6818 Executed HR Green short term Agreement
Docusign City Manager Approval Transmittal Coversheet
File Name
Purchasing Contact
Piggy Back Option
Contract Expiration
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no
n/a
Rebecca Hunter
6818
Development Services Review - Initial Assessment
RFQ
Request for City Manager Approval of Purchase
DATE: August 10, 2018 Questions concerning this
acquisition may be directed
DEPARTMENT: Development Services to Todd Estes (940) 349-8917.
ACM: Mario Canizares
SUBJECT
Approve a 30-day agreement for consulting services to conduct an initial assessment, backlog
reduction, and process refinement for Development Services in the not to exceed amount of
$90,289.
BID/FILE INFORMATION
RFQ 6818 for Development Review Consulting Services
PRIOR ACTION/VIEW (COUNCIL, BOARDS, COMMISSIONS)
N/A
RECOMMENDATION
N/A
PRINCIPAL PLACE OF BUSINESS
HR Green, Inc.
Cedar Rapids, Iowa
STAFF ESTIMATE
N/A
ESTIMATED SCHEDULE OF PROJECT
N/A
CONTRACT ADMINISTRATOR
Todd Estes, Director of Capital Projects/City Engineer
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City Manager Approval Request
Page 2
EXHIBITS
Exhibit 1 – Agreement
Requested by:
Lori Hewell
Purchasing Manager
Ext. 7148
Respectfully submitted:
Purchasing
Expenditure Approved:
__________________________
City Manager or Designate
__________________________
Date
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8/13/2018
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Professional Services Agreement Page 1
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6818
DEVELOPMENT SERVICES REVIEW - INITIAL ASSESSMENT
PROJECT NO. 6818
PROFESSIONAL SERVICES AGREEMENT
THIS AGREEMENT is made and entered by and between the CITY OF DENTON,
a Texas home-rule municipal corporation (“City”), and HR Green, Inc., an Iowa
Corporation, (“Consultant”), to be effective from and after the date as provided herein.
W I T N E S S E T H:
WHEREAS, the City desires to engage the services of the Consultant to conduct
an initial assessment, backlog reduction, and process refinement for Development
Engineering Review Services to be performed in the City of Denton, Denton County,
Texas, hereinafter referred to as the “Project”; and
WHEREAS, the Consultant desires to render such consulting services for the City
upon the terms and conditions provided herein.
NOW, THEREFORE, for and in consideration of the covenants contained herein,
and for the mutual benefits to be obtained hereby, the parties hereto agree as follows:
I. Employment of the Consultant
The City hereby agrees to retain the Consultant to perform professional consulting
services in connection with the Project. Consultant agrees to perform such services in
accordance with the terms and conditions of this Agreement.
II. Scope of Services
The parties agree that Consultant shall perform such services as are set forth and
described in Exhibit “A”, which is attached hereto and thereby made a part of this
Agreement. The parties understand and agree that deviations or modifications in the form
of written contract modifications may be authorized from time to time by the City.
Consultant shall perform its services with that degree of skill and care ordinarily exercised
by professional firms providing similar services in the same locality.
III. Schedule of Work
The Consultant agrees to commence work immediately upon execution of this
Agreement, and to proceed diligently with said work, except for delays beyond the
reasonable control of Consultant, to completion as described in the Completion Schedule,
attached hereto as Exhibit “B” and thereby made a part of this Agreement. Delays beyond
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the reasonable control of Consultant, including both force majeure or items reserved to
the City, shall be the basis for equitable adjustments to the Completion Schedule as
agreed upon by City and Consultant.
IV. Compensation and Method of Payment
The parties agree that Consultant shall be compensated for all services provided
pursuant to this Agreement in the amount and manner described and set forth in the
Payment Schedule attached hereto and incorporated herein as Exhibit “C”. The contract
amount specified in Exhibit “C” shall not be exceeded without the written permission of
the City.
V. Information to be Provided by the City
The City agrees to furnish, prior to commencement of work, all that information
requested by Consultant and available in City’s files. Consultant may reasonably rely on
the accuracy of information furnished, consistent with professional standard of care, and
City agrees that Consultant assumes no liability for work performed by others, including
consultants under direct engagement with the City.
VI. Insurance
Consultant agrees to meet all insurance requirements, and to require all
consultants who perform work for Consultant to meet all insurance requirements, as set
forth on Exhibit "D", which is attached hereto and thereby made a part of this Agreement.
Consultant agrees to notify the City of any material changes in insurance policy
coverage required under this contract, including but not limited to changes in limits and
cancellation. The Consultant shall notify the City in writing of such changes within forty-
eight (48) hours of the change. The Consultant’s notice shall include a description of the
changes and how those changes vary from the insurance requirements of the
contract/agreement.
VII. INDEMNITY
WITH RESPECT TO PROFESSIONAL SERVICES, THE CONSULTANT
AGREES TO INDEMNIFY AND HOLD THE CITY AND ITS RESPECTIVE OFFICERS
AND EMPLOYEES, HARMLESS FROM LIABILITY, INCLUDING JUDGEMENT,
FINES, DAMAGES AND COSTS, INCLUDING REASONABLE ATTORNEY FEES,
CAUSED BY THE NEGLIGENT ACTS, ERRORS OR OMISSIONS OR WILLFUL
MISCONDUCT OF CONSULTANT, ITS OFFICERS, AGENTS, EMPLOYEES, OR ANY
OTHER ENTITY OVER WHICH CONSULTANT EXERCISES CONTROL.
WITH RESPECT TO LIABILITY ARISING FROM OTHER THAN
PROFESSIONAL SERVICES, CONSULTANT SHALL DEFEND, INDEMNIFY AND
HOLD THE CITY AND ITS RESPECTIVE OFFICERS, AND EMPLOYEES, HARMLESS
AGAINST ANY AND ALL DAMAGES, LIABILITY, JUDGMENTS, FINES, , COSTS AND
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EXPENSES, INCLUDING REASONABLE ATTORNEY FEES, PERSONAL INJURY
(INCLUDING DEATH), PROPERTY DAMAGE OR OTHER HARM OR VIOLATIONS
FOR WHICH RECOVERY OF DAMAGES, FINES, OR PENALTIES IS SOUGHT,
SUFFERED BY ANY PERSON OR PERSONS, THAT MAY ARISE OUT OF OR BE
OCCASIONED BY THE CONSULTANT’S, OR ITS OFFICER’S, AGENT’S,
EMPLOYEE’S, CONSULTANT’S, REPRESENTATIVE’S OR ANY OTHER ENTITY
OVER WHICH THE CONSULTANT EXERCISES CONTROL’S, NEGLIGENCE,
INTENTIONALLY TORTIOUS CONDUCT, INFRINGEMENT UPON INTELLECTUAL
PROPERTY RIGHTS, OR FAILURE TO PAY A SUBCONTRACTOR OR SUPPLIER.
THE INDEMNITY PROVIDED FOR IN THIS PARAGRAPH SHALL NOT APPLY TO
ANY LIABILITY RESULTING FROM THE SOLENEGLIGENCE OF THE CITY AND ITS
OFFICERS, AGENTS, EMPLOYEES OR SEPARATE CONSULTANTS. THE CITY
DOES NOT WAIVE ANY GOVERNMENTAL IMMUNITY OR OTHER DEFENSES
AVAILABLE TO IT UNDER TEXAS OR FEDERAL LAW. THE PROVISIONS OF THIS
PARAGRAPH ARE SOLELY FOR THE BENEFIT OF THE PARTIES HERETO AND
ARE NOT INTENDED TO CREATE OR GRANT ANY RIGHTS, CONTRACTUAL OR
OTHERWISE, TO ANY OTHER PERSON OR ENTITY.
CITY RESERVES THE RIGHT TO PROVIDE A PORTION OR ALL OF ITS OWN
DEFENSE; HOWEVER, CITY IS UNDER NO OBLIGATION TO DO SO. ANY SUCH
ACTION BY CITY IS NOT TO BE CONSTRUED AS A WAIVER OF CONSULTANT’S
OBLIGATION TO DEFEND CITY OR AS A WAIVER OF CONSULTANT’S
OBLIGATION TO INDEMNIFY CITY PURSUANT TO THIS AGREEMENT.
CONSULTANT SHALL RETAIN DEFENSE COUNSEL WITHIN SEVEN (7) BUSINESS
DAYS OF CITY’S WRITTEN NOTICE THAT CITY IS INVOKING ITS RIGHT TO
INDEMNIFICATION UNDER THIS AGREEMENT. IF CONSULTANT FAILS TO
RETAIN COUNSEL WITHIN THE REQUIRED TIME PERIOD, CITY SHALL HAVE THE
RIGHT TO RETAIN DEFENSE COUNSEL ON ITS OWN BEHALF AND CONSULTANT
SHALL BE LIABLE FOR ALL COSTS INCURRED BY THE CITY.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE CITY AGREES TO LIMIT THE
CONSULTANT’S LIABILITY UNDER THIS SECTION TO THE AMOUNT OF
AVAILABLE INSURANCE PROCEEDS, REGARDLESS OF LEGAL THEORY PLED.
VIII. Independent Contractor
Consultant covenants and agrees that Consultant is an independent contractor
and not an officer, agent, servant or employee of City; that Consultant shall have exclusive
control of and exclusive right to control the details of the work performed hereunder and
all persons performing same, and shall be responsible for the acts and omissions of its
officers, agents, employees, contractors, subcontractors and consultants; that the
doctrine of respondent superior shall not apply as between City and Consultant, its
officers, agents, employees, contractors, subcontractors and consultants, and nothing
herein shall be construed as creating a partnership or joint enterprise between City and
Consultant.
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IX. Assignment and Subletting
The Consultant and City agree that neither this Agreement nor the work to be
performed hereunder will be assigned or sublet without the prior written consent of the
other. The Consultant further agrees that the assignment or subletting of any portion or
feature of the work or materials required in the performance of this Agreement shall not
relieve the Consultant from its full obligations to the City as provided by this Agreement.
X. Audits and Records/Prohibited Interest
The Consultant agrees that at any time during normal business hours and as often
as City may deem necessary, Consultant shall make available to representatives of the
City for examination all of its records with respect to all matters covered by this
Agreement, and will permit such representatives of the City to audit, examine, copy and
make excerpts or transcripts from such records, and to make audits of all contracts,
invoices, materials, payrolls, records of personnel, conditions of employment and other
data relating to all matters covered by this Agreement, all for a period of one (1) year from
the date of final settlement of this Agreement or for such other or longer period, if any, as
may be required by applicable statute or other lawful requirement.
The Consultant agrees that it is aware of the prohibited interest requirements of
the City Charter and Ethics Ordinance and will abide by the same. Further, a lawful
representative of Consultant will execute any required certifications of the same.
XI. Contract Termination
The parties agree that City shall have the right to terminate this Agreement with or
without cause upon thirty (30) days written notice to Consultant. In the event of such
termination, Consultant shall deliver to City all finished or unfinished documents, data,
studies, surveys, drawings, maps, models, reports, photographs or other items prepared
by Consultant in connection with this Agreement. Consultant shall be entitled to
compensation for any and all work completed to the satisfaction of City in accordance
with the provisions of this Agreement prior to termination. In the event of termination for
City’s convenience, Consultant shall be compensated for reasonable costs of termination,
including any requested transition efforts by the City.
XII. Consultant’s Opinion of Probable Construction Costs
The parties recognize and agree that any and all opinions of probable construction
costs prepared by Consultant in connection with the Project represent the professional
judgment of Consultant as a design professional familiar with the construction industry,
but that the Consultant does not guarantee that any bids solicited or received in
connection with the Project will not vary from opinions prepared by Consultant.
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XIII. Ownership of Documents
Original drawings and specifications are the property of the Consultant; however,
the Project is the property of the City and Consultant may not use the drawings and
specifications therefor for any purpose not relating to the Project without City's consent.
City shall be furnished with such reproductions of drawings and specifications as City may
reasonably require. Upon completion of the work or any earlier termination of this
Agreement under Article XI, Consultant will revise drawings to reflect those changes
relayed to Consultant during construction and he will promptly furnish the City with one
(1) complete set of reproducible record prints. Prints shall be furnished, as an additional
service, at any other time requested by City. All such reproductions shall be the property
of the City who may use them without Consultant's permission for any proper purpose
including, but not limited to, additions to or completion of the Project. However, use of
the documents for other than their intended purpose shall be at the sole risk of the City.
XIV. Certification
Consultant certifies that it does not and will not boycott Israel during the term of
this Contract and will execute any required certifications of the same.
XV. Complete Contract & Conflicts
This Agreement, including the Exhibits lettered “A” through “F”, constitute the entire
agreement by and between the parties regarding the subject matter hereof and
supersedes all prior or contemporaneous written or oral understandings. This Agreement
may only be amended, supplemented, modified or canceled by a duly executed written
instrument. In case of any conflict between this Agreement and in the attached exhibits,
the language in this Agreement shall prevail.
XVI. Mailing of Notices
Unless instructed otherwise in writing, Consultant agrees that all notices or
communications to City permitted or required under this Agreement shall be addressed
to City at the following address:
City of Denton
City Manager’s Office
215 E. McKinney St.
Denton, TX 76201
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City agrees that all notices or communications to Consultant permitted or required
under this Agreement shall be addressed to Consultant at the following address:
___________________________________________
___________________________________________
___________________________________________
___________________________________________
All notices or communications required to be given in writing by one party or the
other shall be considered as having been given to the addressee on the date such notice
or communication is posted by the sending party.
XVII. Miscellaneous
A. Paragraph Headings:
The paragraph headings contained herein are for convenience only and are not
intended to define or limit the scope of any provision in this Agreement.
B. Contract Interpretation:
Although this Agreement is drafted by the City, should any part be in dispute, the
parties agree that the Agreement shall not be construed more favorably for either party.
C. Venue/Governing Law:
The parties agree that the laws of the State of Texas shall govern this Agreement,
and that it is performable in Denton County, Texas. Exclusive venue shall lie in Denton
County, Texas.
D. Successors and Assigns:
City and Consultant, and their partners, successors, subcontractors, executors,
legal representatives, and administrators are hereby bound to the terms and conditions
of this Agreement.
E. Severability:
In the event a term, condition, or provision of this Agreement is determined to be
void, unenforceable, or unlawful by a court of competent jurisdiction, then that term,
condition, or provision, shall be deleted and the remainder of the Agreement shall remain
in full force and effect.
DocuSign Envelope ID: 1D5F4457-509B-4B21-922E-BF7F4755E495
87120 Earhart Lane SW
52404
James E. Halverson
Cedar Rapids, IA
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F. Effective Date:
This Agreement shall be effective on August 6, 2018.
G. Authority to Sign:
The undersigned officers and/or agents of the parties hereto are the properly
authorized officials and have the necessary authority to execute this Agreement on behalf
of the parties hereto.
SIGNED on the date indicated below.
HR GREEN, INC.,
An IOWA CORPORATION
DATE: _____________________ BY:_____________________________
NAME: __________________________
TITLE: __________________________
CITY OF DENTON
DATE: BY:_____________________________
Todd Hileman, CITY MANAGER
ATTEST:
Jennifer Walters,
CITY SECRETARY
THIS AGREEMENT HAS BEEN
BOTH REVIEWED AND APPROVED
as to financial and operational
obligations and business terms.
_______________ ________________
SIGNATURE PRINTED NAME
__________________________________
TITLE
__________________________________
DEPARTMENT
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Capital Projects
Todd Estes
Director/City Engineer
Jim Halverson
8/13/2018
Principal/Vice President
8/13/2018
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APPROVED AS TO FORM:
Aaron Leal,
CITY ATTORNEY
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EXHIBIT "A"
Initial Assessment, Backlog Reduction, and Process Refinement
This assignment will begin with a Kick-Off Meeting of the HR Green’s (COMPANY) core group with staff
from the Development Engineering Review Group (CLIENT). COMPANY will dedicate up to two full-time
resources for up to 30-days to learn and manage the practices being utilized. All resources during this
period will be on site in Denton, Texas. Establishing additional plan review centers within HR Green’s
offices will also serve to provide additional capacity and technical resources to reduce the backlog of
permits.
Task 1 – Attend City Council Work Session: COMPANY will have two resources attend a City
Council work session scheduled for Monday, August 6, 2018. COMPANY will also provide
information to the CLIENT to prepare the presentation for this work session. COMPANY
understands that CLIENT will present information and COMPANY responsibility is to respond to
questions.
Task 2 - Kick-off Meeting with Staff: COMPANY will meet with City Leadership and members of
the Development Review Engineering Department to discuss codes, covenants, ordinances,
development agreements, processes and technology used. Items on the agenda include:
a. Discuss and review our approach, establish protocol for prioritization of plan reviews
b. Discuss with Engineering and Public Works the standard details currently being used and
the possibility of implementing the new standards from the Design and Construction
Criteria Manuals
c. Review any checklists currently being used to conduct plan reviews
d. Discuss any known conflicts or codes, ordinances or regulations and how decisions are
made when the conflicts are identified
e. Identify best management practices (BMPs) used for MS4 permits
f. Document how reviews are distributed to different departments:
i. Who are points of contact?
ii. When do outside agencies need to be involved and for what approvals?
Task 3 – Transition Cases Currently Under Review: COMPANY is aware that CLIENT has assigned
several cases to another review team and it is the CLIENT’s intent to reassign these cases to
COMPANY. Based on this understanding, CLIENT will share the contact information of
appropriate staff from the designated firm and permit COMPANY representatives to work with
said firm and transition cases to COMPANY for processing.
CLIENT acknowledges that some cases where reviews were initiated but not completed will be
subject to additional effort. In addition, CLIENT acknowledges that COMPANY is not responsible
for the quality, validity, or completeness of projects subject to engineering review being
transitioned to COMPANY.
The transition of these cases will focus on the following:
a. Discuss the standard details currently being used from the Design and Construction
Criteria Manuals
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b. Review any checklists currently being used to conduct plan reviews
c. Discuss any known conflicts or codes, ordinances or regulations and how decisions are
made when the conflicts are identified
Task 4 - Establish Core Group to Assess and Assume Program Management Responsibilities for
Denton Engineering Review Group: COMPANY will place up to two full-time staff in Denton City
Hall to learn current processes and status of active reviews from current CITY staff; prioritize
reviews for completion; and assign reviews to staff with the goal to reduce backlog of reviews
and get turn-around times to an acceptable level. During this phase, COMPANY will estimate
how many staff would be needed to complete the plan review workload while keeping turn-
around times to targeted CLIENT goals assuming that this function will be outsourced to
COMPANY. COMPANY will work with the CLIENT to provide a scalable solution to match the
plan review workload.
The term of this assessment and program management responsibilities will terminate within 30-
days of project initiation. At that time, COMPANY will transition to a long-term agreement that
extends for a minimum of one-year with renewal provisions.
The CLIENT acknowledges that COMPANY representatives present during this 30-day period will
establish permanent residency in Denton, Texas. Additionally, COMPANY representatives will be
allowed to commute to their permanent homes from time to time. COMPANY will commit to
have one representative on-site for the duration of this agreement.
In addition to this core team, COMPANY will have the ability to engage up to two additional
resources from one or more of COMPANY’s remote offices to complete engineering reviews of
plans submitted for City review and approval. Reviews completed by these offices can also
utilize electronic plan review technology. COMPANY will be responsible for providing resources
with the appropriate orientation so that efforts focus on applying policies and practices in the
City of Denton, Texas.
Task 5 -Discuss First Plan Review Comments: COMPANY will meet with the CLIENT to discuss the
comments on the first plan reviews completed by COMPANY. The focus of this review will be to
confirm that relevant ordinances and design standards are being followed. This step helps to
confirm what approach should be taken by the plan review team and reduce questions from the
long-time customers of Development Engineering Group on what they may perceive to be new
standards.
Task 6 - Transition with Existing Staff: COMPANY recognizes that current CLIENT staff in the
Development Engineering Review Group will be redirected to other responsibilities within or
immediately following this 30-day assignment. COMPANY’s objective during this period is to
gain as much institutional knowledge of policies, procedures, and practices and affect the
development review process with the intent of transitioning those duties to COMPANY for long-
term project implementation.
Task 7 – Program Management: COMPANY will provide on-going internal and external
coordination of the project team. Emphasis will be placed on making progress toward desired
CLIENT outcomes, managing schedule and budget, and providing oversight and assistance on
transitioning this assignment to a future longer-term project.
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Services to be provided by City:
Provide office/work space for on-site representatives, including office related supplies;
Provide access to files necessary to complete the work associated with this assignment;
Provide appropriate identification as a CLIENT representative and access to appropriate CLIENT
buildings;
Intake of all applications will be the responsibility of the Community Development Department.
Items Not Covered Under this Agreement: COMPANY is not responsible for the following:
Presenting information to any associated City entities (e.g., planning and zoning commission,
board of zoning adjustment, city council, etc.).
Other than what is specified in this Agreement, COMPANY will not be responsible for providing
intake services for the City of Denton.
COMPANYs role is to review proposed plans submitted by private developers and/or their
agents. COMPANY will not be responsible for value-engineering and/or providing any design
assistance to submitted plans.
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EXHIBIT "B"
Project Schedule
Project Initiation: Attend City Council Work Session: Tuesday, August 7, 2018
Project Deadline: Friday, September 14, 20181
1 COMPANY anticipates approval of a long-term agreement with the City of
Denton to assume program management responsibilities for the Engineering
Development Review function. The cited project deadline may be adjusted to
reflect the actual start date of the long-term assignment.
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EXHIBIT "C"
Project Budget
Resource Title Hourly Rate
Range
Estimated Hours Estimated Fee
Senior Technical
Advisor $201 - 216 69 $14,469
Project
Management/Senior
Review
$136 - $146 320 $45,120
Plan Review
Engineer $131 100 $13,100
Travel & Per Diem 6 flights, 3 car rentals, & $155 per
diem $17,600
Estimated Budget $90,289
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EXHIBIT "D"
CONSULTING
INSURANCE
INSURANCE: (Review this section carefully with your insurance agent prior to bid or proposal submission.
See "Insurance Checklist" on the last page or specific coverages applicable to this contract).
1. General Insurance Requirements:
1.1 The Consultant (hereinafter called "Consultant") shall not start work under this contract
until the Consultant has obtained at his own expense all of the insurance called for here
under and such insurance has been approved by the City. Approval of insurance required
of the Consultant will be granted only after submission to the Purchasing Agent of original,
signed certificates of insurance or, alternately, at the City's request, certified copies of the
required insurance policies.
1.2 All insurance policies required hereunder shall be endorsed to provide thirty days written
notice, with ten day exception for non-payment of premium, prior to any cancellation of the
policy.” Consultant shall provide certificates of insurance documenting renewal of required
coverages at least ten days prior to expiration of any policy required hereunder.
1.3 No acceptance and/or approval of any insurance by the City shall be construed as relieving
or excusing the Consultant from any liability or obligation imposed upon the provisions of
the Contract.
1.4 The City of Denton (including its elected and appointed officials, volunteers, and
employees) is to be named as an additional insured under Consultant’s General Liability
Policy, and the certificate of insurance, or the certified policy, if requested, must so state.
Coverage afforded under this paragraph shall be primary as respects the City, its elected
and appointed officials, and employees.
1.4.1 The following definition of the term "City" applies to all policies issued
under the contract:
The City Council of the City of Denton and any affiliated or subsidiary Board,
Commission Authority, Committee, or Independent Agency (including those newly
constituted), provided that such affiliated or subsidiary Board Commission,
Authority, Committee, or Independent Agency is either a Body Politic created by
the City Council of the City of Denton, or one in which controlling interest is vested
in the City of Denton; and City of Denton Constitutional Officers.
1.5 The Consultant shall provide insurance as specified in the "Insurance Checklist" (Checklist)
found on the last page of the bid or proposal form. Full limits of insurance required in the
Checklist of this agreement shall be available for claims arising out of this agreement with
the City of Denton.
1.6 Consultant agrees to indemnify the City of Denton, its officers, and employees as provided
in Paragraph VII. of this contract.
1.7 Insurance coverage required in these specifications shall be in force throughout the
Contract Term. Should the Consultant fail to provide acceptable evidence of current
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insurance within seven (7) days of written notice at any time during the Contract Term, the
City shall have the absolute right to terminate the Contract without any further obligation to
the Consultant, and the Consultant shall be liable to the City for the entire additional cost
of procuring performance.
1.8 Written requests for consideration of alternate coverages must be received by the City
Purchasing Manager at least ten (10) working days prior to the date set for receipt of bids
or proposals. If the City denies the request for alternative coverages, the specified
coverages will be required to be submitted.
1.9 All required insurance coverages must be acquired from insurers authorized to do business
in the State of Texas. All insurers also have a policyholder's rating of "A-" or better, and a
financial size of "Class VI" or better in the latest edition of A.M. Best, or A or better by
Standard and Poors, unless the City grants specific approval for an exception.
1.10 Any deductibles shall be disclosed in the Checklist and all deductibles will be assumed by
the Consultant. Consultant may be required to provide proof of financial ability to cover
deductibles, or may be required to post a bond to cover deductibles.
2. Consultant's Insurance – “Occurrence” Basis:
2.1 The Consultant shall purchase the following insurance coverages, including the terms,
provisions and limits shown in the Checklist.
2.1.1 Commercial General Liability - Such Commercial General Liability policy shall
include any or all of the following as indicated on the Checklist:
i. General aggregate limit is to apply per project;
ii. Premises/Operations;
iii. Actions of Independent Contractors;
iv. Contractual Liability at least as broad as CG 00 01;
v. Personal Injury Liability including coverage for offenses related to
employment (or employer’s liability policy);
vi. Explosion, Collapse, or Underground (XCU) hazards; if applicable. This
coverage required for any and all work involving drilling, excavation, etc.
2.1.2 Business Automobile Liability including coverage for any owned, hired, or non-
owned motor vehicles and automobile contractual liability.
2.1.3 Workers' Compensation - statutory benefits as required by the State of Texas, or
other laws as required by labor union agreements, including Employers' Liability
coverage.
3.0 Consultant’s Insurance – Claims Made
Professional Errors and Omissions
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The Consultant shall carry Professional Liability insurance which will pay for damages
arising out of negligent errors or omissions in the rendering, or failure to render professional
services under the contract, for the term of the Contract and up to three years after the
contract is completed in the amount shown in the Checklist.
Professional Errors and Omissions, Limit $1,000,000
per claim and aggregate of $2,000,000
DocuSign Envelope ID: 1D5F4457-509B-4B21-922E-BF7F4755E495
____________________________________________________________________________________
Professional Services Agreement Exhibit D – Page 4
Development Services Review – Initial Assessment
6818
CONSULTING
City of Denton - Insurance Checklist
("X" means the coverage is required.)
Coverages Required Limits (Figures Denote Minimums)
X 1. Workers' Compensation & Statutory limits of State of Texas
Employers' Liability $100,000 accident $100,000 disease
$500,000 policy limit disease
___ 2. For Future Use
___ 3. City Approved Alternative $150,000 medical, safety program
Workers’ Comp. Program
X 4. General Liability
Minimum $500,000 each occurrence
$1,000,000 general aggregate
X 5. General aggregate applies
per project (CGL)
X 6. Premises/Operations (Items No. 3-10 & 12 require)
X 7. Independent Contractors $500,000 combined single limit
for bodily injury and property damage
8. Products damage each occurrence with
___ 9. Completed Operations $1,000,000 general aggregate that
applies to project under contract
X 10. Contractual Liability
X 11. Personal Injury Liability $500,000 each offense & aggregate
12. XCU Coverages
X 13. Automobile Liability $500,000 Bodily Injury & Property
X 14. Owned, Hired & Non-owned Damage each accident
___ 15. Motor Carrier Act Endorsement
X 16. Professional Liability $1,000,000 each claim
$2,000,000 aggregate
___ 17. Garage Liability $_____BI & PD each occurrence
DocuSign Envelope ID: 1D5F4457-509B-4B21-922E-BF7F4755E495
____________________________________________________________________________________
Professional Services Agreement Exhibit D – Page 3
Development Services Review – Initial Assessment
6818
___ 18. Garagekeepers' Legal $_____- Comprehensive
$_____- Collision
19. Owners Protective Liability $500,000 Combined single limits
X 20. City named as additional insured on General Liability policy. This coverage is primary to all other
coverages the City may possess.
X 21. City provided with Waiver of Subrogation on Workers' Compensation or Alternative program if
applicable.
X 22. Ten (10) days notice of cancellation, , endorsement required. The words "endeavor to" and "but
failure" (to end of sentence) are to be eliminated from the Notice of Cancellation provision on
standard ACORD certificates.
X 23. The City of Denton prefers an A.M. Best's Guide Rating of "A-", "VI" or better or Standard and Poors
Rating AA or better; Authorized to do business in the State of Texas (not applicable for workers'
compensation assigned through pool or alternative compensation programs).
X 24. The Certificate must state project title and project number.
X 25. Other Insurance Required:
DocuSign Envelope ID: 1D5F4457-509B-4B21-922E-BF7F4755E495
Certificate Of Completion
Envelope Id: 1D5F4457509B4B21922EBF7F4755E495 Status: Completed
Subject: ****City Manager Approval ******Docusign Item 6818
Source Envelope:
Document Pages: 21 Signatures: 7 Envelope Originator:
Certificate Pages: 6 Initials: 0 Rebecca Hunter
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
901B Texas Street
Denton, TX 76209
rebecca.hunter@cityofdenton.com
IP Address: 129.120.6.150
Record Tracking
Status: Original
8/10/2018 2:47:24 PM
Holder: Rebecca Hunter
rebecca.hunter@cityofdenton.com
Location: DocuSign
Signer Events Signature Timestamp
Rebecca Hunter
rebecca.hunter@cityofdenton.com
Assistant Purchasing Manager
City of Denton
Security Level: Email, Account Authentication
(None)
Completed
Using IP Address: 129.120.6.150
Sent: 8/10/2018 2:54:53 PM
Viewed: 8/10/2018 2:55:05 PM
Signed: 8/10/2018 2:55:30 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: 47.190.47.120
Signed using mobile
Sent: 8/10/2018 2:55:31 PM
Viewed: 8/10/2018 2:57:52 PM
Signed: 8/10/2018 2:58:12 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Todd Estes
todd.estes@cityofdenton.com
Director/City Engineer
Security Level: Email, Account Authentication
(None)Signature Adoption: Drawn on Device
Using IP Address: 174.206.9.127
Signed using mobile
Sent: 8/10/2018 2:58:14 PM
Viewed: 8/10/2018 3:24:37 PM
Signed: 8/10/2018 3:25:17 PM
Electronic Record and Signature Disclosure:
Accepted: 8/10/2018 3:24:37 PM
ID: 488c1f8c-c915-4edc-af22-e0afab11ac32
Jim Halverson
jhalverson@hrgreen.com
Principal/Vice President
James E. Halverson
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 208.185.70.114
Sent: 8/10/2018 3:25:19 PM
Viewed: 8/11/2018 1:45:53 PM
Signed: 8/13/2018 7:38:52 AM
Electronic Record and Signature Disclosure:
Accepted: 8/11/2018 1:45:53 PM
ID: 578729ef-f0aa-4fd3-b65f-ea8cb4e60930
Signer Events Signature Timestamp
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: 8/13/2018 7:38:55 AM
Viewed: 8/13/2018 9:27:58 AM
Signed: 8/13/2018 9:28:38 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: 47.190.47.120
Sent: 8/13/2018 9:28:41 AM
Viewed: 8/13/2018 10:48:23 AM
Signed: 8/13/2018 10:48:32 AM
Electronic Record and Signature Disclosure:
Accepted: 7/25/2017 9:02:14 AM
ID: 57619fbf-2aec-4b1f-805d-6bd7d9966f21
Jennifer Walters
jennifer.walters@cityofdenton.com
City Secretary
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 129.120.6.150
Sent: 8/13/2018 10:48:35 AM
Viewed: 8/15/2018 9:35:49 AM
Signed: 8/15/2018 9:36:26 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
Sherri Thurman
sherri.thurman@cityofdenton.com
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 8/13/2018 7:38:54 AM
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: 8/13/2018 10:48:35 AM
Viewed: 8/14/2018 8:47:12 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Carbon Copy Events Status Timestamp
Jennifer Bridges
jennifer.bridges@cityofdenton.com
Procurement Assistant
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 8/15/2018 9:36:29 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 8/15/2018 9:36:29 AM
Certified Delivered Security Checked 8/15/2018 9:36:29 AM
Signing Complete Security Checked 8/15/2018 9:36:29 AM
Completed Security Checked 8/15/2018 9:36:29 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
providing to you such notices and disclosures electronically through your DocuSign, Inc.
(DocuSign) Express user account. Please read the information below carefully and thoroughly,
and if you can access this information electronically to your satisfaction and agree to these terms
and conditions, please confirm your agreement by clicking the 'I agree' button at the bottom of
this document.
Getting paper copies
At any time, you may request from us a paper copy of any record provided or made available
electronically to you by us. For such copies, as long as you are an authorized user of the
DocuSign system you will have the ability to download and print any documents we send to you
through your DocuSign user account for a limited period of time (usually 30 days) after such
documents are first sent to you. After such time, if you wish for us to send you paper copies of
any such documents from our office to you, you will be charged a $0.00 per-page fee. You may
request delivery of such paper copies from us by following the procedure described below.
Withdrawing your consent
If you decide to receive notices and disclosures from us electronically, you may at any time
change your mind and tell us that thereafter you want to receive required notices and disclosures
only in paper format. How you must inform us of your decision to receive future notices and
disclosure in paper format and withdraw your consent to receive notices and disclosures
electronically is described below.
Consequences of changing your mind
If you elect to receive required notices and disclosures only in paper format, it will slow the
speed at which we can complete certain steps in transactions with you and delivering services to
you because we will need first to send the required notices or disclosures to you in paper format,
and then wait until we receive back from you your acknowledgment of your receipt of such
paper notices or disclosures. To indicate to us that you are changing your mind, you must
withdraw your consent using the DocuSign 'Withdraw Consent' form on the signing page of your
DocuSign account. This will indicate to us that you have withdrawn your consent to receive
required notices and disclosures electronically from us and you will no longer be able to use your
DocuSign Express user account to receive required notices and consents electronically from us
or to sign electronically documents from us.
All notices and disclosures will be sent to you electronically
Unless you tell us otherwise in accordance with the procedures described herein, we will provide
electronically to you through your DocuSign user account all required notices, disclosures,
authorizations, acknowledgements, and other documents that are required to be provided or
made available to you during the course of our relationship with you. To reduce the chance of
you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required
notices and disclosures to you by the same method and to the same address that you have given
us. Thus, you can receive all the disclosures and notices electronically or in paper format through
the paper mail delivery system. If you do not agree with this process, please let us know as
described below. Please also see the paragraph immediately above that describes the
consequences of your electing not to receive delivery of the notices and disclosures
electronically from us.
Electronic Record and Signature Disclosure created on: 7/21/2017 1:59:03 PM
Parties agreed to: Todd Estes, Jim Halverson, Todd Hileman
How to contact City of Denton:
You may contact us to let us know of your changes as to how we may contact you electronically,
to request paper copies of certain information from us, and to withdraw your prior consent to
receive notices and disclosures electronically as follows:
To contact us by email send messages to: purchasing@cityofdenton.com
To advise City of Denton of your new e-mail address
To let us know of a change in your e-mail address where we should send notices and disclosures
electronically to you, you must send an email message to us at melissa.kraft@cityofdenton.com
and in the body of such request you must state: your previous e-mail address, your new e-mail
address. We do not require any other information from you to change your email address..
In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected
in your DocuSign account by following the process for changing e-mail in DocuSign.
To request paper copies from City of Denton
To request delivery from us of paper copies of the notices and disclosures previously provided
by us to you electronically, you must send us an e-mail to purchasing@cityofdenton.com and in
the body of such request you must state your e-mail address, full name, US Postal address, and
telephone number. We will bill you for any fees at that time, if any.
To withdraw your consent with City of Denton
To inform us that you no longer want to receive future notices and disclosures in electronic
format you may:
i. decline to sign a document from within your DocuSign account, and on the subsequent
page, select the check-box indicating you wish to withdraw your consent, or you may;
ii. send us an e-mail to purchasing@cityofdenton.com and in the body of such request you
must state your e-mail, full name, IS Postal Address, telephone number, and account
number. We do not need any other information from you to withdraw consent.. The
consequences of your withdrawing consent for online documents will be that transactions
may take a longer time to process..
Required hardware and software
Operating Systems: Windows2000? or WindowsXP?
Browsers (for SENDERS): Internet Explorer 6.0? or above
Browsers (for SIGNERS): Internet Explorer 6.0?, Mozilla FireFox 1.0,
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.
Acknowledging your access and consent to receive materials electronically
To confirm to us that you can access this information electronically, which will be similar to
other electronic notices and disclosures that we will provide to you, please verify that you
were able to read this electronic disclosure and that you also were able to print on paper or
electronically save this page for your future reference and access or that you were able to
e-mail this disclosure and consent to an address where you will be able to print on paper or
save it for your future reference and access. Further, if you consent to receiving notices and
disclosures exclusively in electronic format on the terms and conditions described above,
please let us know by clicking the 'I agree' button below.
By checking the 'I Agree' box, I confirm that:
• I can access and read this Electronic CONSENT TO ELECTRONIC RECEIPT OF
ELECTRONIC RECORD AND SIGNATURE DISCLOSURES document; and
• I can print on paper the disclosure or save or send the disclosure to a place where I can
print it, for future reference and access; and
• Until or unless I notify City of Denton as described above, I consent to receive from
exclusively through electronic means all notices, disclosures, authorizations,
acknowledgements, and other documents that are required to be provided or made
available to me by City of Denton during the course of my relationship with you.