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6590-075 - Contract Executed Docusign City Council Transmittal Coversheet File Name Purchasing Contact City Council Target Date Piggy Back Option Contract Expiration Ordinance DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E  $ !!   "$ $ #  %"" # $ "     City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 1 of 17 CITY OF DENTON, TEXAS STANDARD AGREEMENT FOR ENGINEERING RELATED PROFESSIONAL SERVICES FILE # 6590-075 This AGREEMENT is between the City of Denton, a Texas home-rule municipality ("CITY"), and HALFF ASSOCIATES, INC., with its corporate office at 1201 North Bowser Road, Richardson, TX 75081 and authorized to do business in Texas, ("ENGINEER"), for a PROJECT generally described as: Bonnie Brae Street Electrical and Communications Relocations (the "PROJECT"). SECTION 1 Scope of Services A. The CITY hereby agrees to retain the ENGINEER, and the ENGINEER hereby agrees to perform, professional engineering services set forth in the Scope of Services attached hereto as Attachment A. These services shall be performed in connection with the PROJECT. B. Additional services, if any, will be requested in writing by the CITY. CITY shall not pay for any work performed by ENGINEER or its consultants, subcontractors and/or suppliers that has not been ordered in advance and in writing. It is specifically agreed that ENGINEER shall not be compensated for any additional work resulting from oral orders of any person. SECTION 2 Compensation and Term of Agreement A. The ENGINEER shall be compensated for all services provided pursuant to this AGREEMENT in an amount not to exceed $184,840 in the manner and in accordance with the fee schedule as set forth in Attachment B. Payment shall be considered full compensation for all labor, materials, supplies, and equipment necessary to complete the services described in Attachment A. B. Unless otherwise terminated pursuant to Section 6. D. herein, this AGREEMENT shall be for a term beginning upon the effective date, as described below, and shall continue for a period which may reasonably be required for the completion of the PROJECT, until the expiration of the funds, or completion of the PROJECT and acceptance by the CITY, whichever occurs first. ENGINEER shall proceed diligently with the PROJECT to completion as described in the PROJECT schedule as set forth in Attachment A. SECTION 3 Terms of Payment Payments to the ENGINEER will be made as follows: DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 2 of 17 A. Invoice and Payment (1) The Engineer shall provide the City sufficient documentation, including but not limited to meeting the requirements set forth in the PROJECT schedule as set forth in Attachment A to reasonably substantiate the invoices. (2) The ENGINEER will issue monthly invoices for all work performed under this AGREEMENT. Invoices for the uncontested performance of the particular services are due and payable within 30 days of receipt by City. (3) Upon completion of services enumerated in Section 1, the final payment of any balance for the uncontested performance of the services will be due within 30 days of receipt of the final invoice. (4) In the event of a disputed or contested billing, only that portion so contested will be withheld from payment, and the undisputed portion will be paid. The CITY will exercise reasonableness in contesting any bill or portion thereof. No interest will accrue on any contested portion of the billing until mutually resolved. (5) If the CITY fails to make payment in full to ENGINEER for billings contested in good faith within 60 days of the amount due, the ENGINEER may, after giving 7 days' written notice to CITY, suspend services under this AGREEMENT until paid in full. In the event of suspension of services, the ENGINEER shall have no liability to CITY for delays or damages caused the CITY because of such suspension of services. SECTION 4 Obligations of the Engineer Amendments to Section 4, if any, are included in Attachment C. A. General The ENGINEER will serve as the CITY's professional engineering representative under this AGREEMENT, providing professional engineering consultation and advice and furnishing customary services incidental thereto. B. Standard of Care The ENGINEER shall perform its services: (1) with the professional skill and care ordinarily provided by competent engineers practicing in the same or similar locality and under the same or similar circumstances and professional license; and DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 3 of 17 (2) as expeditiously as is prudent considering the ordinary professional skill and care of a competent engineer. C. Subsurface Investigations (1) The ENGINEER shall advise the CITY with regard to the necessity for subcontract work such as special surveys, tests, test borings, or other subsurface investigations in connection with design and engineering work to be performed hereunder. The ENGINEER shall also advise the CITY concerning the results of same. Such surveys, tests, and investigations shall be furnished by the CITY, unless otherwise specified in Attachment A. (2) In soils, foundation, groundwater, and other subsurface investigations, the actual characteristics may vary significantly between successive test points and sample intervals and at locations other than where observations, exploration, and investigations have been made. Because of the inherent uncertainties in subsurface evaluations, changed or unanticipated underground conditions may occur that could affect the total PROJECT cost and/or execution. These conditions and cost/execution effects are not the responsibility of the ENGINEER. D. Preparation of Engineering Drawings The ENGINEER will provide to the CITY the original drawings of all plans in ink on reproducible mylar sheets and electronic files in .pdf format, or as otherwise approved by CITY, which shall become the property of the CITY. CITY may use such drawings in any manner it desires; provided, however, that the ENGINEER shall not be liable for the use of such drawings for any project other than the PROJECT described herein. E. Engineer's Personnel at Construction Site (1) The presence or duties of the ENGINEER's personnel at a construction site, whether as on-site representatives or otherwise, do not make the ENGINEER or its personnel in any way responsible for those duties that belong to the CITY and/or the CITY's construction contractors or other entities, and do not relieve the construction contractors or any other entity of their obligations, duties, and responsibilities, including, but not limited to, all construction methods, means, techniques, sequences, and procedures necessary for coordinating and completing all portions of the construction work in accordance with the AGREEMENT Documents and any health or safety precautions required by such construction work. The ENGINEER and its personnel have no authority to exercise any control over any construction contractor or other entity or their employees in connection with their work or any health or safety precautions. DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 4 of 17 (2) Except to the extent of specific site visits expressly detailed and set forth in Attachment A, the ENGINEER or its personnel shall have no obligation or responsibility to visit the construction site to become familiar with the progress or quality of the completed work on the PROJECT or to determine, in general, if the work on the PROJECT is being performed in a manner indicating that the PROJECT, when completed, will be in accordance with the AGREEMENT Documents, nor shall anything in the AGREEMENT Documents or this AGREEMENT between CITY and ENGINEER be construed as requiring ENGINEER to make exhaustive or continuous on-site inspections to discover latent defects in the work or otherwise check the quality or quantity of the work on the PROJECT. If the ENGINEER makes on-site observation(s) of a deviation from the AGREEMENT Documents, the ENGINEER shall inform the CITY. (3) When professional certification of performance or characteristics of materials, systems or equipment is reasonably required to perform the services set forth in the Scope of Services, the ENGINEER shall be entitled to rely upon such certification to establish materials, systems or equipment and performance criteria to be required in the AGREEMENT Documents. F. Opinions of Probable Cost, Financial Considerations, and Schedules (1) The ENGINEER shall provide opinions of probable costs based on the current available information at the time of preparation, in accordance with Attachment A. (2) In providing opinions of cost, financial analyses, economic feasibility projections, and schedules for the PROJECT, the ENGINEER has no control over cost or price of labor and materials; unknown or latent conditions of existing equipment or structures that may affect operation or maintenance costs; competitive bidding procedures and market conditions; time or quality of performance by third parties; quality, type, management, or direction of operating personnel; and other economic and operational factors that may materially affect the ultimate PROJECT cost or schedule. Therefore, the ENGINEER makes no warranty that the CITY's actual PROJECT costs, financial aspects, economic feasibility, or schedules will not vary from the ENGINEER's opinions, analyses, projections, or estimates. G. Construction Progress Payments Recommendations by the ENGINEER to the CITY for periodic construction progress payments to the construction contractor will be based on the ENGINEER's knowledge, information, and belief from selective sampling and observation that the work has progressed to the point indicated. Such recommendations do not represent that continuous or detailed examinations have been made by the ENGINEER to ascertain that DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 5 of 17 the construction contractor has completed the work in exact accordance with the AGREEMENT Documents; that the final work will be acceptable in all respects; that the ENGINEER has made an examination to ascertain how or for what purpose the construction contractor has used the moneys paid; that title to any of the work, materials, or equipment has passed to the CITY free and clear of liens, claims, security interests, or encumbrances; or that there are not other matters at issue between the CITY and the construction contractor that affect the amount that should be paid. H. Record Drawings Record drawings, if required, will be prepared, in part, on the basis of information compiled and furnished by others, and may not always represent the exact location, type of various components, or exact manner in which the PROJECT was finally constructed. The ENGINEER is not responsible for any errors or omissions in the information from others that is incorporated into the record drawings. I. Right to Audit (1) ENGINEER agrees that the CITY shall, until the expiration of five (5) years after final payment under this AGREEMENT, have access to and the right to examine and photocopy any directly pertinent books, documents, papers and records of the ENGINEER involving transactions relating to this AGREEMENT. ENGINEER agrees that the CITY shall have access during normal working hours to all necessary ENGINEER facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. The CITY shall give ENGINEER reasonable advance notice of intended audits. (2) ENGINEER further agrees to include in all its subconsultant agreements hereunder a provision to the effect that the subconsultant agrees that the CITY shall, until the expiration of five (5) years after final payment under the subcontract, have access to and the right to examine and photocopy any directly pertinent books, documents, papers and records of such subconsultant, involving transactions to the subcontract, and further, that the CITY shall have access during normal working hours to all subconsultant facilities, and shall be provided adequate and appropriate work space, in order to conduct audits in compliance with the provisions of this section together with subsection (3) hereof. CITY shall give subconsultant reasonable advance notice of intended audits. (3) ENGINEER and subconsultant agree to photocopy such documents as may be requested by the CITY. The CITY agrees to reimburse ENGINEER for the cost of copies at the rate published in the Texas Administrative Code in effect as of the time copying is performed. DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 6 of 17 J. INSURANCE (1) ENGINEER’S INSURANCE a. Commercial General Liability – the ENGINEER shall maintain commercial general liability (CGL) and, if necessary, commercial umbrella insurance with a limit of not less than $1,000,000.00 per each occurrence with a $2,000,000.00 aggregate. If such Commercial General Liability insurance contains a general aggregate limit, it shall apply separately to this PROJECT or location. i. The CITY shall be included as an additional insured with all rights of defense under the CGL, using ISO additional insured endorsement or a substitute providing equivalent coverage, and under the commercial umbrella, if any. This insurance shall apply as primary insurance with respect to any other insurance or self- insurance programs afforded to the CITY. The Commercial General Liability insurance policy shall have no exclusions or endorsements that would alter or nullify: premises/operations, products/completed operations, contractual, personal injury, or advertising injury, which are normally contained within the policy, unless the CITY specifically approves such exclusions in writing. ii. ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the commercial general liability or commercial umbrella liability insurance maintained in accordance with this AGREEMENT. b. Business Auto – the ENGINEER shall maintain business auto liability and, if necessary, commercial umbrella liability insurance with a limit of not less than $1,000,000 each accident. Such insurance shall cover liability arising out of “any auto”, including owned, hired, and non-owned autos, when said vehicle is used in the course of the PROJECT. If the engineer owns no vehicles, coverage for hired or non-owned is acceptable. i. ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the business auto liability or commercial umbrella liability insurance obtained by ENGINEER pursuant to this AGREEMENT or under any applicable auto physical damage coverage. c. Workers’ Compensation – ENGINEER shall maintain workers DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 7 of 17 compensation and employers liability insurance and, if necessary, commercial umbrella liability insurance with a limit of not less than $100,000.00 each accident for bodily injury by accident or $100,000.00 each employee for bodily injury by disease, with $500,000.00 policy limit. i. ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by workers compensation and employer’s liability or commercial umbrella insurance obtained by ENGINEER pursuant to this AGREEMENT. d. Professional Liability – ENGINEER shall maintain professional liability, a claims-made policy, with a minimum of $1,000,000.00 per claim and aggregate. The policy shall contain a retroactive date prior to the date of the AGREEMENT or the first date of services to be performed, whichever is earlier. Coverage shall be maintained for a period of 5 years following the completion of the AGREEMENT. An annual certificate of insurance specifically referencing this PROJECT shall be submitted to the CITY for each year following completion of the AGREEMENT. (2) GENERAL INSURANCE REQUIREMENTS a. Certificates of insurance evidencing that the ENGINEER has obtained all required insurance shall be attached to this AGREEMENT prior to its execution. b. Applicable policies shall be endorsed to name the CITY an Additional Insured thereon, subject to any defense provided by the policy, as its interests may appear. The term CITY shall include its employees, officers, officials, agents, and volunteers as respects the contracted services. c. Certificate(s) of insurance shall document that insurance coverage specified in this AGREEMENT are provided under applicable policies documented thereon. d. Any failure on part of the CITY to attach the required insurance documentation hereto shall not constitute a waiver of the insurance requirements. e. A minimum of thirty (30) days notice of cancellation or material change in coverage shall be provided to the CITY. A ten (10) days notice shall be acceptable in the event of non-payment of premium. Notice shall be sent to the respective Department Director (by name), City of Denton, 901 Texas Street, Denton, Texas 76209. DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 8 of 17 f. Insurers for all policies must be authorized to do business in the State of Texas and have a minimum rating of A:V or greater, in the current A.M. Best Key Rating Guide or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. g. Any deductible or self insured retention in excess of $25,000.00 that would change or alter the requirements herein is subject to approval by the CITY in writing, if coverage is not provided on a first-dollar basis. The CITY, at it sole discretion, may consent to alternative coverage maintained through insurance pools or risk retention groups. Dedicated financial resources or letters of credit may also be acceptable to the CITY. h. Applicable policies shall each be endorsed with a waiver of subrogation in favor of the CITY as respects the PROJECT. i. The CITY shall be entitled, upon its request and without incurring expense, to review the ENGINEER's insurance policies including endorsements thereto and, at the CITY's discretion; the ENGINEER may be required to provide proof of insurance premium payments. j. Lines of coverage, other than Professional Liability, underwritten on a claims-made basis, shall contain a retroactive date coincident with or prior to the date of the AGREEMENT. The certificate of insurance shall state both the retroactive date and that the coverage is claims-made. k. Coverages, whether written on an occurrence or claims-made basis, shall be maintained without interruption nor restrictive modification or changes from date of commencement of the PROJECT until final payment and termination of any coverage required to be maintained after final payments. l. The CITY shall not be responsible for the direct payment of any insurance premiums required by this AGREEMENT. m. Sub consultants and subcontractors to/of the ENGINEER shall be required by the ENGINEER to maintain the same or reasonably equivalent insurance coverage as required for the ENGINEER. When sub consultants/subcontractors maintain insurance coverage, ENGINEER shall provide CITY with documentation thereof on a certificate of insurance. K. Independent Consultant DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 9 of 17 The ENGINEER agrees to perform all services as an independent consultant and not as a subcontractor, agent, or employee of the CITY. The doctrine of respondeat superior shall not apply. L. Disclosure The ENGINEER acknowledges to the CITY that it has made full disclosure in writing of any existing conflicts of interest or potential conflicts of interest, including personal financial interest, direct or indirect, in property abutting the proposed PROJECT and business relationships with abutting property cities. The ENGINEER further acknowledges that it will make disclosure in writing of any conflicts of interest that develop subsequent to the signing of this AGREEMENT and prior to final payment under the AGREEMENT. M. Asbestos or Hazardous Substances (1) If asbestos or hazardous substances in any form are encountered or suspected, the ENGINEER will stop its own work in the affected portions of the PROJECT to permit testing and evaluation. (2) If asbestos or other hazardous substances are suspected, the CITY may request the ENGINEER to assist in obtaining the services of a qualified subcontractor to manage the remediation activities of the PROJECT. N. Permitting Authorities - Design Changes If permitting authorities require design changes so as to comply with published design criteria and/or current engineering practice standards which the ENGINEER should have been aware of at the time this AGREEMENT was executed, the ENGINEER shall revise plans and specifications, as required, at its own cost and expense. However, if design changes are required due to the changes in the permitting authorities' published design criteria and/or practice standards criteria which are published after the date of this AGREEMENT which the ENGINEER could not have been reasonably aware of, the ENGINEER shall notify the CITY of such changes and an adjustment in compensation will be made through an amendment to this AGREEMENT. O. Schedule ENGINEER shall manage the PROJECT in accordance with the schedule developed per Attachment A to this AGREEMENT. P. Equal Opportunity (1) Equal Employment Opportunity: ENGINEER and ENGINEER’s agents shall engage in any discriminatory employment practice. No person shall, on the grounds of race, sex, sexual orientation, age, disability, creed, color, genetic DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 10 of 17 testing, or national origin, be refused the benefits of, or be otherwise subjected to discrimination under any activities resulting from this AGREEMENT. (2) Americans with Disabilities Act (ADA) Compliance: ENGINEER and ENGINEER’s agents shall not engage in any discriminatory employment practice against individuals with disabilities as defined in the ADA. SECTION 5 Obligations of the City Amendments to Section 5, if any, are included in Attachment C. A. City-Furnished Data ENGINEER may rely upon the accuracy, timeliness, and completeness of the information provided by the CITY. B. Access to Facilities and Property The CITY will make its facilities accessible to the ENGINEER as required for the ENGINEER's performance of its services. The CITY will perform, at no cost to the ENGINEER, such tests of equipment, machinery, pipelines, and other components of the CITY's facilities as may be required in connection with the ENGINEER's services. The CITY will be responsible for all acts of the CITY's personnel. C. Advertisements, Permits, and Access Unless otherwise agreed to in the Scope of Services, the CITY will obtain, arrange, and pay for all advertisements for bids; permits and licenses required by local, state, or federal authorities; and land, easements, rights-of-way, and access necessary for the ENGINEER's services or PROJECT construction. D. Timely Review The CITY will examine the ENGINEER's studies, reports, sketches, drawings, specifications, proposals, and other documents; obtain advice of an attorney, insurance counselor, accountant, auditor, bond and financial advisors, and other consultants as the CITY deems appropriate; and render in writing decisions required by the CITY in a timely manner in accordance with the PROJECT schedule prepared in accordance with Attachment A. E. Prompt Notice The CITY will give prompt written notice to the ENGINEER whenever CITY observes or DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 11 of 17 becomes aware of any development that affects the scope or timing of the ENGINEER's services or of any defect in the work of the ENGINEER or construction contractors. F. Asbestos or Hazardous Substances Release. (1) CITY acknowledges ENGINEER will perform part of the work at CITY's facilities that may contain hazardous materials, including asbestos containing materials, or conditions, and that ENGINEER had no prior role in the generation, treatment, storage, or disposition of such materials. In consideration of the associated risks that may give rise to claims by third parties or employees of City, City hereby releases ENGINEER from any damage or liability related to the presence of such materials. (2) The release required above shall not apply in the event the discharge, release or escape of hazardous substances, contaminants, or asbestos is a result of ENGINEER’s negligence or if ENGINEER brings such hazardous substance, contaminant or asbestos onto the PROJECT. G. Contractor Indemnification and Claims The CITY agrees to include in all construction contracts the provisions of Article IV.E. regarding the ENGINEER's Personnel at Construction Site, and provisions providing for contractor indemnification of the CITY and the ENGINEER for contractor's negligence. H. Contractor Claims and Third-Party Beneficiaries (1) The CITY agrees to include the following clause in all contracts with construction contractors and equipment or materials suppliers: "Contractors, subcontractors and equipment and materials suppliers on the PROJECT, or their sureties, shall maintain no direct action against the ENGINEER, its officers, employees, and subcontractors, for any claim arising out of, in connection with, or resulting from the engineering services performed. Only the CITY will be the beneficiary of any undertaking by the ENGINEER." (2) This AGREEMENT gives no rights or benefits to anyone other than the CITY and the ENGINEER and there are no third-party beneficiaries. (3) The CITY will include in each agreement it enters into with any other entity or person regarding the PROJECT a provision that such entity or person shall have no third-party beneficiary rights under this AGREEMENT. (4) Nothing contained in this Section H. shall be construed as a waiver of any right the CITY has to bring a claim against ENGINEER. DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 12 of 17 I. CITY's Insurance (1) The CITY may maintain property insurance on certain pre-existing structures associated with the PROJECT. (2) The CITY may secure Builders Risk/Installation insurance at the replacement cost value of the PROJECT. The CITY may provide ENGINEER a copy of the policy or documentation of such on a certificate of insurance. J. Litigation Assistance The Scope of Services does not include costs of the ENGINEER for required or requested assistance to support, prepare, document, bring, defend, or assist in litigation undertaken or defended by the CITY. In the event CITY requests such services of the ENGINEER, this AGREEMENT shall be amended or a separate agreement will be negotiated between the parties. K. Changes The CITY may make or approve changes within the general Scope of Services in this AGREEMENT. If such changes affect the ENGINEER's cost of or time required for performance of the services, an equitable adjustment will be made through an amendment to this AGREEMENT with appropriate CITY approval. SECTION 6 General Legal Provisions Amendments to Section 6, if any, are included in Attachment C. A. Authorization to Proceed ENGINEER shall be authorized to proceed with this AGREEMENT upon receipt of a written Notice to Proceed from the CITY. B. Reuse of Project Documents All designs, drawings, specifications, documents, and other work products of the ENGINEER, whether in hard copy or in electronic form, are instruments of service for this PROJECT, whether the PROJECT is completed or not. Reuse, change, or alteration by the CITY or by others acting through or on behalf of the CITY of any such instruments of service without the written permission of the ENGINEER will be at the CITY's sole risk. The CITY shall own the final designs, drawings, specifications and documents. DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 13 of 17 C. Force Majeure The ENGINEER is not responsible for damages or delay in performance caused by acts of God, strikes, lockouts, accidents, or other events beyond the control of the ENGINEER that prevent ENGINEER’s performance of its obligations hereunder. D. Termination (1) This AGREEMENT may be terminated: a. by the City for its convenience upon 30 days' written notice to ENGINEER. b. by either the CITY or the ENGINEER for cause if either party fails substantially to perform through no fault of the other and the nonperforming party does not commence correction of such nonperformance within 5 days’ written notice or thereafter fails to diligently complete the correction. (2) If this AGREEMENT is terminated for the convenience of the City, the ENGINEER will be paid for termination expenses as follows: a. Cost of reproduction of partial or complete studies, plans, specifications or other forms of ENGINEER'S work product; b. Out-of-pocket expenses for purchasing electronic data files and other data storage supplies or services; c. The time requirements for the ENGINEER'S personnel to document the work underway at the time of the CITY'S termination for convenience so that the work effort is suitable for long time storage. (3) Prior to proceeding with termination services, the ENGINEER will submit to the CITY an itemized statement of all termination expenses. The CITY'S approval will be obtained in writing prior to proceeding with termination services. E. Suspension, Delay, or Interruption to Work The CITY may suspend, delay, or interrupt the services of the ENGINEER for the convenience of the CITY. In the event of such suspension, delay, or interruption, an equitable adjustment in the PROJECT's schedule, commitment and cost of the ENGINEER's personnel and subcontractors, and ENGINEER's compensation will be made. F. Indemnification DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 14 of 17 IN ACCORDANCE WITH TEXAS LOCAL GOVERNMENT CODE SECTION 271.904, THE ENGINEER SHALL INDEMNIFY OR HOLD HARMLESS THE CITY AGAINST LIABILITY FOR ANY DAMAGE COMMITTED BY THE ENGINEER OR ENGINEER’S AGENT, CONSULTANT UNDER CONTRACT, OR ANOTHER ENTITY OVER WHICH THE ENGINEER EXERCISES CONTROL TO THE EXTENT THAT THE DAMAGE IS CAUSED BY OR RESULTING FROM AN ACT OF NEGLIGENCE, INTENTIONAL TORT, INTELLECTUAL PROPERTY INFRINGEMENT, OR FAILURE TO PAY A SUBCONTRACTOR OR SUPPLIER. CITY IS ENTITLED TO RECOVER ITS REASONABLE ATTORNEY’S FEES IN PROPORTION TO THE ENGINEER’S LIABILITY. G. Assignment Neither party shall assign all or any part of this AGREEMENT without the prior written consent of the other party. H. Jurisdiction The law of the State of Texas shall govern the validity of this AGREEMENT, its interpretation and performance, and any other claims related to it. The venue for any litigation related to this AGREEMENT shall be Denton County, Texas. I. Severability and Survival If any of the provisions contained in this AGREEMENT are held for any reason to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability will not affect any other provision, and this AGREEMENT shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein. Sections 5.F., 6.B., 6.D., 6.F., 6.H., and 6.I. shall survive termination of this AGREEMENT for any cause. J. Observe and Comply ENGINEER shall at all times observe and comply with all federal and State laws and regulations and with all City ordinances and regulations which in any way affect this AGREEMENT and the work hereunder, and shall observe and comply with all orders, laws ordinances and regulations which may exist or may be enacted later by governing bodies having jurisdiction or authority for such enactment. No plea of misunderstanding or ignorance thereof shall be considered. ENGINEER AGREES TO DEFEND, INDEMNIFY AND HOLD HARMLESS CITY AND ALL OF ITS OFFICERS, AGENTS AND EMPLOYEES FROM AND AGAINST ALL CLAIMS OR LIABILITY ARISING OUT OF THE VIOLATION OF ANY SUCH ORDER, LAW, ORDINANCE, OR REGULATION, WHETHER IT BE BY ITSELF OR ITS EMPLOYEES. K. Immigration Nationality Act DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 15 of 17 ENGINEER shall verify the identity and employment eligibility of its employees who perform work under this AGREEMENT, including completing the Employment Eligibility Verification Form (I-9). Upon request by CITY, ENGINEER shall provide CITY with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this AGREEMENT. ENGINEER shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any ENGINEER employee who is not legally eligible to perform such services. ENGINEER SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY ENGINEER, ENGINEER’S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. CITY, upon written notice to ENGINEER, shall have the right to immediately terminate this AGREEMENT for violations of this provision by ENGINEER. L. Prohibition On Contracts With Companies Boycotting Israel ENGINEER 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, ENGINEER certifies that ENGINEER’S signature provides written verification to the CITY that ENGINEER: (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. M. 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, ENGINEER certifies that ENGINEER’S signature provides written verification to the CITY that ENGINEER, 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. N. Certificate of Interested Parties Electronic Filing In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the Government Code. The law states that the City may not enter into this contract unless the Contractor submits a disclosure of interested parties (Form 1295) to the City DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 16 of 17 at the time the Contractor submits the signed contract. The Texas Ethics Commission has adopted rules requiring the business entity to file Form 1295 electronically with the Commission. Contractor will be required to furnish a Certificate of Interest Parties before the contract is awarded, in accordance with Government Code 2252.908. The contractor shall: 1. Log onto the State Ethics Commission Website at : https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm 2. Register utilizing the tutorial provided by the State 3. Print a copy of the completed Form 1295 4. Enter the Certificate Number on page 2 of this contract. 5. Complete and sign the Form 1295 6. Email the form to purchasing@cityofdenton.com with the contract number in the subject line. (EX: Contract 1234 – Form 1295) The City must acknowledge the receipt of the filed Form 1295 not later than the 30th day after Council award. Once a Form 1295 is acknowledged, it will be posted to the Texas Ethics Commission’s website within seven business days. O. Agreement Documents This AGREEMENT, including its attachments and schedules, constitutes the entire AGREEMENT, which supersedes all prior written or oral understandings, and may only be changed by a written amendment executed by both parties. This AGREEMENT may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute but one and the same instrument. The following attachments and schedules are hereby made a part of this AGREEMENT: Attachment A - Scope of Services Attachment B - Compensation Attachment C - Amendments to Standard Agreement for Engineering Services Attachment D - Location Map These documents make up the AGREEMENT documents and what is called for by one shall be as binding as if called for by all. In the event of an inconsistency or conflict in any of the provisions of the AGREEMENT documents, the inconsistency or conflict shall be resolved by giving precedence first to the written AGREEMENT then to the AGREEMENT documents in the order in which they are listed above. Duly executed by each party’s designated representative to be effective on the date subscribed by the City Manager. DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 17 of 17 BY: CITY OF DENTON, TEXAS BY: ENGINEER City Manager Date:__________________ Halff Associates, Inc. Date:____________________________ THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms. _________________________ Signature _________________________ Title _________________________ Department Date Signed: ______________ APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY By: ATTEST: ROSA RIOS, CITY SECRETARY By:______________________________ _______________________________ TEXAS ETHICS COMMISSION CERTIFICATE NUMBER DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E          Attachment “A” Services – Page 1 of 5 ATTACHMENT “A” SERVICES Bonnie Brea Street Underground Electrical and Communication Relocations from Walt Parker Drive to Athletic Center North Drive This Attachment “A” defines the services Halff Associates, Inc. (Halff) will perform as part of the Bonnie Brea Street Electrical and Communication Relocations. The project limits along Bonnie Brea Street are from Walt Park Drive to the Athletic Center North Drive into Lot 83. See Attachment D for Project Limits. The relocation of feeders and conduit raceways will be defined by the length of the expansion of Bonnie Brae Street which interferes with the existing electrical primary feeder and ITS distribution. The electrical engineering design will include a new distribution system of switchgear to re-distributed from a location near the Athletic Center Parking Lot (Lot 83) and extend to the following: 1) Waranch Tennis Complex. 2) Wind Turbine connection panels. 3) Mean Green Village Building B (MGVB) 4) Utility connections at the Eagle Point Intramural Recreational Sports Fields, just east of the outdoor basketball court (south of the football practice fields) 5) Building P (Lovelace Stadium - Mean Green Village Softball Field) The ITS raceway will also be re-distributed from a location near the Athletic Center Parking Lot (Lot 83) and extend to the following: 1) Waranch Tennis Complex. 2) Mean Green Village Building B (MGVB) 3) Building P (Lovelace Stadium - Mean Green Village Softball Field) Additional information will need to be obtained from UNT Facilities to define the Design Criteria, UNT Best Practices, existing equipment conditions, and the best locations to tie the new conduit systems into the existing conduit systems where applicable. Coordination with UNT personnel and UNT’s data cabling designer/installer will be necessary for pre-planning the design effort, review of the proposed design, and approval to move forward in the design stages. DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E Attachment “A” Services – Page 2 of 5 Halff will provide the following services: I. Surveying. The Consultant shall provide surveying services, which, in general, may be defined as normal services applicable to a project of this type. Halff will supplement the surveys from the design of the South Bonnie Brea Paving and Drainage Improvements. We anticipate additional survey in the following locations: 1) south of Walt Park Drive and east of Bonnie Brea near the UNT Tennis Courts Building. The following will also apply. 1. Horizontal Control and Vertical benchmarks shown in the South Bonnie Brea Paving and Drainage Improvements Plans shall be verified. Halff will reestablished any missing or damaged points such that all points of construction shall be within 500 feet of a benchmark. Benchmarks should not be subject to loss during construction. Fire hydrants and similar appurtenances are not to be used for benchmarks. 2. Halff will review the surveyed area. Topographic features not included in the South Bonnie Brea Paving and Drainage Improvements will be surveyed along with any other features needed for design, review, permitting, construction and inspection of the project. Coverage will extend beyond the proposed rights-of-way far enough to integrate the design with the adjacent property features, including driveways and walkways. 3. Existing property corners, iron pins, etc. will be tied only if visible in the field during the survey. All utility work will be conducted within the street right of way. No right of way acquisition is anticipated so Halff will use Denton County Appraisal Data and property lines provided by the City to illustrate individual properties on the plans. II. Subsurface Utility Engineering – Halff will perform SUE in accordance with ASCE CI/ASCE 38-02 “Standard Guideline for the Collection and Depiction of Existing Subsurface Utility Data.” This standard defines the following Quality Levels: ƒ Quality Level A: Precise horizontal and vertical location of utilities obtained by the actual exposure (or verification of previously exposed and surveyed utilities) and subsequent measurement of subsurface utilities, usually at a specific point. Minimally intrusive excavation equipment is typically used to minimize the potential for utility damage. A precise horizontal and vertical location, as well as other utility attributes, is shown on plan documents. ƒ Quality Level B: Information obtained through the application of appropriate surface geophysical methods to determine the existence and approximate horizontal position of subsurface utilities. Quality Level B data should be reproducible by surface geophysics at any point of their depiction. This DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E Attachment “A” Services – Page 3 of 5 information is surveyed to applicable tolerances defined by the project and reduced onto plan documents. ƒ Quality Level C: Information obtained by surveying and plotting visible above-ground utility features and by using professional judgment in correlating this information to Quality Level D information. ƒ Quality Level D: Information derived from existing records or oral recollections. Halff will perform the following SUE services: 1. Locating (Vacuum Excavation) – Level A. Not included. 2. Designating – Level B. Halff will designate toneable subsurface utilities using geophysical prospecting equipment and mark with paint and/or pin flags within along Bonnie Brea Street from Walt Park Drive to the Athletic Center North Drive into Lot 83. We anticipate designating electric, communication, and gas lines within the project limits. We estimate approximately 18,500 LF of underground utilities to designate. See Attachment D for project limits. Designating irrigation lines, HDPE lines, gathering lines, asbestos concrete and/or pvc lines, as well as pvc lines without tracer wire or access is not included in this Work Authorization. Because of limited record information, Halff cannot guarantee that all utilities will be found and marked on the project. 3. Surveying – Level C. Not Included 4. Records Research – Level D. Not Included 5. SUE Field Manager / Professional Engineer. A SUE Field Manager will be on-site for a portion of this project for field crew supervision, field quality control, and coordination with on-site personnel. A Professional Engineer will be responsible for QA/QC, management of the contract, and coordination with the project team. 6. SUE Deliverables / CADD. Deliverables for the designating work will include an electronic file (Microstation and/or AutoCAD format) containing the horizontal locations of the utilities. The utilities will be overlaid onto the base / seed file provided by the City and/or Halff’s Design Engineer. A Test Hole Data Form will be completed and submitted to the City for each hole performed indicating depth, size, and material of utility. Electronic files will also be provided in Microstation and/or AutoCAD format along with PDFs. DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E Attachment “A” Services – Page 4 of 5 7. Traffic Control. Halff will provide routine/ordinary temporary work zone traffic control consisting of cones and free-standing signage for this project. It does not include lane closure(s), flag person(s), arrow board(s), changeable message board(s), or the preparation of engineered traffic control plans. If unique or additional traffic control situations are required, Halff will prepare a Supplemental Agreement and submit for approval to the City. Reimbursable costs include printing, deliveries, mileage, and other direct costs associated with the project. Reimbursable costs are included in the items described above. III. Construction Documents – Halff will attend site observations and meetings with UNT Facilities Department as well as UNT’s data cabling designer/installer to kick-off the design intent, and to provide guidance throughout the design process. The meetings will focus on the general design requirements and constructability to enhance the construction process and maintenance. Halff will provide the following plan and specification deliverables to confirm the design provided meets the UNT requirements for each of the reconnected locations: 1. Design Development – prepare design development plans for review by the client. Plans will include layout of relocated electrical and communication lines. 2. Construction Documents – with three deliverables (plans and specifications) a. Initial Progress Set b. Final Progress Set c. Documents Issued for Bidding / Construction IV. Bidding and Construction Services – Halff will attend a pre-proposal meeting to describe and discuss the project prior to Bids being delivered to the City of Denton. 1. Bidding – During the bidding phase, the Consultant will assist the City by addressing technical questions and preparing draft addenda for issuance by the City. The Consultant will attend one pre-bid meeting. The Consultant will assist the City in evaluating bids, attend the bid opening, and prepare the bid tabulation. 2. Construction Administration – Halff will attend a pre-construction meeting with the successful contractor prior to beginning the construction project to formalize the protocol and review the contractor’s construction schedule. Halff assumes the construction duration should be 8 months and will attend no more than eight (8) construction meetings on-site to meet with the contractor, review the construction progress, and answer questions. This includes the DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E Attachment “A” Services – Page 5 of 5 Final Punch List Observation. Halff will answer RFIs and will review shop drawings provided by the contractor. 3. Closure. The Consultant shall prepare “as built” plans, incorporating all changes provided by the Contractor and known variations to provide the City the best possible set of record drawings. The final record drawings shall be furnished on mylar, of the same specification as provided for in the Agreement and on CD. Miscellaneous. Miscellaneous services not provided for herein and not generally associated with a project of this type will be paid for under an amendment to this Agreement and for an additional fee. These services include but are not limited to: 1. Additional Site visits or meetings. 2. Significant design revisions following substantial completion of the Construction Documents 3. Modifications to documents after documents are issued for construction. 4. Modification to documents to meet budgeting constraints of other disciplines. 5. Design and/or modifications to systems not within the scope of the project. 6. Preparation of any special interim sets of Construction documents for phased construction other than previously stated. 7. Additional labor or overtime, due to lack of information and/or background drawings in a timely manner, to complete the project. 8. Design for additional power connections or circuiting to other devices / equipment. 9. Preparation or submittal of any design calculations. 10. Printing of Drawings and Specifications for Bidding. 11. Bid evaluation and management. 12. Filing fees and permits fees. 13. As-built drawings for the Owner. 14. Coordination with insurance companies, attorneys, or banking institutions. 15. Quality control and material testing serviced during construction 16. Construction inspection DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E Attachment “B” Compensation – Page 1 of 2 ATTACHMENT “B” COMPENSATION Bonnie Brea Street Underground Electrical and Communication Relocations from Walt Parker Drive to Athletic Center North Drive The estimated fees for the items established above shall be considered cost plus max time and material estimates and will be invoiced monthly based on work completed. Halff’s fee schedule is included for reference at the end of this sections. Reimbursable costs include printing, deliveries, mileage, and other direct costs associated with the project. The fee summary below itemizes the fees for each task. FEE SUMMARY Tasks Fee Surveying 6,600.00$ Sub-Surface Utility Engineering (SUE)20,240.00$ Construction Documents 123,000.00$ Bidding and Construction Services 35,000.00$ Total 184,840.00$ The fees and budgets established above do not include City and State Permit fees. The fees and budgets established above do not include revisions once the design is underway. If revisions are requested by the owner, a revision to the scope and budget will be required. Miscellaneous Services – The fee for additional services not provided herein will be negotiated based on the scope of work and included in a contract amendment. RATE SCHEDULE Labor Category (Specialty): Architect Engineer (Civil, Structural, Mechanical, Electrical, Oil & Gas) Scientist (Environmental and Geological) Landscape/Planner Surveyor Field Tech (Survey, SUE, Environmental & Construction) Office Tech (CADD, Designer & Surveyor) Administrative (Accounting, Assistant, Marketing & Human Resources) Specialist (GIS, ROW, Visualization & IT) Intern See range of rates on the following page. DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E Attachment “B” Compensation – Page 2 of 2 >Žǁ ,ŝŐŚ / ϴϮ͘ϬϬ ϵϯ͘ϬϬ // ϵϲ͘ϬϬ ϭϮϳ͘ϬϬ /// ϭϯϰ͘ϬϬ ϭϳϭ͘ϬϬ /s ϮϭϮ͘ϬϬ ϮϮϲ͘ϬϬ s Ϯϯϵ͘ϬϬ ϯϯϱ͘ϬϬ / ϵϰ͘ϬϬ ϭϭϯ͘ϬϬ // ϭϭϰ͘ϬϬ ϭϰϵ͘ϬϬ /// ϭϱϭ͘ϬϬ ϭϵϮ͘ϬϬ /s ϭϴϴ͘ϬϬ Ϯϰϱ͘ϬϬ s Ϯϰϳ͘ϬϬ ϯϲϭ͘ϬϬ / ϳϴ͘ϬϬ ϴϲ͘ϬϬ // ϭϬϭ͘ϬϬ ϭϮϮ͘ϬϬ /// ϭϯϳ͘ϬϬ ϭϲϲ͘ϬϬ /s ϭϲϵ͘ϬϬ ϭϴϮ͘ϬϬ s ϮϮϴ͘ϬϬ ϯϲϭ͘ϬϬ / ϳϯ͘ϬϬ ϴϳ͘ϬϬ // ϵϭ͘ϬϬ ϭϭϰ͘ϬϬ /// ϭϮϱ͘ϬϬ ϭϱϴ͘ϬϬ /s ϭϲϯ͘ϬϬ ϮϬϴ͘ϬϬ s Ϯϭϲ͘ϬϬ ϯϱϭ͘ϬϬ / ϴϲ͘ϬϬ ϵϴ͘ϬϬ // ϵϵ͘ϬϬ ϭϮϮ͘ϬϬ /// ϭϰϰ͘ϬϬ ϭϰϰ͘ϬϬ /s ϭϱϰ͘ϬϬ ϭϵϮ͘ϬϬ / ϱϱ͘ϬϬ ϳϬ͘ϬϬ // ϳϬ͘ϬϬ ϴϰ͘ϬϬ /// ϴϮ͘ϬϬ ϭϭϭ͘ϬϬ /s ϭϮϯ͘ϬϬ ϭϰϯ͘ϬϬ s ϭϲϲ͘ϬϬ ϮϮϯ͘ϬϬ / ϰϳ͘ϬϬ ϳϬ͘ϬϬ // ϳϭ͘ϬϬ ϴϴ͘ϬϬ /// ϴϵ͘ϬϬ ϭϭϯ͘ϬϬ /s ϭϭϰ͘ϬϬ ϭϰϵ͘ϬϬ s ϭϰϲ͘ϬϬ ϭϴϴ͘ϬϬ / ϯϭ͘ϬϬ ϳϬ͘ϬϬ // ϳϮ͘ϬϬ ϴϴ͘ϬϬ /// ϴϴ͘ϬϬ ϭϭϯ͘ϬϬ /s ϭϭϴ͘ϬϬ ϭϰϴ͘ϬϬ s ϳϵ͘ϬϬ ϯϲϭ͘ϬϬ / ϳϰ͘ϬϬ ϵϰ͘ϬϬ // ϵϴ͘ϬϬ ϭϮϴ͘ϬϬ /// ϭϮϮ͘ϬϬ ϭϳϭ͘ϬϬ /s ϭϳϴ͘ϬϬ Ϯϭϰ͘ϬϬ s Ϯϰϱ͘ϬϬ ϯϰϯ͘ϬϬ /ŶƚĞƌŶ Ϯϵ͘ϬϬ ϳϮ͘ϬϬ ^ƉĞĐŝĂůŝƐƚ >ĂďŽƌĂƚĞŐŽƌLJ >ĞǀĞů ŝůůŝŶŐZĂƚĞZĂŶŐĞ ƌĐŚŝƚĞĐƚ ŶŐŝŶĞĞƌ ^ĐŝĞŶƚŝƐƚ >ĂŶĚƐĐĂƉĞͬ WůĂŶŶĞƌ ^ƵƌǀĞLJŽƌ &ŝĞůĚdĞĐŚ KĨĨŝĐĞdĞĐŚ ĚŵŝŶŝƐƚƌĂƚŝǀĞ *The above rates are valid for a twelve-month period commencing on execution of the contract. All rates are subject to annual adjustment (typically July) which will be submitted to Owner for review no later than thirty (30) days prior to such escalation becomes effective. DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E Attachment C PMO Release Date: 05.19.2010 Page 1 of 1 ATTACHMENT “C” CHANGES AND AMENDMENTS TO STANDARD AGREEMENT Engineering Services for Bonnie Brea Street Underground Electrical and Communication Relocations Revised Article IV.J.2.g – Any deductible or self-insured retention in excess of $250,000.00 that would change or alter the requirements herein is subject to approval by the CITY in writing, if coverage is not provided on a first-dollar basis. The CITY, at it sole discretion, may consent to alternative coverage maintained through insurance pools or risk retention groups. Dedicated financial resources or letters of credit may also be acceptable to the CITY. Notwithstanding the foregoing, the CITY acknowledges and accepts that ENGINEER’S deductible for the Professional Liability Insurance policy is $250,000 and is accepted by CITY and will not be increased without CITY’s consent. DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E                        ) )                                                              ) )) ) ) )            ) ) ) )) ) ))) ))                                                                )))) )))))) )))) ))))))))))) ))) ))) )) -                                  ) ) ) ) ) ) ) )))))))))))) ))))) )))))))))))) )))   , , ,)) ) ) )                                 " " "                                i i i   Walt Parker Dr S Bonnie Brae StS Bonnie Brae StPower Features  Power Box  Power Conduit Power Ductback Power Handhole )Power Manhole Power Meter Power Plug Power Pullbox  Power Switchgear Power Transformer Power Conduit Overhead Power Line Power Ductbank Power Transmission One Line Sanitary Sewer Features Sanitary Sewer Pipe Point )Sanitary Sewer Manhole Sanitary Sewer Cleanout Sanitary Sewer Pipe Storm Drain Features Storm Drain Sump  Storm Drain Outlet Storm Drain Point )Storm Drain Manhole Storm Drain Inlet Storm Drain Pipe Irrigation Features  Irrigation Box Irrigation Controller )Irrigation Pipe Point  Irrigation Valve Irrigation Pipe Water Features  Water Vault  Water Valve )Water Pipe Point Water Meter Water Pipe Gas Features Gas Meter )Gas Pipe Point Gas Trace Station Gas Pipe Fire Features  Fire Department Connection i Fire Hydrant Fire Pipe Point  Fire Valve Fire Protection Pipe Data Features  Data Box Data Above Ground Marker  Data Conduit Data Handhold )Data Manhole ,Data Pedestal Data One Line Data Conduit Miscellaneous Features Hose Bib Lighting Unknown Utility Feature "Turbine Abandoned Point Abandoned Pipe 0 100 200Feet  1 Inch = 200 Feet Attachment D Walt Parker Dr Athletic Center North Drive (into Lot 83) North Bonnie Brea Street Electrical and Communication Relocations April 12, 2019 Project Limits DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E EEhEEEtEE 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 E EhEEEEectEEnEEEEtemEEEEncEEEEnEEEEEEaEtEEAEEEEEEEEEDEEEmEEtEEeEcEmEEeteEEEEEEeachEEEEEceEEEEthEEhEmEtheEEenEEEEhaEEanEemEEEEmentEEEEEtheEEEEEEneEEEEeEatEEnEhEEE aEEEeEEneEEEEEEe c t EEnEEEEEEEEEEEaEEEEEcaEEEEEeEnmentEEEEeEEEAttachEaEEEtEEnaEEEaEeEEtEEthEEEEEEmEEEEEaEEneceEEaEEEE E AE EEEtheEEEcaEEEEEeEnmentEEEEEceEEnameEEEnEthEEEEectEEnEEeceEEEnEEEEEEEEeEEEtEEEeceEEeEtaEaEEeEEncEmeEEEtheEEthanEEnEeEtmentEEncEmeEEEEEmEtheEEenEEEEE E EE EeEEEEE E EE EEEtheEEenEEEEEeceEEEnEEEEEEEEeEEEtEEEeceEEeEtaEaEEeEEncEmeEEEtheEEthanEEnEeEtmentEEncEmeEEEEEmEEEEatEtheEEEEectEEnEEEEtheEEEcaEEEEEeEnmentEEEEEceEE nameEEEnEthEEEEectEEnEAEDEtheEtaEaEEeEEncEmeEEEEnEtEEeceEEeEEEEEmEtheEEEcaEEEEEeEnmentaEEentEtEEE E EE EeEEEEE E EE EEEtheEEEEeEEEEEthEEEEEeEtEEnnaEEeEemEEEEeEEEEEaEcEEEEEatEEnEEEEEtheEEEEEEneEEEentEtEEEEthEEeEEectEtEEEhEchEtheEEEcaEEEEEe EnmentEEEEEceEEEeEEeEEaEEanE EEEEceEEEEEEEEectEEEEEEEhEEEEEanEEEneEEhEEEEEEEneEEeEcentEEEEmEEeEE E E EE EeEEEEE E DEEDeEcEEEeEeachEemEEEEmentEEEEEEEEneEEEanEEEamEEEEEeEatEEnEhEEEEEthEtheEEEcaEEEEEeEnmentEEEEEceEEnameEEEnEthEEEEectEEnEE E E E 4 I have no Conflict of Interest to disclose. E 5 E E E E E EEEnatEEeEEEEEenEEEEEEEnEEEEEEneEEEEEthEtheEEEEeEnmentaEEentEtEE DateE DocuSign Envelope ID: F2DED4A1-E42B-4F76-B9F2-768E52D0309E                 Certificate Of Completion Envelope Id: F2DED4A1E42B4F76B9F2768E52D0309E Status: Completed Subject: Please DocuSign: City Council Contract 6590-075 Source Envelope: Document Pages: 28 Signatures: 6 Envelope Originator: Certificate Pages: 6 Initials: 1 Laura Hermosillo AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) 901B Texas Street Denton, TX 76209 laura.hermosillo@cityofdenton.com IP Address: 129.120.6.150 Record Tracking Status: Original 9/24/2019 2:58:58 PM Holder: Laura Hermosillo laura.hermosillo@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Laura Hermosillo laura.hermosillo@cityofdenton.com Senior Buyer City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 129.120.6.150 Sent: 9/24/2019 3:25:34 PM Viewed: 9/24/2019 3:25:51 PM Signed: 9/24/2019 3:25:58 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 129.120.6.150 Sent: 9/24/2019 3:26:01 PM Viewed: 9/24/2019 3:52:11 PM Signed: 9/24/2019 3:52:49 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Mack Reinwand mack.reinwand@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 129.120.6.150 Sent: 9/24/2019 3:52:52 PM Viewed: 9/25/2019 11:04:00 AM Signed: 9/25/2019 11:09:42 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Brian Haynes bhaynes@halff.com Vice President Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 173.227.66.227 Sent: 9/25/2019 11:09:44 AM Resent: 9/25/2019 1:32:23 PM Resent: 9/26/2019 4:10:39 PM Viewed: 9/26/2019 5:28:17 PM Signed: 9/26/2019 5:33:30 PM Electronic Record and Signature Disclosure: Accepted: 9/26/2019 5:28:16 PM ID: 1c0a5ded-2cce-4a65-85a2-479ef1e19cac Signer Events Signature Timestamp Todd Estes Todd.Estes@cityofdenton.com City Engineer Capital Projects Security Level: Email, Account Authentication (None) Signature Adoption: Drawn on Device Using IP Address: 174.206.7.109 Signed using mobile Sent: 9/25/2019 1:39:18 PM Viewed: 9/25/2019 1:39:53 PM Signed: 9/25/2019 1:40:19 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Cheyenne Defee cheyenne.defee@cityofdenton.com Contract Administrator City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 129.120.6.150 Sent: 9/26/2019 5:33:32 PM Viewed: 10/17/2019 7:54:33 AM Signed: 10/17/2019 7:54:51 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Todd Hileman Todd.Hileman@cityofdenton.com City Manager City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 129.120.6.150 Sent: 10/17/2019 7:54:54 AM Viewed: 10/17/2019 2:22:04 PM Signed: 10/17/2019 2:22:15 PM Electronic Record and Signature Disclosure: Accepted: 7/25/2017 11:02:14 AM ID: 57619fbf-2aec-4b1f-805d-6bd7d9966f21 Rosa Rios rosa.rios@cityofdenton.com City Secretary Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 129.120.6.150 Sent: 10/17/2019 2:22:18 PM Viewed: 10/21/2019 11:40:17 AM Signed: 10/21/2019 11:40:49 AM Electronic Record and Signature Disclosure: Accepted: 10/21/2019 11:40:17 AM ID: 597323ab-74c7-4792-8299-27a2cfa07124 In Ierson Signer Events Signature Timestamp Editor DeliverI Events Status Timestamp Igent DeliverI Events Status Timestamp IntermediarI DeliverI Events Status Timestamp CertiIied DeliverI Events Status Timestamp CarIon CopI Events Status Timestamp Cheyenne Defee cheyenne.defee@cityofdenton.com Contract Administrator City of Denton Security Level: Email, Account Authentication (None) Sent: 9/24/2019 3:26:00 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign CarIon CopI Events Status Timestamp Sherri Thurman sherri.thurman@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None) Sent: 9/24/2019 3:26:00 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane Richardson jane.richardson@cityofdenton.com Assistant City Secretary City of Denton Security Level: Email, Account Authentication (None) Sent: 10/17/2019 2:22:18 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Annie Bunger Annie.Bunger@cityofdenton.com Contract Control Specialist City of Denton Security Level: Email, Account Authentication (None) Sent: 10/21/2019 11:40:52 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Iitness Events Signature Timestamp IotarI Events Signature Timestamp Envelope SummarI Events Status Timestamps Envelope Sent Hashed/Encrypted 10/21/2019 11:40:52 AM Certified Delivered Security Checked 10/21/2019 11:40:52 AM Signing Complete Security Checked 10/21/2019 11:40:52 AM Completed Security Checked 10/21/2019 11:40:52 AM IaIment 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 providing to you such notices and disclosures electronically through your DocuSign, Inc. (DocuSign) Express user account. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to these terms and conditions, please confirm your agreement by clicking the 'I agree' button at the bottom of this document. Getting paper copies At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. For such copies, as long as you are an authorized user of the DocuSign system you will have the ability to download and print any documents we send to you through your DocuSign user account for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a $0.00 per-page fee. You may request delivery of such paper copies from us by following the procedure described below. Withdrawing your consent If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below. 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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 electronically to you through your DocuSign user account all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. !!"   "!      ! !  #   How to contact City of Denton: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: purchasing@cityofdenton.com To advise City of Denton of your new e-mail address To let us know of a change in your e-mail address where we should send notices and disclosures electronically to you, you must send an email message to us at melissa.kraft@cityofdenton.com and in the body of such request you must state: your previous e-mail address, your new e-mail address. We do not require any other information from you to change your email address.. 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By checking the 'I Agree' box, I confirm that: • I can access and read this Electronic CONSENT TO ELECTRONIC RECEIPT OF ELECTRONIC RECORD AND SIGNATURE DISCLOSURES document; and • I can print on paper the disclosure or save or send the disclosure to a place where I can print it, for future reference and access; and • Until or unless I notify City of Denton as described above, I consent to receive from exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to me by City of Denton during the course of my relationship with you.