Loading...
7109-009 - Contract Executed Docusign City Manager Approval Transmittal Coversheet File Name Purchasing Contact Piggy Back Option Contract Expiration                  Revised 6/11 Request for City Manager Approval of Purchase DATE: May 15, 2020 Questions concerning this acquisition may be directed DEPARTMENT: Materials Management to Brian Boerner 349-8001 Contact Phone CFO: Antonio Puente, Jr. SUBJECT (Required) Landfill Gas-to-Energy (LFGE) Beneficial-Use Assessment at the City of Denton Landfill $58,320 BID/FILE INFORMATION (Required) LFGE Beneficial-Use Assessment x Landfill background; x Landfill gas recovery projections; x Landfill gas collection and control system (GCCS) upgrades and costs; x Beneficial-use options considered; x Procurement and ownership options; x Financial analysis of select option(s); and x Conclusions and recommendations. Consultant’s presence at Council, Boards, and/or Commission meetings On-Call follow-up support. (as needed) PRIOR ACTION/VIEW (COUNCIL, BOARDS, COMMISSIONS) March 23, 2004 – Lease and License Agreement between City of Denton and DTE Biomass Energy, Inc. for professional services related to design, development, and operation of a Landfill Gas Collection and beneficial reuse system April 15, 2008 – Amended and Restated Facility Lease RECOMMENDATION State law require that the City of Denton manage landfill gas (LFG) generated from the Denton Landfill. Historically, this gas has been to generate electricity with any excess being flared to the environments. In less than 5 years, the City’s contract with DTE, the Landfill Gas to Energy contractor, will expire and it is incumbent on the City to evaluate opportunities to manage the LFG in a compliant and economic manner. The City has requested a professional services proposal from SCS Engineers (SCS) to complete landfill gas beneficial-use assessment. SCS is a nationwide leader in landfill gas system evaluation and development. They have significant experience with the City of Denton’s LLFG System, most recently having completed an evaluation related to the development and operation of the Landfills ELR system.          Revised 6/11 BASIS FOR SELECTION SCS Engineers has been prequalified by the City of Denton to complete this Scope of Work. PRINCIPAL PLACE OF BUSINESS (Required) David J. Mezzacappa, P.E. Vice President SCS Engineers 1901 Central Dr., Suite 550 Bedford, TX 76021 817-358-6108 (office-direct) 972-522-9174 (mobile) dmezzacappa@scsengineers.com STAFF ESTIMATE $58,320 ESTIMATED SCHEDULE OF PROJECT The project is anticipated to take 8 weeks to complete from issuance of notice to proceed CONTRACT ADMINISTRATOR Brian Boerner, Solid Waste director 940-3419-8001 brian.boerner@cityofdenton.com FISCAL INFORMATION (Required) 660300.7879 Attachment 1: Contract Name_Brian Boerner_______________ Phone 940-349-8001_______________ Requisition#___________________ Respectfully submitted: Purchasing          Revised 6/11 Expenditure Approved: __________________________ City Manager or Designate __________________________ Date           City of Denton, Texas Contract 7109-009 PROFESSIONAL SERVICES AGREEMENT FOR CONSULTING SERVICES FILE 7109-009 STATE OF TEXAS § COUNTY OF DENTON § THIS AGREEMENT (the “Agreement”) is made and entered into on ________________________, by and between the City of Denton, Texas, a Texas municipal corporation, with its principal office at 215 East McKinney Street, Denton, Denton County, Texas 76201, hereinafter called “OWNER” and SCS Engineers, with its corporate office at 1901 Central Drive, Suite 550, Bedford, TX 76021, hereinafter called “CONSULTANT,” acting herein, by and through their duly authorized representatives. WITNESSETH, that in consideration of the covenants and agreements herein contained, the parties hereto do mutually agree as follows: ARTICLE I CONSULTANT AS INDEPENDENT CONTRACTOR The OWNER has selected CONSULTANT on the basis of demonstrated competence and qualifications to perform the services herein described for a fair and reasonable price pursuant to Chapter 2254 of the Texas Government Code. The OWNER hereby contracts with the CONSULTANT as an independent contractor and not as an employee, and as such, the OWNER will not assert control over the day-to-day operations of the CONSULTANT. The CONSULTANT is customarily engaged to provide services as described herein independently and on a nonexclusive basis in the course of its business. This Agreement does not in any way constitute a joint venture between OWNER and CONSULTANT. The CONSULTANT hereby agrees to perform the services described herein based on the skills required for the scope of work in connection with the Project as stated in the sections to follow, with diligence and in accordance with the highest professional standards customarily obtained for such services in the State of Texas. The professional services set out herein are in connection with the following described project: The Project shall include, without limitation, Landfill Gas-to-Energy (LFGE) Beneficial-Use Assessment City of Denton Landfill, as described in Exhibit A, which is attached hereto and incorporated herein (the “Project”). ARTICLE II SCOPE OF BASIC SERVICES The CONSULTANT shall perform the following services in a professional manner: A. To perform all those services set forth in CONSULTANT’s proposal, which proposal is attached hereto and made a part hereof as Exhibit A as if written word for word herein. B. CONSULTANT shall perform all those services set forth in individual task orders, as described in Exhibit A, which shall be attached to this Agreement and made a part hereof. C. If there is any conflict between the terms of this Agreement and the exhibits attached to this Agreement, the terms and conditions of this Agreement will control over the terms and conditions of the attached exhibits or task orders.            City of Denton, Texas Contract 7109-009 ARTICLE III ADDITIONAL SERVICES Additional services to be performed by the CONSULTANT, if authorized by the OWNER, which are not included in the above-described Basic Services, may be negotiated as needed, per rates included in Exhibit A. A. Preparing applications and supporting documents for government grants, loans, or planning advances and providing data for detailed applications. B. Preparing data and reports for assistance to OWNER in preparation for hearings before regulatory agencies, courts, arbitration panels or mediator, giving testimony, personally or by deposition, and preparations therefore before any regulatory agency, court, arbitration panel or mediator. C. Assisting OWNER in preparing for, or appearing at litigation, mediation, arbitration, dispute review boards, or other legal and/or administrative proceedings in the defense or prosecution of claims disputes with Contractor(s). D. Assisting OWNER in the defense or prosecution of litigation in connection with or in addition to those services contemplated by this AGREEMENT. Such services, if any, shall be furnished by CONSULTANT on a fee basis negotiated by the respective parties outside of and in addition to this AGREEMENT. E. Visits to the site in excess of the number of trips included in Exhibit A. F. Preparing statements for invoicing or other documentation for billing other than for the standard invoice for services attached to this professional services agreement. ARTICLE IV TIME OF COMPLETION CONSULTANT is authorized to commence work under this contract upon execution of this AGREEMENT. CONSULTANT shall perform and complete its obligations herein in a prompt and continuous manner, so as to not delay the completion of the Project in accordance with the schedules as described in Exhibit A. The contract shall remain effective for a period which may reasonably be required for the completion of the Project, acceptance by an authorized representative of the OWNER, exhaustion of authorized funds, or termination as provided in this Agreement, whichever occurs first. ARTICLE V COMPENSATION A. COMPENSATION TERMS: 1. “Subcontract Expense” is defined as expenses incurred by the CONSULTANT in employment of others in outside firms for services related to this agreement. 2. “Direct Non-Labor Expense” is defined as that expense for any assignment incurred by the CONSULTANT for supplies, transportation and equipment, travel, communications, subsistence, and lodging away from home, and similar incidental expenses in connection with that assignment.          City of Denton, Texas Contract 7109-009 B. BILLING AND PAYMENT: For and in consideration of the professional services to be performed by the CONSULTANT herein, the OWNER agrees to pay, based on the cost estimate detail at an hourly rate shown in Exhibit A which is attached hereto and made a part of this Agreement as if written word for word herein, a total fee, including reimbursement for direct non-labor expenses not to exceed $58,320 for Task 1, 2, 3 only of the Proposed Fee Schedule. Partial payments to the CONSULTANT will be made on the basis of detailed monthly statements rendered to and approved by the OWNER through its City Manager or his designee; however, under no circumstances shall any monthly statement for services exceed the value of the work performed at the time a statement is rendered. Nothing contained in this Article shall require the OWNER to pay for any work which is unsatisfactory, as reasonably determined by the City Manager or his designee, or which is not submitted in compliance with the terms of this Agreement. The OWNER shall not be required to make any payments to the CONSULTANT when the CONSULTANT is in default under this Agreement. It is specifically understood and agreed that the CONSULTANT shall not be authorized to undertake any work pursuant to this Agreement which would require additional payments by the OWNER for any charge, expense, or reimbursement above the maximum not to exceed fee as stated, without first having obtained written authorization from the OWNER. The CONSULTANT shall not proceed to perform the services listed in Article III “Additional Services,” without obtaining prior written authorization from the OWNER. C. ADDITIONAL SERVICES: For additional services authorized in writing by the OWNER in Article III, the CONSULTANT shall be paid based on the Schedule of Charges at an hourly rate shown in Exhibit A. Payments for additional services shall be due and payable upon submission by the CONSULTANT and approval by the City staff and shall be in accordance with subsection B hereof. Statements shall not be submitted more frequently than monthly. D. PAYMENT: If the OWNER fails to make payments due the CONSULTANT for services and expenses within thirty (30) days after receipt of the CONSULTANT’s undisputed statement thereof, the amounts due the CONSULTANT will be paid interest in accordance with the Texas Government Code 2251.025. Additionally, the CONSULTANT may, after giving seven (7) days’ written notice to the OWNER, suspend services under this Agreement until the CONSULTANT has been paid in full all amounts due for services, expenses, and charges. Nothing herein shall require the OWNER to pay the late charge if the OWNER reasonably determines that the work is unsatisfactory, in accordance with this Article V, “Compensation,” there is a bona fide dispute concerning the amount due, or the invoice was not mailed to the address or in the form as described in this Agreement. The OWNER will notify CONSULTANT of any disputes within twenty-one (21) days of receipt of the invoice.          City of Denton, Texas Contract 7109-009 E. Invoices shall be sent directly to the City of Denton Accounts Payable Department, 215 E McKinney St, Denton, TX, 76201-4299. A pro-forma invoice shall be sent to the contract administrator. It is the intention of the City of Denton to make payment on completed orders within thirty days after receipt of invoice or items; whichever is later, unless unusual circumstances arise. Invoices must be fully documented as to labor, materials, and equipment provided, if applicable, and must reference the City of Denton Purchase Order Number in order to be processed. No payments shall be made on invoices not listing a Purchase Order Number. ARTICLE VI OBSERVATION AND REVIEW OF THE WORK The CONSULTANT will exercise reasonable care and due diligence in discovering and promptly reporting to the OWNER any defects or deficiencies in the work of the CONSULTANT or any subcontractors or subconsultants. ARTICLE VII OWNERSHIP OF DOCUMENTS All documents prepared or furnished by the CONSULTANT (and CONSULTANT’s subcontractors or subconsultants) pursuant to this Agreement are instruments of service and shall become the property of the OWNER upon the termination of this Agreement. The CONSULTANT is entitled to retain copies of all such documents. The documents prepared and furnished by the CONSULTANT are intended only to be applicable to this Project, and OWNER’s use of these documents in other projects shall be at OWNER’s sole risk and expense. In the event the OWNER uses any of the information or materials developed pursuant to this Agreement in another project or for other purposes than specified herein, CONSULTANT is released from any and all liability relating to their use in that project. ARTICLE VIII INDEMNITY AGREEMENT THE CONSULTANT SHALL INDEMNIFY AND SAVE AND HOLD HARMLESS THE OWNER AND ITS OFFICERS, OFFICIALS, AGENTS, AND EMPLOYEES FROM AND AGAINST ANY AND ALL LIABILITY, CLAIMS, DEMANDS, DAMAGES, LOSSES, AND EXPENSES, INCLUDING, BUT NOT LIMITED TO COURT COSTS AND REASONABLE ATTORNEY FEES ASSERTED AGAINST OR INCURRED BY THE OWNER, AND INCLUDING, WITHOUT LIMITATION, DAMAGES FOR BODILY AND PERSONAL INJURY, DEATH AND PROPERTY DAMAGE, RESULTING FROM THE NEGLIGENT ACTS OR OMISSIONS OF THE CONSULTANT OR ITS OFFICERS, SHAREHOLDERS, AGENTS, OR EMPLOYEES INCIDENTAL TO, RELATED TO, AND IN THE EXECUTION, OPERATION, OR PERFORMANCE OF THIS AGREEMENT. Nothing in this Agreement shall be construed to create a liability to any person who is not a party to this Agreement, and nothing herein shall waive any of the parties’ defenses, both at law or equity, to any claim, cause of action, or litigation filed by anyone not a party to this Agreement, including the defense of governmental immunity, which defenses are hereby expressly reserved.          City of Denton, Texas Contract 7109-009 ARTICLE IX INSURANCE During the performance of the services under this Agreement, CONSULTANT shall maintain insurance in compliance with the requirements of Exhibit B which is attached hereto and made a part of this Agreement as if written word for word herein. ARTICLE X ALTERNATIVE DISPUTE RESOLUTION The parties may agree to settle any disputes under this Agreement by submitting the dispute to mediation with each party bearing its own costs of mediation. No mediation arising out of or relating to this Agreement, involving one party’s disagreement may include the other party to the disagreement without the other’s approval. Mediation will not be a condition precedent to suit. ARTICLE XI TERMINATION OF AGREEMENT A. Notwithstanding any other provision of this Agreement, either party may terminate by giving thirty (30) days’ advance written notice to the other party. B. This Agreement may be terminated in whole or in part in the event of either party substantially failing to fulfill its obligations under this Agreement. No such termination will be affected unless the other party is given (1) written notice (delivered by certified mail, return receipt requested) of intent to terminate and setting forth the reasons specifying the non-performance, and not less than fifteen (15) calendar days to cure the failure; and (2) an opportunity for consultation with the terminating party prior to termination. C. If the Agreement is terminated prior to completion of the services to be provided hereunder, CONSULTANT shall immediately cease all services and shall render a final bill for services to the OWNER within thirty (30) days after the date of termination. The OWNER shall pay CONSULTANT for all services properly rendered and satisfactorily performed and for reimbursable expenses to termination incurred prior to the date of termination, in accordance with Article V “Compensation.” Should the OWNER subsequently contract with a new consultant for the continuation of services on the Project, CONSULTANT shall cooperate in providing information. The CONSULTANT shall turn over all documents prepared or furnished by CONSULTANT pursuant to this Agreement to the OWNER on or before the date of termination, but may maintain copies of such documents for its use. ARTICLE XII RESPONSIBILITY FOR CLAIMS AND LIABILITIES Approval by the OWNER shall not constitute, nor be deemed a release of the responsibility and liability of the CONSULTANT, its employees, associates, agents, subcontractors, and subconsultants for the accuracy and competency of their designs or other work; nor shall such approval be deemed to be an assumption of such responsibility by the OWNER for any defect in the design or other work prepared by the CONSULTANT, its employees, subcontractors, agents, and consultants.          City of Denton, Texas Contract 7109-009 ARTICLE XIII NOTICES All notices, communications, and reports required or permitted under this Agreement shall be personally delivered or mailed to the respective parties by depositing same in the United States mail to the address shown below, certified mail, return receipt requested, unless otherwise specified herein. Mailed notices shall be deemed communicated as of three (3) days’ mailing: To CONSULTANT: To OWNER: SCS ENGINEERS City of Denton DAVID MEZZACAPPA, P.E. Purchasing Manager –PSA 7109-009 1901 CENTRAL DRIVE - STE 550 901B Texas Street BEDFORD, TX 76021 Denton, Texas 76201 All notices shall be deemed effective upon receipt by the party to whom such notice is given, or within three (3) days’ mailing. ARTICLE XIV ENTIRE AGREEMENT This Agreement and related exhibits constitute the complete and final expression of this Agreement of the parties, and is intended as a complete and exclusive statement of the terms of their agreements, and supersedes all prior contemporaneous offers, promises, representations, negotiations, discussions, communications, and agreements which may have been made in connection with the subject matter hereof. ARTICLE XV SEVERABILITY If any provision of this Agreement is found or deemed by a court of competent jurisdiction to be invalid or unenforceable, it shall be considered severable from the remainder of this Agreement and shall not cause the remainder to be invalid or unenforceable. In such event, the parties shall reform this Agreement to replace such stricken provision with a valid and enforceable provision which comes as close as possible to expressing the intention of the stricken provision. ARTICLE XVI COMPLIANCE WITH LAWS The CONSULTANT shall comply with all federal, state, and local laws, rules, regulations, and ordinances applicable to the work covered hereunder as those laws may now read or hereinafter be amended. ARTICLE XVII DISCRIMINATION PROHIBITED In performing the services required hereunder, the CONSULTANT shall not discriminate against any person on the basis of race, color, religion, sex, sexual orientation, national origin or ancestry, age, or physical handicap.          City of Denton, Texas Contract 7109-009 ARTICLE XVIII PERSONNEL A. The CONSULTANT represents that it has or will secure, at its own expense, all personnel required to perform all the services required under this Agreement. Such personnel shall not be employees or officers of, or have any contractual relations with the OWNER. CONSULTANT shall inform the OWNER of any conflict of interest or potential conflict of interest that may arise during the term of this Agreement. B. All services required hereunder will be performed by the CONSULTANT or under its supervision. All personnel engaged in work shall be qualified, and shall be authorized and permitted under state and local laws to perform such services. ARTICLE XIX ASSIGNABILITY The CONSULTANT acknowledges that this Agreement is based on the demonstrated competence and specific qualifications of the CONSULTANT and is therefore personal as to the CONSULTANT. Therefore, the CONSULTANT shall not assign any interest in this Agreement, and shall not transfer any interest in this Agreement (whether by assignment, novation, or otherwise) without the prior written consent of the OWNER. ARTICLE XX MODIFICATION No waiver or modification of this Agreement or of any covenant, condition, or limitation herein contained shall be valid unless in writing and duly executed by the party to be charged therewith, and no evidence of any waiver or modification shall be offered or received in evidence in any proceeding arising between the parties hereto out of or affecting this Agreement, or the rights or obligations of the parties hereunder, and unless such waiver or modification is in writing and duly executed; and the parties further agree that the provisions of this section will not be waived unless as set forth herein. ARTICLE XXI MISCELLANEOUS A. The following exhibits are attached to and made a part of this Agreement: Exhibit A – Consultant’s Scope of Services Offer and Project Schedule and Consultant’s Compensation Rate Sheet Exhibit B – Consultant’s Insurance Requirements What is called for by one exhibit shall be as binding as if called for by all. In the event of an inconsistency or conflict in this Agreement and any of the provisions of the exhibits, the inconsistency or conflict shall be resolved by giving precedence first to this Agreement then to the exhibits in the order in which they are listed above. B. This Agreement shall be governed by, construed, and enforced in accordance with, and subject to, the laws of the State of Texas or federal law, where applicable, without regard to the conflict of law principles of any jurisdiction. In the event there shall be any dispute arising out of the terms and conditions of, or in connection with, this Agreement, the party seeking relief shall submit such dispute to the District Courts of Denton County or if federal diversity or subject matter jurisdiction exists, to the United States District Court for the Eastern District of Texas-Sherman Division.          City of Denton, Texas Contract 7109-009 C. For the purpose of this Agreement, the key persons who will perform most of the work hereunder shall be __________________. However, nothing herein shall limit CONSULTANT from using other equally qualified and competent members of its firm to perform the services required herein. D. CONSULTANT shall commence, carry on, and complete any and all projects with all applicable dispatch, in a sound, economical, and efficient manner and in accordance with the provisions hereof. In accomplishing the projects, CONSULTANT shall take such steps as are appropriate to ensure that the work involved is properly coordinated with related work being carried on by the OWNER. E. The OWNER shall assist the CONSULTANT by placing at the CONSULTANT’s disposal all available information pertinent to the Project, including previous reports, any other data relative to the Project, and arranging for the access thereto, and make all provisions for the CONSULTANT to enter in or upon public and private property as required for the CONSULTANT to perform services under this Agreement. F. The captions of this Agreement are for informational purposes only, and shall not in any way affect the substantive terms or conditions of this Agreement. G. The parties agree to transact business electronically. Any statutory requirements that certain terms be in writing will be satisfied using electronic documents and signing. Electronic signing of this document will be deemed an original for all legal purposes. ARTICLE XXII INDEPENDENT CONTRACTOR CONSULTANT shall provide services to OWNER as an independent contractor, not as an employee of the OWNER. CONSULTANT shall not have or claim any right arising from employee status. ARTICLE XXIII RIGHT TO AUDIT The OWNER shall have the right to audit and make copies of the books, records and computations pertaining to this agreement. The CONTRACTOR shall retain such books, records, documents and other evidence pertaining to this agreement during the contract period and five years thereafter, except if an audit is in progress or audit findings are yet unresolved, in which case records shall be kept until all audit tasks are completed and resolved. These books, records, documents and other evidence shall be available, within 10 business days of written request. Further, the CONTRACTOR shall also require all Subcontractors, material suppliers, and other payees to retain all books, records, documents and other evidence pertaining to this agreement, and to allow the OWNER similar access to those documents. All books and records will be made available within a 50-mile radius of the City of Denton. The cost of the audit will be borne by the OWNER unless the audit reveals an overpayment of 1% or greater. If an overpayment of 1% or greater occurs, the reasonable cost of the audit, including any travel costs, must be borne by the CONTRACTOR which must be payable within five business days of receipt of an invoice.          %''!! City of Denton, Texas Contract 7109-009 Failure to comply with the provisions of this section shall be a material breach of this contract and shall constitute, in the OWNER’S sole discretion, grounds for termination thereof. Each of the terms "books", "records", "documents" and "other evidence", as used above, shall be construed to include drafts and electronic files, even if such drafts or electronic files are subsequently used to generate or prepare a final printed document. ARTICLE XXIV Prohibition On Contracts With Companies Boycotting Israel Supplier acknowledges that in accordance with Chapter 2270 of the Texas Government Code, City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms “boycott Israel” and “company” shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this agreement, Supplier certifies that Supplier’s signature provides written verification to the City that Supplier: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the agreement. Failure to meet or maintain the requirements under this provision will be considered a material breach. ARTICLE XXV Prohibition On Contracts With Companies Doing Business with Iran, Sudan, or a Foreign Terrorist Organization Section 2252 of the Texas Government Code restricts CITY from contracting with companies that do business with Iran, Sudan, or a foreign terrorist organization. By signing this agreement, Supplier certifies that Supplier’s signature provides written verification to the City that Supplier, pursuant to Chapter 2252, is not ineligible to enter into this agreement and will not become ineligible to receive payments under this agreement by doing business with Iran, Sudan, or a foreign terrorist organization. Failure to meet or maintain the requirements under this provision will be considered a material breach. ARTICLE XXVI PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS No officer, employee, independent consultant, or elected official of the City who is involved in the development, evaluation, or decision-making process of the performance of any solicitation shall have a financial interest, direct or indirect, in the Contract resulting from that solicitation as defined in the City’s Ethic Ordinance 18-757 and in the City Charter chapter 2 article XI (Ethics). Any willful violation of this section shall constitute impropriety in office, and any officer or employee guilty thereof shall be subject to disciplinary action up to and including dismissal. Any violation of this provision, with the knowledge, expressed or implied, of the Contractor shall render the Contract voidable by the City. The Contractor shall complete and submit the City’s Conflict of Interest Questionnaire.          City of Denton, Texas Contract 7109-009 ARTICLE XXVII CERTIFICATE OF INTERESTED PARTIES ELECTRONIC FILING In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the Government Code. The law states that the City may not enter into this contract unless the Contractor submits a disclosure of interested parties (Form 1295) to the City at the time the Contractor submits the signed contract. The Texas Ethics Commission has adopted rules requiring the business entity to file Form 1295 electronically with the Commission. Contractor will be required to furnish 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 OWNER 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.          City of Denton, Texas Contract 7109-009 IN WITNESS HEREOF, the City of Denton, Texas has caused this Agreement to be executed by its duly authorized City Manager, and CONSULTANT has executed this Agreement through its duly authorized undersigned officer on this date______________________. CITY OF DENTON, TEXAS “OWNER” __________________________________ TODD HILEMAN, CITY MANAGER JENNIFER WALTERS, CITY SECRETARY ATTEST: CITY SECRETARY By: ______________________________ BY: _______________________________ SCS ENGINEERS A TEXAS CORPORATION “CONSULTANT” BY: ITS: _______________________________ TEXAS ETHICS COMMISSION CERTIFICATE NUMBER THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms. _______________ ________________ SIGNATURE PRINTED NAME __________________________________ TITLE __________________________________ DEPARTMENT          "#$ %''!!    " ""  #$& "$ "  #$   1901 Central Drive, Suite 550 Bedford, Texas | 817-571-2288 | eFax 817-571-2188 Environmental Consulting & Contracting May 28, 2020 Proposal No. 160162218 Mr. Brian Boerner, CPM, CHMM (sent via email) Director of Solid Waste City of Denton 1527 S. Mayhill Road Denton, Texas 76208 Re: Landfill Gas-to-Energy (LFGE) Beneficial-Use Assessment City of Denton Landfill Dear Brian: Per your request, SCS Engineers is pleased to present this proposal to you to develop an LFGE Beneficial-Use Assessment for the City of Denton Landfill (landfill). As we discussed in our work with you last year, we believe that this type of assessment will be beneficial to the City in assessing appropriate options for the beneficial-use of the landfill’s gas resource. We have structured this proposal with two primary tasks and two optional tasks as follows: x Task 1 - LFGE Beneficial-Use Assessment; x Task 2 - Meetings/Presentations; x Task 3 - On-Call Support for City-Requested Follow-Up (Optional); and x Task 4 - Landfill Phasing Plan (Optional). Based on our understanding of the project objectives, we have developed the following scope of services for your consideration. SCOPE OF SERVICES Task 1 - LFGE Beneficial-Use Assessment For this task, SCS will prepare an LFGE Beneficial-Use Assessment (hereafter referred to as the Report), for the landfill. This Report will include the following sections: x Landfill background; x Landfill gas recovery projections; x Landfill gas collection and control system (GCCS) upgrades and costs; x Beneficial-use options considered; x Procurement and ownership options; x Financial analysis of select option(s); and x Conclusions and recommendations. Exhibit A          Mr. Brian Boerner May 28, 2020 Page 2 M:\BD\Proposals\Denton\2020\160059220 LFGE Study\P052820 Denton LFGE Analysis.docx Landfill Gas Recovery Projections Preparing landfill gas recovery projections will be one of the first tasks associated with the Report. SCS last prepared landfill gas recovery projections for the landfill in January 2019 using a unique “variable k” recovery model that SCS had previously developed. The SCS model allows adjustments to waste decay rate (k) to account for the impacts of enhanced liquids recirculation (ELR), which occurred from 2010 to 2018. SCS will update this prior effort to account for the anticipated impact of the ELR program, which has been terminated, in our estimates of future landfill gas (LFG) production. LFG recovery will be calculated for four different groups of landfill phases, which allows for a more precise evaluation of different disposal areas with varying moisture levels and LFG collection system coverage. We will utilize our completed assessment of the historic ELR program and the prior data for the Report. New information to be obtained and incorporated into the updated LFG recovery projections will include: x Revised permitted site capacity and projected closure date associated with the impending issuance of the permit amendment for the landfill expansion; x Amounts of municipal solid waste (MSW), construction and demolition (C&D) waste, inert wastes, and other non-MSW categories disposed at the landfill in 2018, 2019, and 2020 through April; x Projected future growth in waste disposal (per communications with the City) and planned locations (phases) for disposal; x Actual gas system recovery data covering September 2018 through April 2020, including daily measurements of methane percentages and gas flows to each control device suitable for calculating monthly averages; x Wellfield monitoring data for 2019 and 2020; and x Liquid level monitoring data, if available. SCS will assess the effectiveness of the existing GCCS and update current estimates of collection system coverage based on the following: estimated site conditions at the landfill, recent historical landfill gas recovery data, and a review of data on the design, operations, and maintenance of the gas system. Since the landfill gas being generated exceeded the capacity of the current beneficial-use, we understand that the GCCS has not been operated historically to maximize recovery. Nevertheless, for this Report, we will evaluate potential recovery with an expanded wellfield being maximized for recovery. SCS will develop estimates of future collection system coverage based on the following considerations: x The existing gas system design and assumptions on a schedule for system improvements and expansions into new waste disposal cells. Our estimates will assume that improvements needed to upgrade the existing system for beneficial-use will be conducted; x Future phasing as available from SCS’ work as indicated below and the updated phasing plan provided by SCS (if the City authorizes the optional Task 4) will be reflected in the recovery projections; and x As applicable, the LFG recovery projections will encompass a high-Btu project’s requirements on achieving maximum gas quality and recovery rates. Our recovery projections will include the following items:          Mr. Brian Boerner May 28, 2020 Page 3 M:\BD\Proposals\Denton\2020\160059220 LFGE Study\P052820 Denton LFGE Analysis.docx 1. Tables providing the following information through the projection period which will be at least the twenty-year pro forma analysis period to evaluate LFGE options) and: x Historical and projected future disposal rates; x Projected recovery potential (maximum amount of gas available for recovery before accounting for collection system coverage); and x Historical collection system coverage estimates and future coverage estimates. 2. A graph showing the following information for the period covering the year the landfill opened through at least the twenty-year pro forma analysis period: x Projected recovery potential for the landfill; x Actual historical recovery rates for the landfill; and x Projected recovery with the existing and planned collection system. Lastly, though no engineer can guarantee gas projections, the City should be aware that the recovery projections provided by SCS will be useful so that City staff can have accurate projections to discuss with potential developers when discussing possible projects. GCCS Master Plan and Assessment Based on our discussions in preparing this proposal, the City has not yet had a GCCS Master Plan prepared for the landfill. SCS utilizes these types of plans to determine GCCS requirements for beneficial-use projects. The GCCS Master Plan created as part of this Report will provide guidance, based on supporting assumptions and calculations, on: well spacing, ultimate header/lateral pipe sizing, condensate generation/design, and blower/flare sizing for the GCCS at build-out over the next twenty years. The GCCS build-out will be depicted at final grade. For this effort, it is assumed that the “Future GCCS Layout” (Figure III F-F-2) included in the Landfill Gas Management Plan will be provided in AutoCAD for our use, and further refined for collection of landfill gas for beneficial-use. This plan is necessary for our LFGE assessment to adequately judge future recovery, to size major gas system components (so they will meld with future needs), and to serve as a basis for estimating required capital cost expenditures for gas system construction over the assessment period. For this part of the Report, we will utilize the recovery projections described above and prepare a GCCS Master Plan, which will be an attachment to the overall assessment report. This plan will include a plan-view drawing, standard details, backup calculations, summary of model results and other necessary information. As part of this effort we will perform KYGas modeling for sizing the gas system piping network. The plan-view drawing will show the well and pipe network layout at final grades, which can be used by the City for future GCCS expansions and for planning purposes. This plan will be used as a template for estimating current system upgrades needed and periodic phasing of the gas system to support beneficial-use of the landfill gas in the proposed assessment. If optional Task 4 landfill phasing plan is also accepted by the City, our GCCS phasing will be incorporated in more detailed into the overall landfill phasing plans, including estimated timing of each expansion further refined. Beneficial-Use Options, Pro Formas, and Recommendations Our beneficial-use options section will include a discussion of the following types of LFGE projects: high-Btu (will include an overview of various high-Btu technologies), medium-Btu, electric generation,          Mr. Brian Boerner May 28, 2020 Page 4 M:\BD\Proposals\Denton\2020\160059220 LFGE Study\P052820 Denton LFGE Analysis.docx and baseline flaring. It is understood that electric generation, which the City plans to decommission, and medium-Btu may not be economically feasible and as such, will not warrant detailed consideration. For these two alternatives, we will present an overview and note why they are generally not being developed at landfills in Texas. For the types of projects we are seeing developed at this time (such as high-Btu), we will provide an overview of the technology, discuss why it is a popular development option, and provide an economic analysis in a later section of the Report. We will include a section on procurement and ownership options for LFGE projects. This will outline several different structures for ownership and operation of an LFGE project. There will then be a Report section showing the financial analysis of the preferred option(s) over a subsequent twenty-year period. The pro forma(s) will show the main capital and operating costs, as well as the expected level of revenue. Lastly, the report will provide conclusions and recommendations. Throughout the development of the Report, as needed, SCS may request additional information from you. SCS will prepare the draft report, and provide it to you for review. We will be available to discuss the report via telephone (assuming for the Report that no in-person meetings will be conducted). We will address your comments, and provide a final Report sealed by a professional engineer in the State of Texas. Task 2 – Meetings/Presentations This task provides for three meetings on three separate days to present the report to: the Solid Waste Staff, the Public Utilities Board, and City Council. Up to two SCS staff will be present for each meeting (likely the report’s Technical Lead and Project Manager). For this task, we also have allotted time to work with you and/or your staff to prepare a PowerPoint summary of the Report’s contents and/or handouts. Task 3 - On-Call Support for City-Requested Follow-Up (Optional) This optional time-and-materials task is included in the event that, as part of our meetings or at the request of City staff, more meetings or specific follow-up information is requested that was not part of the original report. This task could be used, for example, if someone on the City Council requested some specific information or to expand on a particular aspect of the report. The budget of this task will only be utilized with the prior approval of the City. Task 4 – Landfill Phasing Plan (Optional) Like many landfills in Texas, the City’s landfill has been operating since the early 1980s and the landfill permit has been amended to add capacity, and modified to address various other regulatory issues. In 2017, the City submitted a permit amendment application, which is currently in the final stages of permit issuance. When approved, this application will provide for a significant expansion of the landfill, horizontally and vertically. Benefits Associated with this Proposed Phasing Plan. Based on our review of the current permit documents and our familiarity with the City’s Landfill, we envision the following benefits associated with our proposed phasing plan: x Deferring capital expenditures for cell construction as long as feasibly prudent;          Mr. Brian Boerner May 28, 2020 Page 5 M:\BD\Proposals\Denton\2020\160059220 LFGE Study\P052820 Denton LFGE Analysis.docx x Optimizing airspace utilization and providing the City with a timeframe for capital expenditures for future cell construction; x Assisting the City in forecasting capital expenditure for cell construction and expansion of the GCCS; x Planning for on-site roads in a manner such that the utilization of the roads will be optimized over longer periods, thereby enhancing the investment in road construction. Note: The vertical relief of over 200 feet from the bottom of the excavation to the top of the completed landfill creates particular benefits for this landfill phasing plan; x Minimizing double-handling of excavated soil by proper planning of soil stockpiles and beneficial-use of soil during construction; e.g., utilizing excavated soil for construction of on- site roads or perimeter berms; and x Most importantly for this project, by completing the phasing plan as part of this LFGE beneficial-use assessment, the landfill phasing will then also be utilized to benefit the phase planning for the expansion of the GCCS, thereby enhancing our capital cost estimates for the GCCS. Note, sizing of GCCS components will be performed under Task 1, related to preparation of the GCCS Master Plan and build-out of the gas system over a period of 20 years (LFGE beneficial-use assessment period). Utilizing the most recent topographic map of the site (to be provided by the City in electronic form), we will develop a series of drawings that depict the continued filling of the landfill, including the development of a strategically located access road. These drawings will depict the development of not only the sequential filling of the waste mass, but also the sequential construction of the on-site haul road and expansion of the GCCS. The fill contours of the waste mass will be developed to enable construction of the haul road using waste as the road sub-base to the maximum extent possible, thereby saving in soil utilization and the related cost. Also, the phasing plans will take into consideration the following key aspects of the landfill, as currently developed and as reflected in the currently approved Site Development Plans: x Current on-site roads, site contours and drainage patterns (including existing and proposed let-down structures), as reflected in most recent topographic map of the landfill; and x Key features of the landfill, including locations of leachate sumps, GCCS components, groundwater monitoring wells and perimeter gas probes. Develop Interim Contour Plans depicting the Phased Evolution of the Waste Mass, On-Site Haul Roads, and GCCS. In this task, we will develop interim contour plans showing the phased development of the landfill. Up to five discreet phases will be developed in consideration of the following parameters, over an assumed period of 20 years: x Developing interim grades that are achievable based on the current footprint of the landfill; x City preferences (including visual screening of operations from nearby residences); x Construction of onsite internal haul roads; and x Plans for continued expansion of the GCCS, as defined in the GCCS Master Plan development included in Task 1. On-site road alignments will be developed in consideration of the following: x Suggested maximum grades of eight percent pending confirmation of this being acceptable to the City;          Mr. Brian Boerner May 28, 2020 Page 6 M:\BD\Proposals\Denton\2020\160059220 LFGE Study\P052820 Denton LFGE Analysis.docx x Utilization of waste materials to achieve road subgrade elevations to conserve soil utilization; and x Maximizing the use of the proposed road locations. The roads will be developed in a manner that they will be used for as long a time period as is logistically feasible. Draft phasing plans will be presented to the City for review and comment at the conclusion of this task. Following review by the City, we will finalize the phasing plans. Volume Calculations Associated with the Selected Phases of Landfill Development. For each phase of landfill development, we will calculate the associated airspace consumed and operating life. We will then summarize these values in a table which will include, at a minimum, the following data: Description of Phase Airspace (CY) Waste Capacity Cumulative Waste Capacity (Tons) Operating Life (Months) (CY) (Tons) Technical Memorandum (TM) Summarizing Phasing Plan. The results of developing this phasing plan will be summarized in a TM, which will describe each of the phases that will be supported by the drawings depicting the phases and the table which summarizes important data as shown above. Information in this TM will prove useful in projecting when capital expenditures will be required for constructing the landfill cells and GCCS infrastructure. PROPOSED FEE AND SCHEDULE SCS’ proposed fees for the tasks included in this proposal are included in the table below. All tasks are shown as lump sum except for Tasks 3, which is included as time-and-materials task since the scope may vary depending on the additional services needed. Our current fee schedule is attached. Table 1 Proposed Fee Task No. Task Title Proposed Fee 1 LFGE Beneficial-Use Report $39,580 2 Meetings/Presentations $13,740 3 On-Call Support for City-Requested Follow-Up (Optional) $5,000 Tasks 1-3 Total $58,320 4 Landfill Phasing Plan (Optional) $16,300 Total Including Task 4 $74,620 Regarding our schedule, we will provide a draft report within approximately 8 weeks of the City’s notice- to-proceed, and complete the report within 2 weeks of City comments. If the City includes Task 4, an additional 4 weeks will be included for the more detailed report contents. SCS will work with the City regarding the needed schedule for all meetings.          Mr. Brian Boerner May 28, 2020 Page 7 M:\BD\Proposals\Denton\2020\160059220 LFGE Study\P052820 Denton LFGE Analysis.docx We appreciate this opportunity to provide this proposal to you. If you have any questions, please contact David Mezzacappa, P.E. at (817) 358-6108. Sincerely, David J. Mezzacappa, P.E. Ryan Kuntz, P.E. Vice President/Project Director Vice President/Satellite Office Manager SCS ENGINEERS SCS ENGINEERS Attachment          Environmental Management Consultants Offices Nationwide 1901 Central Drive Suite 550 Bedford, Texas 76021 817.571.2288 Main 12651 Briar Forest Drive Suite 205 Houston, Texas 77077 281.293.8494 Main M:BD\Fee Sched\\2017\SCS Engr Office 16 Fee schedule 040120-033121.docx SCS ENGINEERS FEE SCHEDULE (Effective April 1, 2020 through March 31, 2021) Rate/Hour ($) Business Unit Director ........................................................................ 230 Project Advisor ..................................................................................... 220 Satellite Office Manager ..................................................................... 220 Project Director II .............................................................................. 210 Project Director I ................................................................................. 195 Project Manager II ............................................................................. 175 Project Manager I .............................................................................. 165 CQA Manager ....................................................................................... 160 Senior Project Professional ................................................................ 160 Project Professional II ......................................................................... 135 Project Professional I .......................................................................... 130 Sr. Staff Professional ………………………………………………... 120 Staff Professional II ........................................................................... 115 Staff Professional I ............................................................................ 110 Associate Staff Professional ............................................................... 100 CAD Designer ....................................................................................... 125 CAD Draftsperson ................................................................................ 80 Office Service Manager ....................................................................... 105 Secretarial/Clerical ............................................................................. 75 Sr. Technician ...................................................................................... 100 Technician ............................................................................................ 90 CQA Technician .................................................................................... 70 1.The hourly rates are effective through March 31, 2021. Work performed thereafter is subject to a new Fee Schedule issued for the period beginning April 1, 2021. Consistent with federal regulations, a factor of 150% will be applied to overtime hours for field personnel. 2.The above rates include salary, overhead, administration, and profit. Other direct expenses, such as analyses of air, water and soil samples, reproduction, travel, subsistence, subcontractors, long distance telephone, computers, etc., are billed at actual cost plus 15 percent. Vehicle mileage is billed at $0.66 per mile for autos and $0.76 per mile for company trucks. Daily rates apply on long-term projects. 3.Invoices will be prepared monthly for work in progress unless otherwise agreed. Invoices are due and payable upon receipt. 4.Payment of SCS Invoices for services performed will not be contingent upon the client's receipt of payment from other parties, unless otherwise agreed. Client agrees to pay legal costs, including attorney's fees, incurred by SCS in collecting any amount past due and owing on client's account. 5.For special situations, such as expert court testimony and limited consultation, hourly rates for principals of the firm will be on an individually-negotiated basis.          CITY OF DENTON INSURANCE REQUIREMENTS FOR CONTRACTORS Bidder's attention is directed to the insurance requirements below. It is highly recommended that bidders confer with their respective insurance carriers or brokers to determine in advance of Bid submission the availability of insurance certificates and endorsements as prescribed and provided herein. If an apparent low bidder fails to comply strictly with the insurance requirements, that bidder may be disqualified from award of the contract. Upon bid award, all insurance requirements shall become contractual obligations, which the successful bidder shall have a duty to maintain throughout the course of this contract. STANDARD PROVISIONS: Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. As soon as practicable after notification of bid award, Contractor shall file with the Purchasing Department satisfactory certificates of insurance, containing the bid number and title of the project. Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at any time; however, Contractors are strongly advised to make such requests prior to bid opening, since the insurance requirements may not be modified or waived after bid opening unless a written exception has been submitted with the bid. Contractor shall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Denton. All insurance policies proposed or obtained in satisfaction of these requirements shall comply with the following general specifications, and shall be maintained in compliance with these general specifications throughout the duration of the Contract, or longer, if so noted: x Each policy shall be issued by a company authorized to do business in the State of Texas with an A.M. Best Company rating of at least A- VII or better. x Any deductibles or self-insured retentions shall be declared in the bid proposal. If requested by the City, the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its officials, agents, employees and volunteers; or, the contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. x Liability policies shall be endorsed to provide the following: x Name as additional insured the City of Denton, its Officials, Agents, Employees and volunteers. EXHIBIT B          x That such insurance is primary to any other insurance available to the additional insured with respect to claims covered under the policy and that this insurance applies separately to each insured against whom claim is made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. x Provide a Waiver of Subrogation in favor of the City of Denton, its officials, agents, employees, and volunteers. x Cancellation: City requires 30 day written notice should any of the policies described on the certificate be cancelled before the expiration date. x Should any of the required insurance be provided under a claims-made form, Contractor shall maintain such coverage continuously throughout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. x Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. x Should any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfaction of this Contract shall additionally comply with the following marked specifications, and shall be maintained in compliance with these additional specifications throughout the duration of the Contract, or longer, if so noted: [X ]A.General Liability Insurance: General Liability insurance with combined single limits of not less than $1,000,000.00 shall be provided and maintained by the Contractor. The policy shall be written on an occurrence basis either in a single policy or in a combination of underlying and umbrella or excess policies. If the Commercial General Liability form (ISO Form CG 0001 current edition) is used: EXHIBIT B          x Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. x Coverage B shall include personal injury. x Coverage C, medical payments, is not required. If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Form GL 0404) is used, it shall include at least: x Bodily injury and Property Damage Liability for premises, operations, products and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. x Broad form contractual liability (preferably by endorsement) covering this contract, personal injury liability and broad form property damage liability. [X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $500,000.00 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include bodily injury and property damage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used in conjunction with this contract. Satisfaction of the above requirement shall be in the form of a policy endorsement for: x any auto, or x all owned, hired and non-owned autos. [X]Workers’ Compensation Insurance Contractor shall purchase and maintain Worker's Compensation insurance which, in addition to meeting the minimum statutory requirements for issuance of such insurance, has Employer's Liability limits of at least $100,000 for each accident, $100,000 per each employee, and a $500,000 policy limit for occupational disease. The City need not be named as an "Additional Insured" but the insurer shall agree to waive all rights of subrogation against the City, its officials, agents, employees and volunteers for any work performed for the City by the Named Insured. For building or construction projects, the Contractor shall comply with the provisions of Attachment 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Worker's Compensation Commission (TWCC). [ ]Owner's and Contractor's Protective Liability Insurance EXHIBIT B          The Contractor shall obtain, pay for and maintain at all times during the prosecution of the work under this contract, an Owner's and Contractor's Protective Liability insurance policy naming the City as insured for property damage and bodily injury which may arise in the prosecution of the work or Contractor's operations under this contract. Coverage shall be on an "occurrence" basis, and the policy shall be issued by the same insurance company that carries the Contractor's liability insurance. Policy limits will be at least combined bodily injury and property damage per occurrence with a aggregate. [X]Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000 per claim with respect to negligent acts, errors or omissions in connection with professional services is required under this Agreement. [ ]Builders' Risk Insurance Builders' Risk Insurance, on an All-Risk form for 100% of the completed value shall be provided. Such policy shall include as "Named Insured" the City of Denton and all subcontractors as their interests may appear. [ ]Commercial Crime Provides coverage for the theft or disappearance of cash or checks, robbery inside/outside the premises, burglary of the premises, and employee fidelity. The employee fidelity portion of this coverage should be written on a “blanket” basis to cover all employees, including new hires. This type insurance should be required if the contractor has access to City funds. Limits of not less than each occurrence are required. [ ]Additional Insurance Other insurance may be required on an individual basis for extra hazardous contracts and specific service agreements. If such additional insurance is required for a specific contract, that requirement will be described in the "Specific Conditions" of the contract specifications. EXHIBIT B          ATTACHMENT 1 []Workers’ Compensation Coverage for Building or Construction Projects for Governmental Entities A. Definitions: Certificate of coverage ("certificate")-A copy of a certificate of insurance, a certificate of authority to self-insure issued by the commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on the project until the contractor's/person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ("subcontractor" in §406.096) - includes all persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner-operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C. The Contractor must provide a certificate of coverage to the governmental entity prior to being awarded the contract. D. If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: 1) a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing coverage for all persons providing services on the project; and EXHIBIT B          2) no later than seven days after receipt by the contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. F. The contractor shall retain all required certificates of coverage for the duration of the project and for one year thereafter. G. The contractor shall notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the contractor knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project. H. The contractor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. I. The contractor shall contractually require each person with whom it contracts to provide services on a project, to: 1) provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the project, for the duration of the project; 2) provide to the contractor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the project, for the duration of the project; 3) provide the contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 4) obtain from each other person with whom it contracts, and provide to the contractor: a) certificate of coverage, prior to the other person beginning work on the project; and b) a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 5) retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6) notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and EXHIBIT B          7) Contractually require each person with whom it contracts, to perform as required by paragraphs (1) - (7), with the certificates of coverage to be provided to the person for whom they are providing services. J. By signing this contract or providing or causing to be provided a certificate of coverage, the contractor is representing to the governmental entity that all employees of the contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self- insured, with the commission's Division of Self-Insurance Regulation. Providing false or misleading information may subject the contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. K.The contractor’s failure to comply with any of these provisions is a breach of contract by the contractor which entitles the governmental entity to declare the contract void if the contractor does not remedy the breach within ten days after receipt of notice of breach from the governmental entity. EXHIBIT B          CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a misdemeanor. 1 Name of vendor who has a business relationship with local governmental entity. 2 Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 Name of local government officer about whom the information in this section is being disclosed. Name of Officer This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the vendor has an employment or other business relationship as defined by Section 176.001(1-a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor? Yes No B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named in this section AND the taxable income is not received from the local governmental entity? Yes No C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership of one percent or more? Yes No D.Describe each employment or business and family relationship with the local government officer named in this section. 4 I have no Conflict of Interest to disclose. 5 Signature of vendor doing business with the governmental entity Date EXHIBIT B          Exhibit CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a misdemeanor. 1 Name of vendor who has a business relationship with local governmental entity. 2 Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 Name of local government officer about whom the information in this section is being disclosed. Name of Officer This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the vendor has an employment or other business relationship as defined by Section 176.001(1-a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor? Yes No B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named in this section AND the taxable income is not received from the local governmental entity? Yes No C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership of one percent or more? Yes No D. Describe each employment or business and family relationship with the local government officer named in this section. 4 I have no Conflict of Interest to disclose. 5 Signature of vendor doing business with the governmental entity Date                         Certificate Of Completion Envelope Id: 25DAA580570A42CB8C87976B5621ECC4 Status: Completed Subject: ****City Manager Approval ******Docusign Item 7109-009 Landfill Gas-to-Energy Source Envelope: Document Pages: 32 Signatures: 7 Envelope Originator: Certificate Pages: 6 Initials: 0 Lori Hewell AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) 901B Texas Street Denton, TX 76209 lori.hewell@cityofdenton.com IP Address: 129.120.6.150 Record Tracking Status: Original 5/29/2020 10:59:54 AM Holder: Lori Hewell lori.hewell@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 129.120.6.150 Sent: 5/29/2020 11:05:36 AM Viewed: 5/29/2020 11:05:51 AM Signed: 5/29/2020 11:08:36 AM 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: 5/29/2020 11:08:38 AM Viewed: 5/29/2020 12:13:56 PM Signed: 5/29/2020 12:14:00 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign David J. Mezzacappa, P.E dmezzacappa@scsengineers.com Vice President Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 172.87.161.170 Sent: 5/29/2020 12:14:03 PM Viewed: 5/29/2020 12:28:05 PM Signed: 5/29/2020 12:34:12 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Brian Boerner brian.boerner@cityofdenton.com Director of Solid Waste Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 129.120.6.150 Sent: 5/29/2020 12:34:15 PM Viewed: 5/29/2020 12:41:41 PM Signed: 5/29/2020 12:44:17 PM Electronic Record and Signature Disclosure: Accepted: 5/29/2020 12:41:41 PM ID: 980834a1-1c56-47da-a658-4d77a1f5bae3 Signer Events Signature Timestamp 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: 5/29/2020 12:44:21 PM Viewed: 5/29/2020 1:08:45 PM Signed: 5/29/2020 1:08:59 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: 5/29/2020 1:09:03 PM Viewed: 5/29/2020 1:11:06 PM Signed: 5/29/2020 1:11:43 PM Electronic Record and Signature Disclosure: Accepted: 5/29/2020 1:11:06 PM ID: b478340e-0ed0-4d2b-8efe-1b88aa2dc4fc In Ierson Signer Events Signature Timestamp Editor DeliverI Events Status Timestamp Igent DeliverI Events Status Timestamp IntermediarI DeliverI Events Status Timestamp Certified 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: 5/29/2020 11:08:38 AM 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) Sent: 5/29/2020 1:11:46 PM 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 5/29/2020 1:11:46 PM Certified Delivered Security ChecRed 5/29/2020 1:11:46 PM Signing Complete Security ChecRed 5/29/2020 1:11:46 PM Envelope SummarI Events Status Timestamps Completed Security ChecRed 5/29/2020 1:11:46 PM 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. Consequences of changing your mind If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. To indicate to us that you are changing your mind, you must withdraw your consent using the DocuSign 'Withdraw Consent' form on the signing page of your DocuSign account. This will indicate to us that you have withdrawn your consent to receive required notices and disclosures electronically from us and you will no longer be able to use your DocuSign Express user account to receive required notices and consents electronically from us or to sign electronically documents from us. All notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through your DocuSign user account all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. !!"   "!      ! !     How to contact City of Denton: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: purchasing@cityofdenton.com To advise City of Denton of your new e-mail address To let us know of a change in your e-mail address where we should send notices and disclosures electronically to you, you must send an email message to us at melissa.kraft@cityofdenton.com and in the body of such request you must state: your previous e-mail address, your new e-mail address. We do not require any other information from you to change your email address.. In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected in your DocuSign account by following the process for changing e-mail in DocuSign. To request paper copies from City of Denton To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an e-mail to purchasing@cityofdenton.com and in the body of such request you must state your e-mail address, full name, US Postal address, and telephone number. We will bill you for any fees at that time, if any. To withdraw your consent with City of Denton To inform us that you no longer want to receive future notices and disclosures in electronic format you may: i. decline to sign a document from within your DocuSign account, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may; ii. send us an e-mail to purchasing@cityofdenton.com and in the body of such request you must state your e-mail, full name, IS Postal Address, telephone number, and account number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process.. Required hardware and software Operating Systems: Windows2000? or WindowsXP? Browsers (for SENDERS): Internet Explorer 6.0? or above Browsers (for SIGNERS): Internet Explorer 6.0?, Mozilla FireFox 1.0, 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.