6963- Contract ExecutedCity of Denton, Texas Contract # 6963
Standard Agreement for Engineering Related Design Services
Revised Date: 9/11/18
Page 1 of 18
PROFESSIONAL SERVICES AGREEMENT
FOR CONSULTING SERVICES
FILE 6963
STATE OF TEXAS §
COUNTY OF DENTON §
THIS AGREEMENT (the “Agreement”) is made and entered into on
________________________, 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 Gershman, Brickner & Bratton, Inc., with its
corporate office at 2010 Corporate Ridge, Suite 510 Mclean, VA 22102, 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 highest 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, consulting services for the evaluation of the
current scale house management software, systems and procedures to assess current
capabilities for security, expandability and compatibility with other City software and
systems, as described in Exhibit B, which is attached hereto and incorporated herein (the
“Project”).
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City of Denton, Texas Contract # 6963
Standard Agreement for Engineering Related Design Services
Revised Date: 9/11/18
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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 B as if written word for word herein.
B. CONSULTANT shall perform all those services set forth in individual task orders, as
described in Exhibit B, 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 B.
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. Such 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 B.
F. Preparing statements for invoicing or other documentation for billing other than for the
standard invoice for services attached to this professional services agreement.
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas Contract # 6963
Standard Agreement for Engineering Related Design Services
Revised Date: 9/11/18
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ARTICLE IV
TIME OF COMPLETION
CONSULTANT is authorized to commence work under this contract upon execution of this
AGREEMENT. CONSULTANT shall perform and complete its obligations herein in a prompt
and continuous manner, so as to not delay the completion of the Project in accordance with the
schedules as described in Exhibit B. The contract shall remain effective for a period which may
reasonably be required for the completion of the Project, acceptance by an authorized
representative of the OWNER, exhaustion of authorized funds, or termination as provided in this
Agreement, whichever occurs first.
ARTICLE V
COMPENSATION
A. COMPENSATION TERMS:
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 B 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 $48,000.
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.
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City of Denton, Texas Contract # 6963
Standard Agreement for Engineering Related Design Services
Revised Date: 9/11/18
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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 B. 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
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
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City of Denton, Texas Contract # 6963
Standard Agreement for Engineering Related Design Services
Revised Date: 9/11/18
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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
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 insurance in compliance with the requirements of Exhibit A which is
attached hereto and made a part of this Agreement as if written word for word herein.
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
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City of Denton, Texas Contract # 6963
Standard Agreement for Engineering Related Design Services
Revised Date: 9/11/18
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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
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: To OWNER:
Gershman, Brickner & Bratton, Inc. City of Denton
Tom Reardon, Senior Vice President Purchasing Manager –File 6963
2010 Corporate Ridge, Suite 510 901B Texas Street
Mclean VA 22102 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.
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas Contract # 6963
Standard Agreement for Engineering Related Design Services
Revised Date: 9/11/18
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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,
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
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City of Denton, Texas Contract # 6963
Standard Agreement for Engineering Related Design Services
Revised Date: 9/11/18
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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
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- Insurance Requirements
Exhibit B- Consultant’s Scope of Services Offer and Summary of Estimated Fees
Exhibit C- Conflict of Interest Questionnaire
What is called for by one exhibit shall be as binding as if called for by all. In the event of
an inconsistency or conflict in this Agreement and any of the provisions of the exhibits,
the inconsistency or conflict shall be resolved by giving precedence first to this
Agreement then to the exhibits in the order in which they are listed above.
B. 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.
C. For the purpose of this Agreement, the key persons who will perform most of the work
hereunder shall be authorized. However, nothing herein shall limit CONSULTANT from
using other equally qualified and competent members of its firm to perform the services
required herein.
D. 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
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas Contract # 6963
Standard Agreement for Engineering Related Design Services
Revised Date: 9/11/18
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steps as are appropriate to ensure that the work involved is properly coordinated with
related work being carried on by the OWNER.
E. 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.
F. 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.
G. The parties agree to transact business electronically. Any statutory requirements that
certain terms be in writing will be satisfied using electronic documents and signing.
Electronic signing of this document will be deemed an original for all legal purposes.
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.
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas Contract # 6963
Standard Agreement for Engineering Related Design Services
Revised Date: 9/11/18
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ARTICLE XXIV
Prohibition On Contracts With Companies Boycotting Israel
Supplier acknowledges that in accordance with Chapter 2270 of the Texas Government Code,
City is prohibited from entering into a contract with a company for goods or services unless the
contract contains a written verification from the company that it: (1) does not boycott Israel; and
(2) will not boycott Israel during the term of the contract. The terms “boycott Israel” and
“company” shall have the meanings ascribed to those terms in Section 808.001 of the Texas
Government Code. By signing this agreement, Supplier certifies that Supplier’s signature
provides written verification to the City that Supplier: (1) does not boycott Israel; and (2) will
not boycott Israel during the term of the agreement. Failure to meet or maintain the
requirements under this provision will be considered a material breach.
ARTICLE XXV
Prohibition On Contracts With Companies Doing Business with Iran, Sudan, or a
Foreign Terrorist Organization
Section 2252 of the Texas Government Code restricts CITY from contracting with companies
that do business with Iran, Sudan, or a foreign terrorist organization. By signing this agreement,
Supplier certifies that Supplier’s signature provides written verification to the City that
Supplier, pursuant to Chapter 2252, is not ineligible to enter into this agreement and will not
become ineligible to receive payments under this agreement by doing business with Iran,
Sudan, or a foreign terrorist organization. Failure to meet or maintain the requirements under
this provision will be considered a material breach.
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______________________.
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
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City of Denton, Texas Contract # 6963
Standard Agreement for Engineering Related Design Services
Revised Date: 9/11/18
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THIS AGREEMENT HAS BEEN CITY OF DENTON, TEXAS
BOTH REVIEWED AND APPROVED “OWNER”
as to financial and operational
obligations and business terms.
____________________________
_______________ ________________
SIGNATURE PRINTED NAME Jamie Cogdell, Senior Buyer
__________________________________
TITLE
__________________________________
DEPARTMENT
GERSHMAN, BRICKNER &
BRATTON, INC.
“CONSULTANT”
______________________________
BY: TOM REARDON
ITS: SENIOR VICE PRESIDENT
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
ethan cox
Solid Waste
Director of Solid Waste
Adrian Brown, Buyer
City of Denton, Texas Contract # 6963
Standard Agreement for Engineering Related Design Services
Revised Date: 9/11/18
Page 12 of 18
Exhibit A
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:
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City of Denton, Texas Contract # 6963
Standard Agreement for Engineering Related Design Services
Revised Date: 9/11/18
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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
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
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City of Denton, Texas Contract # 6963
Standard Agreement for Engineering Related Design Services
Revised Date: 9/11/18
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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.
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 1 in accordance with
§406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Worker's
Compensation Commission (TWCC).
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas Contract # 6963
Standard Agreement for Engineering Related Design Services
Revised Date: 9/11/18
Page 15 of 18
[ ] 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.
[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.
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas Contract # 6963
Standard Agreement for Engineering Related Design Services
Revised Date: 9/11/18
Page 16 of 18
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
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas Contract # 6963
Standard Agreement for Engineering Related Design Services
Revised Date: 9/11/18
Page 17 of 18
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;
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas Contract # 6963
Standard Agreement for Engineering Related Design Services
Revised Date: 9/11/18
Page 18 of 18
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
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.
J. 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.
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
Gershman, Brickner & Bratton, Inc.
2010 Corporate Ridge, Suite 510
Mclean VA 22102
Phone 703-573-5800 Fax: 703-698-1306
www.gbbinc.com
November 20, 2018
Ethan Cox
Director of Solid Waste & Recycling
City of Denton
1525 S Mayhill Rd,
Denton, TX 76208
Cc: Brian Stewart, Applications Architect
RE: Proposal for Solid Waste Management Consulting Services
Dear Ethan,
Gershman Brickner & Bratton, Inc. (“GBB”) is pleased to provide this revised proposal to provide solid
waste management consulting services to the City of Denton, Texas (“City”) in order to evaluate the
current scale house management software, systems and procedures to assess current capabilities
for security, expandability and compatibility with other City software and systems. This proposal
includes our Project Understanding, Approach, Schedule, Key Personnel including resumes, Proposed
Fee, and proposed Terms and Conditions for your review.
As a national solid waste management consulting firm, GBB has been on the front lines of the
industry since 1980, planning and implementing integrated waste management programs that are
designed to provide cost-effective services, protect the environment, and conserve natural
resources. With its extensive expertise and consultants with complementary experience and
business skills, GBB is uniquely positioned and qualified to provide communities like yours with
valuable insight and assistance to better address the market and to develop new markets and
business opportunities surrounding the solid waste industry.
1. Project Understanding
Background
The City of Denton, Texas is within the Dallas-Fort Worth metropolitan area and has a population of
over 130,000 residents as of 2016. The City’s Solid Waste and Recycling Department oversees a
diverse portfolio of solid waste facilities at its ECO-W.E.R.C.S. Resource Recovery Park, located at
1527 S. Mayhill Road, and provides robust services to its constituents. The facilities that are overseen
by the City include a landfill with landfill gas capture with onsite electricity generation (1.6
Megawatts). The City also oversees a Materials Recovery Facility (MRF) operated by Pratt for all
residential recycling. These facilities are serviced by scales with two roads in and two roads out for
monitoring traffic and tonnages, however the City only has the ability to process payments at only
one of the outbound scales.
Exhibit BDocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas – Solid Waste & Recycling Department / Ethan Cox, Director
Proposal for Solid Waste Management Consulting Services
November 20, 2018
Page 2 of 16
The City’s Solid Waste and Recycling Department is the sole provider of trash collection in the city,
and the City offers Household Hazardous Waste collection (which is not managed through the scale
house software at this time) and drop-off for its residents
Project Overview
Regarding its scale management system software, the City has identified financial security issues,
among others, including the lack of defined user rules and controls therefore allowing users the
ability to change rates without prior authorization. The City would like to resolve these issues while
focusing on the physical and IT security and improving the financial capabilities of their scale
management system and carts and container inventory. Other improvements that the City would
like to see with a new software system would be the ability to manage customer service inducts, as
well as provide info for capturing data for reporting, i.e. quarterly and annual reports.
The current scale management system software is provided by Paradigm, a ‘Visual Basic version’,
which has not been upgraded since 2002. The 16-year-old system has not been reconciled to billing
or financial systems and security and reconciliation are concerns. The City uses a JD Edwards’
accounting system, and currently there is no interface with the scales and inventory programs, which
is important to the Director of Solid Waste.
Based on the situation described above, the City has requested this proposal from GBB to help them
consider their options and recommend solutions for their current scale management software,
systems and procedures; and to assess current capabilities for expandability and compatibility with
other City software and systems. We propose to perform this work over three phases as described
below
2. Approach
Phase 1: Project Kickoff, Data Request, Initial Meeting & Project Management
Task 1: Project Management (This task will take place during all three phases)
Objective
The objective of this task is to develop and maintain clear communication throughout the project
lifespan amongst the City and GBB. In this task, we will also do the necessary administration and
coordination on at least a monthly basis and more frequently as directed or necessary. This task also
has the objective to put a process in place that results in a high-quality product that is completed on
schedule and on budget.
Methodology
The City’s Project Manager and Tom Reardon (who will act as GBB’s Project Manager) will have
regularly scheduled calls or teleconferences (interval to be determined), using a telecommunication
software of choice (GBB typically utilizes Skype for Business). Other members from the City, i.e. other
representatives from the City’s Solid Waste Department, Procurement, legal, as well as other
members of the GBB Team can be invited to these calls as necessary.
Deliverables
On a monthly basis, GBB will submit its invoice for services with supporting information for time and
expense charges. As necessary, the monthly reporting will provide an indication of how the project
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas – Solid Waste & Recycling Department / Ethan Cox, Director
Proposal for Solid Waste Management Consulting Services
November 20, 2018
Page 3 of 16
schedule is proceeding and whether there are issues that need to be addressed relative to analysis,
approach, assumptions, schedule and administration.
Task 2: Project Kickoff & Data Request
Objective
The objective of this Task is to kick-off the Project and to request initial data to assist with further
tasks.
Methodology
Within one week of receiving the Notice to Proceed (NTP) from the City, GBB’s Officer-in-Charge
(OIC) and Project Manager, Tom Reardon, will submit an Information and Data Request to City Staff.
This request will include information and data regarding the current scale house software contracts
and service agreements the City has, among other important information. We expect the information
and data to be supplied to GBB within approximately two weeks, so that it can be reviewed and
analyzed by pertinent GBB staff before the Project Kickoff meeting.
Next, within three weeks of receiving the NTP, GBB will attend the Project Kickoff and initial meetings
in Denton, Texas to take place with City staff from the Department of Solid Waste & Recycling,
representatives from the City’s Procurement Department, Procurement, Legal, Finance Department,
and Technology Services Group (IT); and other staff as deemed appropriate and assigned by the City.
Deliverables
• Review of information/data received from the City in response to our Information and Data
Request.
• GBB Consultants to attend Project Kickoff and other initial meetings in Denton, Texas for up
to four (4) days. This meeting is anticipated to take place in November 2018. For the purposes
of this proposal, we have budgeted three total GBB staff to attend the Project Kickoff and
Initial meetings.
• Identify and develop key team members and stakeholders and interview schedule.
• Mutually agreed upon project schedule and milestones associated with the forthcoming
Phases.
Phase 2: Project Evaluation & Development of Specifications
Task 3: Project Evaluation
Objective
The objective of this task is to evaluate the current systems and procedures in place with respect to
the scales and scale management at the ECO-W.E.R.C.S. Resource Recovery Park. The aim of the
evaluation is to ensure there is a firm understanding of the current situation and the City’s scale
house software-related pain points to best inform the procurement of a new software system. An
additional objective of this phase is to help the City develop its project direction for subsequent
Phases 2 and 3.
Methodology
• Evaluate the City’s current system(s) and procedures in place and Identify the City’s needs
with respect to the scale management systems currently in place; and,
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas – Solid Waste & Recycling Department / Ethan Cox, Director
Proposal for Solid Waste Management Consulting Services
November 20, 2018
Page 4 of 16
• Identify capabilities and issues regarding physical, IT, and financial security, inventory
management, accounting, reconciliation and interface with other city software systems with
respect to the scale management software system, including:
o Work with City IT Department to identify the Technology infrastructure required
to support system upgrade to evaluate items such as hardware requirements
and data storage options including:
▪ Local
▪ Networked
▪ Cloud based
o And, valuate how City and Tech Services staff will participate in system
configuration/testing/implementation.
Deliverables
• GBB will develop a web-based briefing outlining our evaluation, our findings, and scale
system procurement scope recommendations in MS PowerPoint format.
• GBB will present the briefing via teleconference or web briefing with City Staff.
Task 4: Development of Specifications for Procurement of New Software System
Objective
The objective of this task is to develop the specifications for new Software System(s) that are
determined to be necessary before proceeding with the procurement of the new scale house
software system. This phase will directly impact Phase 3.
Methodology
GBB will work with the City of Denton’s Procurement and Legal Departments to develop system
specifications that to address all financial, security, reconciliation, customer-tracking issues for the
scale house software before proceeding with the procurement specification.
Deliverables
GBB will deliver:
• Recommended specifications to the City in the form of a procurement scope or
specification, and example of which is in Attachment D, for the system(s) delivered in MS
Word format and presented via teleconference.
• GBB will attend meetings as necessary via phone, email and tele/videoconference and
suggests one Optional trip during this phase to investigate, review, and meet with the
client.
Phase 3: Procurement
Task 5 – Develop Procurement & Attend Interviews
Objective
The objective of this Task is to develop a procurement, execute the procurement, and review
submissions in response to the City’s Request for Proposals for a scale house software system that
meet the City’s needs described above.
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas – Solid Waste & Recycling Department / Ethan Cox, Director
Proposal for Solid Waste Management Consulting Services
November 20, 2018
Page 5 of 16
Methodology
Utilizing the work completed in previous two phases, GBB will develop a detailed Request for
Proposal (RFP), with the assistance of the City’s procurement department, for a scale management
software with the City and release the solicitation through the City’s procurement department. Work
associated with the procurement process will include the following:
• Draft RFP scope and specification for integration into the City’s predefined RFP format for
review and approval before finalization;
• Develop project-specific proposal forms;
• Develop mailing list of capable system proposers;
• Work with City procurement representatives to assure the RFP has the necessary
procurement terms and conditions;
• Coordinate issuing RFP release with City procurement department;
• Assist the City’s procurement representatives with proposal evaluation1 and advise the City
on which proposers to 1) ask additional questions and 2) to shortlist;
• Meet with City representatives, including procurement, and shortlisted proposers to review
proposals and answer any outstanding questions;
• Coordinate demonstrations of proposed vendor software; and
• Assist the City with final negotiations.
Deliverables
• Final RFP Scope document delivered to the City’s Procurement Department along with
mailing list to whom the RFP should be sent, in addition to other announcement(s) the City
deems to be appropriate for this project.
• Attend interview(s) with vendor(s) who make the shortlist in person. For this task, we
propose as an Option sending two (2) GBB Consultants for one to two (1 to 2) days (to be
determined with City) to attend multiple interviews and meetings with the City.
Task 6 – Negotiations
The objective of this Task is to assist the City negotiate and establish a successful contract for the
procured system(s) that meet the City’s needs described above.
Methodology
• Review of the draft and final contracts.
• Assist the City with final negotiations with the selected software supplier(s).
Deliverables
• Attend teleconference meetings as necessary.
• Provide “redline” comments on the draft contract and review of the final contract with the
selected software contractor.
1 GBB will provide guidance, as a non-voting participant, to the City’s project team, including
procurement and legal representatives in accordance with City’s procurement and evaluation
procedures.
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas – Solid Waste & Recycling Department / Ethan Cox, Director
Proposal for Solid Waste Management Consulting Services
November 20, 2018
Page 6 of 16
• Attend Final Negotiations with Supplier(s)
o For this task, we propose as an Option sending two (2) GBB Consultant for two to
three (2 to 3) days (to be determined with the City) to attend multiple interviews
and meetings with the City.
Phase 4: Implementation
Task 7: Implementation of New Software System(s)
Objective
The objective of this task is to assist with the implementation of the scale house management
system.
Methodology
Upon finalization of the contract for new software solution(s), this task will include working with
representatives from the City’s Solid Waste and Recycling Department, including collection and
landfill operations, and the City’s Technology Services (IT) resources to assist the implementation of
the new scale house management software.
• Monitor installation of and data transition to new scale house software system
• System implementation planning and schedule
• Manage system integration and testing
Deliverables
• Attend regular meetings with the selected software vendor and the City during the
implementation process and provide meeting minutes within a reasonable amount of time.,
anticipated to be less than one week.
• For this task, we anticipate sending two (2) GBB Consultants for two to three (2 to 3) days
(to be determined with City) to attend multiple interviews and meetings with the City.
• Provide updates to the City on a regular basis; interval to be determined with the City.
• Provide the City with a system implementation an schedule including milestones for
integration and testing.
3. Meetings
Based on our estimates of meeting time required, we have included in our Fee up to the following
number of Meetings. Virtual Meetings are assumed to be teleconferences conducted via Skype for
Business, or other web-based conferencing application or telephone, and Physical Meetings are
assumed to be conducted in Denton, Texas. Additional meetings and travel requested will be billed
on a time and expenses basis – the need for additional meetings and travel will be discussed during
our Project Kickoff meeting; additional meetings and travel may be billed separately.
Phase Estimated # of Virtual
Meetings* Physical Meetings
1. Project Kickoff, Data Request, Initial Meeting &
Project Management 2 3 GBB Staff for up to 4 days
2. Evaluation & Development of Specifications 2 Optional: 2 GBB Staff for up to 2
days
3. Procurement
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas – Solid Waste & Recycling Department / Ethan Cox, Director
Proposal for Solid Waste Management Consulting Services
November 20, 2018
Page 7 of 16
Develop Procurement & Attend Interviews 1 Optional: 2 GBB Staff for up to 2
days
Negotiations 1 Optional: 2 GBB Staff for up to 2
days
4. Implementation 1 3 GBB Staff for up to 3 days
Additional Travel and Meetings
In the event that more travel and meeting time is required than stated above, or more than the
stated number of GBB employees are required to attend the physical meetings, the fee and expenses
associated with travel will be billed on a time and expense basis per Attachment A, COMPENSATION
RATE AND FEE SCHEDULE.
4. Timetable
At this time, GBB estimates this Project will take approximately 9 to 12 months from Notice to
Proceed, depending on the complexity of the system specification and equipment upgrades required.
5. GBB Project Team
The Project organization chart to the right describes the
project hierarchy we envision. For this project, we have
selected the following experienced personnel from GBB
to lead and work on this project:
Tom Reardon, GBB Senior Vice President, will serve as
the Officer-in-Charge (OIC) and be responsible for
overseeing the project manager and other GBB staff.
Tom has many years of experience with strategically
analyzing, procuring and deploying scale house
software, route optimization software, and other waste
management systems to help clients work more safely
and more efficiently. He will be the main Point of
Contact for this project and oversee the day-to-day
activities. His years of experience as an the OIC for solid
waste management projects of sizes ensures he comes
to the project with a wide array of experiences working
with both governments and commercial entities. He
will oversee Quality Control and Assurance to deliver a
valuable service to the City of Denton. Tom Reardon’s
resume is included in the next section of this proposal.
David L. Seader, M.ASCE, GBB Special Principal
Associate, will bring his vast expertise to this project
and will provide guidance throughout the project, with
special support during the procurement process of this project. Mr. Seader is an international solid
waste consultant and has assisted many clients think creatively about solid waste solutions and has
been involved in some of GBB’s most successful projects since its inception. See Mr. Seader’s resume
for more detail.
Tom Reardon
Gershman, Brickner & Bratton, Inc.
Officer-in-Charge/PM
David Seader
GBB Special principal
Associate
Corinne Rico
GBB Senior Consultant
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas – Solid Waste & Recycling Department / Ethan Cox, Director
Proposal for Solid Waste Management Consulting Services
November 20, 2018
Page 8 of 16
Corinne Rico, M.S., GBB Senior Consultant, will serve as the Project manager. Corinne has many
years’ experience delivering high-quality projects to customers as both Project Manager and Analyst.
Corinne is acutely adept at listening to clients’ needs in a technical setting and developing
specifications to meet and exceed their expectations. Corinne will be involved from the project start
and will support Mr. Reardon and Mr. Seader. As necessary, Ms. Rico will lead other GBB Consultants
in research and report writing.
6. Fees and Payment Terms
For the services described herein, we propose the following amounts for our Fees, exclusive of
reimbursable expenses. We will perform this work on an hourly, basis. Please refer to fees and
expenses schedule in Attachment A for the basis upon which the following fees were developed.
GBB’s fee for providing the services outlined above will be in the order of $48,000 depending on the
final level of effort and timetable associated with the scope of work. This fee does not include any
travel expenses for GBB to conduct fieldwork. Those expenses would be invoiced separately
following compensation according to the rate schedule attached. Payment for reimbursement will
be expected 15 days from receipt of a properly documented invoice. GBB prefers all payments be
made electronically. See Attachment B for GBB’s wiring instructions.
In the event additional work is agreed upon, GBB will either propose an additional fee quote or
invoice in accordance with the attached compensation rate and fee schedule (Attachment A), which
GBB will not be subject to adjustment through December 31, 2019. Our invoices will be addressed
to you referencing this matter.
Summary of Estimated Fees
Phase Fee ($USD)
1. Project Kickoff, Data Request, Initial Meeting & Project Management $13,000
2. Evaluation & Development of Specifications $13,750
3. Procurement $10,750
4. Implementation $10,500
Total Fees: $48,000
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas – Solid Waste & Recycling Department / Ethan Cox, Director
Proposal for Solid Waste Management Consulting Services
November 20, 2018
Page 9 of 16
7. Approval of Services Agreement
This proposal relies on the full cooperation of the team to inform us of any changes made during
and/or after phases of the work. This includes providing GBB with all documentation and information
that will affect our work. Fees are based on the project requirements and schedule presented at this
time. Delays or acceleration in the project schedule may result in claims for additional fee.
Invoices are due and payable upon receipt. GBB maintains professional and public liability insurance
with appropriate limits according to the work provided. We can provide Evidence of Coverage if
requested by the City. Time records and reimbursable expense records are maintained on a generally
recognized accounting basis.
All data and information contained herein and provided by GBB in response to a request for a
proposal is considered confidential and proprietary. We are confident that we can provide a valuable
service, and we look forward to your consideration of our resources. If you have any questions or
need additional information, please do not hesitate to contact me.
Sincerely,
Gershman, Brickner & Bratton, Inc.
Tom Reardon, Senior Vice President
Attachments:
A. GBB 2018 Compensation and Rate Schedule
B. Wiring Instructions
C. GBB Standard Commercial Terms and Conditions
D. Sample System Specifications
Client Approval
If this proposal agrees with your understanding of the project, and you agree with the proposed
terms under which will perform services, we are willing for this Proposal to serve as a Work Order
by placing your signature below.
Authorized By Date
For City of Denton
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
12/27/2018
City of Denton, Texas – Solid Waste & Recycling Department / Ethan Cox, Director
Proposal for Solid Waste Management Consulting Services
November 20, 2018
Page 10 of 16
Attachment A
2018 - GERSHMAN, BRICKNER & BRATTON, INC.
COMPENSATION RATE AND FEE SCHEDULE (1, 2, 3, 4, 5)
POSITION Hourly Rates ($USD)
President 270.00
Special Principal Executive Associate 265.00
Founder Associate 255.00
Sr. Vice President 230.00
Vice President 200.00
Special Principal Associate 189.00
Principal Associate Engineer 185.00
Principal Associate 175.00
Sr. Project Manager/Sr. Project Engineer/Sr. Associate Engineer 170.00
Project Manager/Sr. Associate 153.00
Project Engineer/Sr. Consultant/Support Director 137.00
Consultant II/Engineer II/Contract Administrator 117.00
Consultant I/Engineer I/Marketing Coordinator 95.00
Administrative Support 71.00
Clerical/Support Staff/Research Assistant/Graphics Coordinator 59.00
TECHNOLOGY FEE
A fee of 3% of labor charges will be included to cover all costs associated with computers, software,
phones, miscellaneous reproduction.
EXPENSES (3) CHARGE
Personal Car/Company Car Current IRS Rates per mile(4)
(or $81.75/day + fuel, whichever is less)
Local Travel Expenses (tolls, parking) As Incurred
Room and Board As Incurred
Airfare(5) Coach Class, Discount Fares When Available
Car Rental Discount Rate
Long Distance Telephone As Incurred
Graphics, Printing and Art As Incurred
Messenger and Delivery Service As Incurred
Subcontractors As Incurred
Facsimile Communications Outbound $0.50 per page
__________________
(1) Effective January 1, 2018 through December 31, 2018. Subject to January 1st annual increase based on CPI.
(2) For payments not received within 30 days of invoicing date, interest charge of 1.00 % per month will be applied.
(3) A Fee of 10 percent applied to expenses, including subcontractors.
(4) Subject to adjustment per IRS guidelines (or $81.75/day + fuel-whichever is less).
(5) When gate-to-gate travel of over eight (8) hrs. is required, Business Class Airfare will be purchased and 50 percent of gate-to-gate travel
time will charged. Please provide GBB at least 3 weeks’ prior notice for scheduling airfare.
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas – Solid Waste & Recycling Department / Ethan Cox, Director
Proposal for Solid Waste Management Consulting Services
November 20, 2018
Page 11 of 16
Attachment B
Wiring Instructions
If funds are being transferred from a US bank:
Bank Account Name: Gershman, Brickner & Bratton, Inc., General Account
Local Branch Address: First Virginia Community Bank
11325 Random Hills Road, Suite 240, Fairfax, VA 22030
Bank Account Number: 123794
Bank Routing Number for incoming wires 056 009 505
If the funds are being transferred from a foreign bank:
Via Swift Format MT103
Field 56A Intermediary Institution:
Pacific Coast Bankers’ Bank
San Francisco, CA 94104
ABA: 121042484
SWIFT CODE – PCBBUS66
Field 57D Beneficiary Bank: First Virginia Community Bank
Address: 11325 Random Hills Road
Fairfax, VA 22030
Acct # with Pacific Coast Bankers’ Bank: 056009505
*Field 59 Beneficiary Customer:
Name: Gershman, Brickner & Bratton, Inc.
Address: 2010 Corporate Ridge, Suite 510
McLean, VA 22102
Account Number: **US056009505123794
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas – Solid Waste & Recycling Department / Ethan Cox, Director
Proposal for Solid Waste Management Consulting Services
November 20, 2018
Page 12 of 16
Attachment C
GERSHMAN, BRICKNER & BRATTON, INC.
GENERAL TERMS AND CONDITIONS FOR PROFESSIONAL SERVICES
WHEREAS based on the attached Letter Agreement, between City of Denton, Texas (hereinafter called “CLIENT”),
intends to engage Gershman, Brickner & Bratton, Inc., Fairfax, Virginia, (hereinafter called “GBB”) to provide
certain professional consulting services (hereinafter called the “PROJECT”) as more specifically described in the
Letter Agreement. NOW, THEREFORE, the CLIENT and GBB do hereby agree as follows:
ARTICLE 1. SCOPE OF SERVICES – GBB shall perform the PROJECT effort as outlined in the attached Letter
Agreement.
ARTICLE 2. PROJECT SCHEDULE – GBB is authorized to begin the Project as of the date that authorization to
proceed is received and the Project shall be completed according to a schedule mutually agreed upon between
the CLIENT and GBB. The schedule may be adjusted, in accordance with these Terms and Conditions as mutually
agreed upon between the CLIENT and GBB.
ARTICLE 3. CHANGES IN SCOPE AND PROJECT SCHEDULE – If unanticipated events occur during the PROJECT,
whereby a change in direction, additional effort, or suspension of work is required, the scope of services may
change. Cost and schedule commitments shall be subject to renegotiation for unreasonable delays caused by the
CLIENT’S failure to provide specified facilities or information, or for delays caused by unpredictable occurrences
or force majeure, such as fires, floods, riots, strikes, unavailability of labor or materials, delays or defaults by
suppliers of materials or services, process shutdown, acts of God or of the public enemy, or acts or regulations of
any governmental agency. Temporary work stoppage caused by any of the above may result in additional costs
(reflecting a change in scope) beyond that outlined in the Letter Agreement.
ARTICLE 4. RESPONSIBILITIES OF THE CLIENT – The CLIENT will: (1) Upon request by GBB, furnish GBB with copies
of data, reports, surveys, and all other materials and information available to the CLIENT, whether or not
identified by GBB as being required for this PROJECT which are now or during the duration of the PROJECT in the
CLIENT’S possession; and (2) Provide, and assume responsibility for the accuracy and completeness of data it
provides for the PROJECT, and indemnify and hold GBB harmless against all losses or claims, including attorney’s
fees, arising or allegedly arising from acts of the CLIENT or any of its employees or agents or that are based upon
information, representations, reports or data furnished, prepared or approved by the CLIENT or its designee for
use by GBB.
ARTICLE 5. PAYMENT – Payment for GBB’S services shall be in accordance with Letter Agreement. Payment for
additional services rendered by GBB, if any, shall be as negotiated. All payments to GBB are due and payable
within thirty (30) days of submission of invoice to CLIENT. Any invoices unpaid after thirty (30) days shall accrue
interest at the rate of one percent per month.
ARTICLE 6. INSURANCE – GBB shall, during the performance under the Letter Agreement, keep in force the
following insurance: (1) Workman’s Compensation Insurance, including Employer’s Liability Insurance for its
employees; (2) Comprehensive General Liability Insurance, covering bodily injuries and property damage with a
combined single limit of $1,000,000; (3) Comprehensive Automobile Liability Insurance, including operation of
owned, non-owned and hired automobiles, covering bodily injury and property damage with a combined single
limit of $1,000,000; and (4)Umbrella/Excess Liability Insurance of $1,000,000.
ARTICLE 7. INDEPENDENT CONTRACTOR - GBB’S services shall be furnished by GBB as an independent contractor
and nothing herein contained shall be construed to create a relationship of employer/employee or master-
servant, but all payments made hereunder, and all services performed shall be made and performed by GBB as
an independent contractor.
ARTICLE 8. GENERAL CONSIDERATIONS - GBB shall be responsible for the performance of services in accordance
with the standard of practice ordinarily exercised by the profession at the time and within the locality where the
services are performed. Services are not subject to, and GBB does not provide, any warranty or guarantee,
express or implied, including warranties or guaranties contained in any uniform commercial code. Any such
warranties or guaranties contained in any purchase orders, requisitions or notices to proceed issued by CLIENT
are specifically objected to. GBB bases its decisions and its recommendations solely on the conditions about
which GBB is aware during its performance of services to the CLIENT and is not responsible for the impact of any
actions by the CLIENT or others after this period. GBB shall not disclose or permit disclosure of any information
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas – Solid Waste & Recycling Department / Ethan Cox, Director
Proposal for Solid Waste Management Consulting Services
November 20, 2018
Page 13 of 16
designated by the CLIENT as confidential, except to its employees and those who need such information in order
to properly execute the services of the Letter Agreement. Where applicable, statements concerning probable
cost estimates prepared by GBB as may be required by the Scope of Services represent its judgment as a
professional familiar with the solid waste management industry. Accordingly, GBB cannot and does not guarantee
that prices will not vary from any statement of probable construction cost or other cost estimates, including life
cycle cost projections, prepared by it for the PROJECT. All documents including Drawings and Specifications
prepared or furnished by GBB (and GBB’S independent professional associates and subcontractors) pursuant to
the Letter Agreement are instruments of service in respect to the PROJECT and GBB shall retain an ownership
and property interest therein whether or not the PROJECT is completed. The Letter Agreement does not create
any right or benefits for parties other than GBB and the CLIENT.
ARTICLE 9. TERMINATION OF AGREEMENT – The Letter Agreement may be terminated by either party by thirty
(30) days written notice to the other party without cause or by mutual written agreement of the parties. If the
Letter Agreement is terminated, GBB shall be paid for the extent of services performed until the effective date
of termination plus any expenses of termination.
ARTICLE 10. EQUAL EMPLOYMENT OPPORTUNITY – In accordance with applicable law, GBB shall not
discriminate against any employee or applicant for employment because of race, religion, creed, color, sex, age,
marital status, sexual orientation, personal appearance, family responsibilities, matriculation, political affiliation
or ideology, ancestry, national origin, veteran status, or the presence of any sensory, mental or physical handicap,
unless based upon a bona fide occupational qualification.
ARTICLE 11. INDEMNIFICATION - GBB shall defend, indemnify and hold harmless CLIENT and CLIENT’S employees
and agents from and against any claims, suits, liabilities, costs and expenses, including reasonable attorneys’ fees,
to the extent that they are based upon claims of negligent acts, errors or omissions solely of GBB or any of its
employees or agents. Notwithstanding any other provision of the Letter Agreement, GBB’S liability to the CLIENT
for any claims, liabilities, losses, damages, costs and expenses, including reasonable attorneys’ fees arising out of
or relating to the Letter Agreement, including GBB’S negligence, errors or omissions, shall not exceed the greater
of $50,000 or the value of work performed by GBB, and CLIENT hereby releases GBB from any liability above such
amount. The CLIENT and GBB shall not be liable to each other in any event for interest (except as otherwise
provided); loss of anticipated revenues, earnings or profits; increased expense of operations; loss by reason of
shutdown or non-operation due to late completion or otherwise; or consequential damages. The CLIENT shall
defend, indemnify and hold harmless GBB and its agents and employees from and against any claims, suits,
liabilities, costs and expenses, including reasonable actual attorneys’ fees, to the extent that they are based upon
the claims of negligent acts, errors or omissions of the CLIENT or any of its employees or agents. The CLIENT shall
reimburse GBB for all expenses, including attorneys’ fees, paid or otherwise incurred to successfully enforce the
provisions of this Article if the CLIENT refuses to defend, indemnify or hold GBB harmless as provided.
ARTICLE 12. DELEGATION OF DUTIES – Neither the CLIENT nor GBB shall delegate its duties in the Letter
Agreement without the written consent of the other party.
ARTICLE 13. EXTENT OF AGREEMENT – The Letter Agreement and these Terms and Conditions represent the
entire integrated agreement between CLIENT and GBB and supersede all prior negotiations, representations or
agreements, either written or oral, for this PROJECT.
ARTICLE 14. GOVERNING LAW – The Letter Agreement shall be construed and interpreted under, and all
respective rights and duties of the parties shall be governed by, the laws of the State of Maryland.
ARTICLE 15. SEVERABILITY – In the event any provisions of the Letter Agreement or these terms and Conditions
shall be held to be impossible, invalid, and unenforceable, the remaining provisions shall be valid and binding
upon the parties hereto. One or more waivers by either party of any provision, term, condition or covenant shall
not be construed by the other p arty as a waiver of subsequent breach of the same by the other party.
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas – Solid Waste & Recycling Department / Ethan Cox, Director
Proposal for Solid Waste Management Consulting Services
November 20, 2018
Page 14 of 16
Attachment D
Denton, Texas
Example Procurement Specification
For Scale and Routing Software Systems(s)
NOTE: The following provides an example of the system requirements the City expects an Offeror
to meet and will be revised once the City’s specific requirements are finalized.
Scale System Example
1. Computer/Hardware/Accessories Requirements - The Offeror is expected to provide:
----------------Example Only and will be developed during Tasks (1 through 4)-----------------
• (____) new ticket/receipt printers at the following locations:
o Landfill and MRF scale houses
o (_______) office
• (___) touchscreen monitors of at least 19” size and capable of interacting with the
software at the (______) and (______) sites.
• Any hardware necessary to complete credit card transactions. Must produce log
of transactions and daily totals for reconciliation. Must print multiple receipts for
every transaction. Must send batch reports to bank at close of business. Must be
wireless. If these are embedded within the monitors the Offeror must provide a
wireless portion for customer signature and entry of PIN.
• Ability to operate/interact with traffic signals and security systems at scales at the
(______) and (______) sites.
• Provide integrated equipment and software required for added security such as
cameras, traffic gates and (________).
• Provide necessary equipment for automated or semiautomated interact
2. Software General Requirements - The Offeror is expected to provide:
• A Windows-based system.
• Capability of sharing real time data between the sites and the server.
o Each site must have the capability of operating independently in the
event of a connection failure.
o Capability to interact with and receive weights from the existing Mettler
Toledo scales at each location.
• Capability to store and retrieve company accounts and truck data as needed.
• Capability to share data with multiple locations.
• Ability to set pricing by cubic yard, weight, load, per item, or special fees (not
linked to weight).
• Ability to operate inbound and outbound scales simultaneously.
• Ability to process transactions with or without stored tare weights.
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas – Solid Waste & Recycling Department / Ethan Cox, Director
Proposal for Solid Waste Management Consulting Services
November 20, 2018
Page 15 of 16
o Ability to display the running total (number of loads and tonnage) for
specific transactions/accounts/material types of our choice.
o Ability to set daily, monthly, or yearly limits by material types and/or by
customer.
• A separate user id and password for each user.
• Capability of providing various levels of access/security to users including a read
only access level. All access to the system controlled by the System Administrator.
More than one Administrator is allowed.
• Ability to track monies/receipts by cash drawer location and user id.
• Ability to process cash, check, charge account and credit card payments.
• Capability to automatically backup all transactions/data and on demand from
within the software.
• Access by remote users for creating and producing reports and transaction
reviews as required.
• Each transaction must be transmitted in real time to the central database.
• Software capable of interacting with and operating the ticket printers, credit card
swipe machines, cash drawers, and traffic signals.
3. Software Transaction Processing Requirements - The Offeror is expected to provide:
• Pricing based on weights, material type, and origin on inbound and outbound sides.
• Capability to process special fees generated for price per load (flat rates), price per
item (tires), price for service (ticket copies and business vehicle weights).
• Ability to print a receipt at inbound side for customers with stored tare weights or
special fees
• Sale-of-Product transactions should be supported.
• The ability to charge by load, by cubic yard, by item, and by weight for purchased
products is required.
• Store and retrieve tare weights for specific vehicles.
• The ability to accept and process and track credit card payments, cash/check
payments, and charge accounts.
• Transaction numbers must be assigned sequentially at each location.
4. Software Reporting Requirements - The Offeror is expected to provide:
• The ability to run reports at any time using a set of “standard” or “canned” reports
where the parameters can be delimited and then the report is run.
• The ability to create custom reports determined by user need. Any field for any
transaction should be searchable and reportable. Any time period should be
allowed for reporting purposes.
• Ability to download and receive data “Interface” from the (__City’s__) accounting
software system (_________)
5. Software Accounting Requirements - The Offeror is expected to provide:
• Accounting and billing activities, including processing of charge account payments,
able to be conducted by a staff member not located at the truck scales.
• An integrated Accounts Receivable module that operates independently of the
scale system module is required. The module should include the ability to;
o Invoice customers, track account and aging of accounts.
o Generate both printable or electronic invoices.
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
City of Denton, Texas – Solid Waste & Recycling Department / Ethan Cox, Director
Proposal for Solid Waste Management Consulting Services
November 20, 2018
Page 16 of 16
o Ability to inactivate accounts no longer in use.
o Ability to generate monthly AR statements of account.
o Ability to generate Aged AR, downloadable to Excel.
6. Software Support Requirements - The Offeror is expected to provide:
• Customer service through an established customer service facility.
• Customer service assistance to resolve problems and answer questions should be
available seven days a week, 24 hours per day.
• Onsite service will be provided to the (__________) as needed (to be determined
by the ___________).
• In-person training, access to a training website prior to going live and for the life of
the software in the (________), and on-going training as requested by the
(________) shall be provided.
• Remote vendor support via the (________) ____________ remote software
application.
7. Software Testing - The Offeror is expected to provide:
• Calibration/testing of software and hardware upon installation.
• Testing of software by the (________) for a period of 90 days prior to final
acceptance.
• If problems are encountered during the acceptance period corrections must be
supplied by the contractor. It is not required for the 90-day period to expire in
order for a new acceptance period to begin. “Accepted” will be defined as all
hardware and software specified being installed and properly operational; all staff
trained and capable of functioning in a production environment. The (________)
determines “Accepted” status.
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
Exhibit
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.
2
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 Name of local government officer about whom the information in this section is being disclosed.
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?
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?
Yes No
D. Describe each employment or business and family relationship with the local government officer named in this section.
4
I have no Conflict of Interest to disclose.
5
Signature of vendor doing business with the governmental entity Date
DocuSign Envelope ID: 938FE226-2CA2-4C50-B8B9-AB3D8F535B6D
X
X
12/20/2018
X
Mr. Ethan Cox
X
Gersgman, Brickner & Braton, Inc.
None
C
Certificate Of Completion
Envelope Id: 938FE2262CA24C50B8B9AB3D8F535B6D Status: Completed
Subject: 6963- Evaluation of Scale House Management Software
Source Envelope:
Document Pages: 35 Signatures: 5 Envelope Originator:
Certificate Pages: 5 Initials: 0 Kelly Smith
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
901B Texas Street
Denton, TX 76209
kelly.smith@cityofdenton.com
IP Address: 129.120.6.150
Record Tracking
Status: Original
12/19/2018 6:10:39 AM
Holder: Kelly Smith
kelly.smith@cityofdenton.com
Location: DocuSign
Signer Events Signature Timestamp
Tom Reardon
treardon@gbbinc.com
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 72.66.83.31
Sent: 12/19/2018 6:44:50 AM
Viewed: 12/20/2018 6:59:39 AM
Signed: 12/20/2018 7:07:36 AM
Electronic Record and Signature Disclosure:
Accepted: 12/20/2018 6:59:39 AM
ID: 659db17b-f89d-4d28-9f1e-646b4595e71f
ethan cox
Ethan.Cox@cityofdenton.com
Director of Solid Waste
Security Level: Email, Account Authentication
(None)Signature Adoption: Pre-selected Style
Using IP Address: 129.120.6.150
Sent: 12/20/2018 7:07:38 AM
Viewed: 12/20/2018 7:38:26 AM
Signed: 12/20/2018 7:38:39 AM
Electronic Record and Signature Disclosure:
Accepted: 8/7/2018 2:24:18 PM
ID: feebacc3-151e-47bb-af6d-be8889ffcb35
Adrian Brown
Adrian.Brown@cityofdenton.com
Buyer
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 129.120.6.150
Sent: 12/20/2018 7:38:41 AM
Resent: 12/27/2018 9:12:10 AM
Viewed: 12/27/2018 9:20:38 AM
Signed: 12/27/2018 9:23:43 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Brian Boerner
Brian.Boerner@cityofdenton.com
Deputy Director of Solid Waste
Security Level: Email, Account Authentication
(None)
Sent: 12/27/2018 9:23:45 AM
Viewed: 12/27/2018 9:25:10 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 12/27/2018 9:23:45 AM
Certified Delivered Security Checked 12/27/2018 9:23:45 AM
Signing Complete Security Checked 12/27/2018 9:23:45 AM
Completed Security Checked 12/27/2018 9:23:45 AM
Payment Events Status Timestamps
Electronic Record and Signature Disclosure
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
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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
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authorizations, acknowledgements, and other documents that are required to be provided or
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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.
Electronic Record and Signature Disclosure created on: 7/21/2017 1:59:03 PM
Parties agreed to: Tom Reardon, ethan cox
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
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To request delivery from us of paper copies of the notices and disclosures previously provided
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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,
NetScape 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.
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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
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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:
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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.