure or save or send the disclosure to a place where I can
print it, for future reference and access; and
Until or unless I notify City of Denton as described above, I consent to receive from
exclusively through electronic means all notices, disclosures, authorizations,
acknowledgements, and other documents that are required to be provided or made
available to me by City of Denton during the course of my relationship with you.