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6590-041 - Amendment 3 Executed Docusign City Council Transmittal Coversheet File Name Purchasing Contact City Council Target Date Piggy Back Option Contract Expiration Ordinance DocuSign Envelope ID: 540B31BA-2B26-486D-BB27-F3697EE0B594 Laura Hermosillo Not Applicable Elm and Locust Water, Wastewater and Drainage Improvement 6590-041PSA January 12, 2021 N/A 21-017 6590-041 PSA – Amendment #3 Page 1 of 2 THIRD AMENDMENT TO CONTRACT BY AND BETWEEN THE CITY OF DENTON, TEXAS AND HALFF ASSOCIATES, INC. FILE 6590-041 THE STATE OF TEXAS § COUNTY OF DENTON § THIS THIRD AMENDMENT TO CONTRACT 6590-041 (“Amendment”) by and between the City of Denton, Texas (“City”) and Halff Associates, Inc. (“Consultant” or “Halff”); to that certain contract executed on November 6, 2018, in the original not-to- exceed amount of $837,900 (the “Original Agreement”); amended on June 19, 2019 in the additional amount of $40,300 aggregating a not-to-exceed amount of $878,200 (the “First Amendment”); amended on May 13, 2020 (the “Second Amendment”) (collectively, the Original Agreement, the First Amendment, and the Second Amendment are the “Agreement”) for services related to the design of Locust and Elm Street Water, Wastewater and Drainage Improvement Project; WHEREAS, the City deems it necessary to further expand the services provided by Consultant to the City pursuant to the terms of the Agreement, and to provide an additional not-to-exceed amount $177,840 with this Amendment for an aggregate not-to-exceed amount of $1,056,040; and FURTHERMORE, the City deems it necessary to further expand the goods/services provided by Consultant to the City; NOW THEREFORE, the City and Consultant (hereafter collectively referred to as the “Parties”), in consideration of their mutual promises and covenants, as well as for other good and valuable considerations, do hereby AGREE to the following Amendment, which amends the following terms and conditions of the said Agreement, to wit: 1. The additional services described in Exhibit “A” of this Amendment, attached hereto and incorporated herein for all purposes, for professional services related to the Locust and Elm Street Water, Wastewater and Drainage Improvement Project, are hereby authorized to be performed by Consultant. For and in consideration of the additional services to be performed by Consultant, the City agrees to pay, based on the cost estimate detail attached as Exhibit “A” to this Amendment, a total fee, including reimbursement for non-labor expenses an amount not to exceed $177,840. DocuSign Envelope ID: 540B31BA-2B26-486D-BB27-F3697EE0B594 6590-041 PSA – Amendment #3 Page 2 of 2 2. This Amendment modifies the Agreement amount to provide an additional $177,840 for the additional services with a revised aggregate not to exceed total of $1,056,040. The Parties hereto agree, that except as specifically provided for by this Amendment, that all of the terms, covenants, conditions, agreements, rights, responsibilities, and obligations of the Parties, set forth in the Agreement remain in full force and effect. IN WITNESS WHEREOF, the City and the Consultant, have each executed this Amendment electronically, by and through their respective duly authorized representatives and officers on this date _________________________. “CONSULTANT” HALFF ASSOCIATES, INC. By: _________________________________ AUTHORIZED SIGNATURE, TITLE APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY By: _________________________________ “CITY” CITY OF DENTON, TEXAS A Texas Municipal Corporation By: _______________________________ TODD HILEMAN, CITY MANAGER ATTEST: ROSA RIOS, CITY SECRETARY By: _________________________________ THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms. _______________ ________________ SIGNATURE PRINTED NAME __________________________________ TITLE __________________________________ DEPARTMENT DocuSign Envelope ID: 540B31BA-2B26-486D-BB27-F3697EE0B594 Public Works Team Leader Engineering/Capital Projects Rebecca Diviney Director of Capital Projects/City Engineer 01/12/2021 AMENDMENT NO. 3 TO PROFESSIONAL SERVICES AGREEMENT ADDITIONAL SERVICES Locust Street and Elm Street Water, Wastewater and Drainage Improvement Project FILE 6590-041 This amendment is to add engineering and survey services for the following additional scope of work: 1. Geotechnical Engineering The Consultant shall engage CMJ Engineering, Inc. to evaluate subsurface conditions. A total of two (2) sample borings to a depth of thirty (30) feet below existing grades will be taken. An engineering report will be prepared to present the results of the field and laboratory data together with analyses of the results and recommendations. The report will address: • General soil and ground-water conditions • Recommendations for foundation type, depth and allowable loading • Foundation construction requirements • Recommended lateral pressures and sliding coefficient for the design of retaining structures • An evaluation of the swell characteristics of the subgrade soils • Global stability analysis of proposed wall geometry • Earthwork recommendations The City will pay 110% of the subconsultant’s fee to the Consultant 2. Project Coordination The Consultant shall: • Communicate effectively • Coordinate internally and externally as needed • Proactively address issues with the City’s project manager and others as necessary to make progress on the work • Conduct project meetings as necessary • Provide schedule updates • Ensure quality control is practiced in performance of the work 3. Structural Design The Consultant shall prepare structural details for the design of a special storm drain junction box. The junction box will connect the existing drainage Exhibit A DocuSign Envelope ID: 540B31BA-2B26-486D-BB27-F3697EE0B594 structure at North Pecan Creek and Locust Street to the proposed cast-in- place culverts. 4. Retaining Wall Design The Consultant shall prepare construction plans for retaining walls on North Pecan Creek at Locust Street and Elm Street. Standard TxDOT cast-in-place retaining wall details will be utilized. 5. Culvert Alternate Alignments The Consultant shall prepare alternate culvert alignments for North Pecan Creek at Locust Street and Elm Street. Exhibits of alternate alignments shall be prepared to facilitate discussion with City staff. Comments shall be addressed and incorporated into the alignments. Final alignments shall be incorporated into the construction plans. 6. Culvert Grading Plan The Consultant shall prepare a grading plan for the pavement replacement necessary for the culvert installation at North Pecan Creek and Locust Street. 7. Channel Access Ramp The Consultant shall revise the design at North Pecan Creek to provide an access ramp down to the existing channel. Location shall be coordinated with City staff. 8. Texas Department of Transportation (TxDOT) Coordination The Consultant shall prepare necessary permit forms for submittal to TxDOT. Locust Street and Elm Street construction plans and application shall be submitted to TxDOT for approval. Plans shall be revised to address TxDOT comments. 9. Easement Documents A total of seven (7) permanent and four (4) temporary construction easements may be required to construct the proposed culverts at North Pecan Creek and Locust Street and Elm Street. Upon approval of the easement size and location, Consultant shall survey, render field notes, and prepare individual exhibits for the easement parcels. (1) Individual Exhibit for each parcel shall be prepared to contain the following • Area required • Parcel number DocuSign Envelope ID: 540B31BA-2B26-486D-BB27-F3697EE0B594 • Property owner name, mailing address, and volume and page of deed • Existing easements • Exhibits will be drawn to scale • All of the above shall be placed on one page of 8-1/2” x 11” paper and signed and sealed by a Texas Registered Professional Land Surveyor (2) Legal descriptions for each parcel shall reference the volume, page, and owner of the parent tract and shall be incorporated into a standard City of Denton conveyance document. Individual parcels will be cross-referenced on the plans. (3) Submit easement documents to the City and make necessary corrections (4) Upon approval of the easements by the City, and if required, Halff shall stake and flag the easement for inspection by the appraiser and property owner. The documents, including legal description, shall be furnished to the City in Microsoft Word and PDF format. 10. Easement Acquisition Services A. Project Administration 1. Communication a. Maintain status reports of all parcel and project activities and provide weekly to City. b. Provide schedule of all areas of work indicating anticipated start and end dates. c. Attend weekly status meetings. d. Prepare initial property owner contact list for use by City in distribution of ROW Consultant introduction letters. e. ROW Consultant will visit project site with City Personnel. 2. File Management a. Project and parcel files will be kept at the City. Working files will be kept in the ROW Consultant’s project administrative office, but documents generated or received by the ROW Consultant will be forwarded to the City as they are generated or received by the ROW Consultant. b. Prepare invoices utilizing City standard payment submissions forms with supporting documentation. DocuSign Envelope ID: 540B31BA-2B26-486D-BB27-F3697EE0B594 c. Maintain records of all payments including warrant/check number, amount, and date paid, etc. d. Maintain copies of all correspondence and contacts with property owners. B. Negotiation Services 1. Secure preliminary title commitment or preliminary title search and 5-year sales data from the title company that will be providing title insurance. 2. The charges from the Title Company for the preliminary title commitments will be paid by the City and are not be included in the Consultant’s negotiated fee schedule. 3. Secure title commitments updates in accord with insurance rules and requirements for parcel payment submissions. The charges from the Title Company for the update of the title commitment will be paid by City and should not be included in the Consultant’s negotiated fee schedule. 4. Secure title insurance for all parcels acquired, insuring acceptable title to City. Written approval by City required for any exception. The charges from the Title Company for the update of the title insurance will be paid by City and should not be included in the Consultant’s negotiated fee schedule. 5. The curative services necessary to provide clear title to the City is the responsibility of the Consultant and is to be included in the negotiated fee schedule for this service. Note: the Consultant’s curative services do not include cost/expenses that qualify as payment of incidental expenses to transfer real property to the City. 6. The Consultant has the responsibility of direct contact with the Title Company to obtain an updated title commitment along with other forms and certified copy of the instrument of conveyance when requesting the Parcel Payment from the City. 7. The Consultant provides closing services in conjunction with the Title Company and at the discretion of the City may be required to attend closings. 8. Any fee related to obtaining certified court documents and fees for recording same which are not collected at the closing of the parcel shall be direct pass through fees. 9. Consultant shall cause the recordation of all original instruments immediately after closing at the respective County Clerk’s Office. The cost of recording fees and filing fees are paid by the City and should not be included in the Consultant’s negotiated fee schedule. DocuSign Envelope ID: 540B31BA-2B26-486D-BB27-F3697EE0B594 10. Analyze appraisal and appraisal review reports and confirm City’s approved value prior to making offer for each parcel. 11. Analyze preliminary title report to determine potential title problems, propose methods to cure title deficiencies. 12. Prepare and send the letter transmitting the Landowners’ Bill of Rights by Certified Mail-Return Receipt Requested (CMRRR). 13. Prepare the initial offer letter, memorandum of agreement, instruments of conveyance, and any other documents required or requested by City on applicable forms. 14. Contact each property owner or owner’s designated representative, to present the written offer in person where practical, and deliver appraisal report and required brochures. Maintain follow-up contacts and secure the necessary instruments upon acceptance of the offer for the closing. 15. Provide a copy of the appraisal report for the subject property exclusively to the property owner or authorized representative at the time of the offer. Maintain original signed Receipt of Appraisal for billing purposes. 16. Respond to property owner inquiries verbally and in writing within two business days. 17. Prepare a separate negotiator contact report for each parcel per contact on approved form. 18. Maintain parcel files of original documentation related to the purchase of the real property or property interests. 19. Advise property owner on the Administrative Settlement process. Transmit to City any written counter offer from property owners including supporting documentation, and Consultant recommendation regarding Administrative Settlements in accordance with City policy and procedures. 20. Prepare final offer letter, documents of conveyance as necessary. 21. Appear and provide Expert Witness testimony as a Consultant when requested. The cost of the Consultant’s expert witness testimony for trial is not part of this contract. C. Initial Appraisal Service 1. Consultant shall engage subconsultant to provide appraisal services. 2. Appraisers should provide advance notice of the date and time of their appraisal inspections of the subject property to the Consultant’s Project Administrator in order to coordinate the appraiser’s inspection. DocuSign Envelope ID: 540B31BA-2B26-486D-BB27-F3697EE0B594 3. Secure written permission from the owner to enter the property from which real estate is the be acquired. If the Appraiser, after diligent effort, is unable to secure the necessary letter of permission from the property owner, a waiver must be obtained in writing from the City. 4. Prepare and conduct personal pre-appraisal contact with interest owner(s) for each parcel using acceptable City forms. 5. Contact property owners or their designated representative to offer opportunity to accompany the appraiser on the appraiser’s inspection of the subject property. Maintain record of contract in file. 6. For the initial appraisal, prepare complete appraisal report for each parcel to be acquired. These reports shall conform to City policies and procedures along with the Uniform Standards of Professional Appraisal Practices as promulgated by the Appraisal Foundation. 7. As necessary, prepare written notification to the City of any environmental concerns associated with the right of way to be acquired, which could require environmental re- mediation. 8. All completed appraisals will be administratively reviewed by the City staff and recommend for approval by the City staff. 9. City staff coordinate with Consultant’s review appraiser (if applicable) regarding revisions, comments, or additional information that may be required. The Consultant’s review appraiser will then coordinate with the appraiser. 10. As necessary, the appraiser will coordinate with the review appraiser regarding revisions, comments, or additional information that may be required. 11. The fees for initial appraisal assignments are based on separate appraisal assignments. 12. Beyond delivery of initial appraisal assignments, the appraiser can be called to provide preparation and testimony for a Special Commissioners Hearing. For this appraisal assignment, the fee for the preparation time and testimony must be based on the hourly rate shown in the Consultant’s Fee Schedule. D. Additional Services Additional services to be performed by Consultant, if authorized in writing by the City, which are not included in the above- described Basic Services, are described below: 1. Condemnation Support (additional service) DocuSign Envelope ID: 540B31BA-2B26-486D-BB27-F3697EE0B594 Consultant shall not act as the attorney for condemnation purposes. City must self perform legal services or contract with third party attorney. Consultant shall provide those support services to City or to City’s attorney as described below: a. Pre-Hearing Support 1. Request updated Title Commitment from title Company. 2. Use information from the Title Commitment to identify interested parties. * 3. Submit information packet as requested by Condemning Attorney. 4. Request update of appraisal. 5. File original petition with County Court at Law or other appropriate Court for a cause number to be assigned. 6. File Lis Pendens including the cause number with the County Clerk’s Office 7. Upon assignment of a court, file the Order Appointing Commissioners with the judge, retaining a copy of the Order for the files. 8. Following appointment of Commissioners by the judge, secure Oath of Commissioners signed by the Commissioners, Order Setting Hearing and Notice of Hearing signed by the Commissioners. 9. File all originals with the court and send copies to City and Condemning Attorney. b. Post-Hearing Support 1. File Award of the Commissioners with the court for the Judge’s signature within 48 hours of hearing, unless on Friday or before a holiday when court will not be open. 2. Obtain certified copy of Award and provide to City with request for funding in amount of Award. 3. Obtain Commissioners’ Fees and submit to City for payment. 4. File Award payment in registry of the court, file Notice of Deposit with the court and send certified copies to each defendant notifying DocuSign Envelope ID: 540B31BA-2B26-486D-BB27-F3697EE0B594 them of the date of deposit. The Date of Deposit is the Date of Take. 5. Send written notices of the date of deposit to the City and all interested parties. * Updated Title Commitments shall be paid directly by City. Please refer to 10.B.2. Title and Closing Services. 2. Disposal of Property Services a. Provide a Release of Property to the City Project Manager signed by the former owner stating that all personal property has been removed and any remaining items belong to the City. b. Provide the City Project Manager a copy of the plat and field notes, photographs of the property in a PDF format, a copy of the appraisal, and the Release of Property form when buildings are vacant and ready for disposal. The City Project Manager will initiate the environmental surveys as needed. 3. Update Appraisal Service a. Appraisers should provide advance notice of the date and time of their appraisal inspections of the subject property to the Consultant’s Project Administrator in order to coordinate the appraiser’s inspection. b. Secure written permission from the owner to enter the property from which real estate is the be acquired. If the Appraiser, after diligent effort, is unable to secure the necessary letter of permission from the property owner, a waiver must be obtained in writing from the City. c. Prepare and conduct personal pre-appraisal contact with interest owner(s) for each parcel using acceptable City forms. d. Contact property owners or their designated representative to offer opportunity to accompany the appraiser on the appraiser’s inspection of the subject property. Maintain record of contract in file. e. For an updated appraisal, prepare complete appraisal update for the parcel to be acquired. These reports shall conform to City policies and procedures along with the Uniform Standards of Professional Appraisal Practices. DocuSign Envelope ID: 540B31BA-2B26-486D-BB27-F3697EE0B594 f. As necessary, prepare written notification to the City of any environmental concerns associated with the right of way to be acquired, which could require environmental re-mediation. g. All completed appraisals will be administratively reviewed by the City staff and recommend for approval by the City staff. h. City staff coordinate with Consultant’s review appraiser (if applicable) regarding revisions, comments, or additional information that may be required. The Consultant’s review appraiser will then coordinate with the appraiser. i. As necessary, the appraiser will coordinate with the review appraiser regarding revisions, comments, or additional information that may be required. j. The fees for initial and updated appraisal assignments are based on separate appraisal assignments. k. Beyond delivery of update appraisal assignments, the appraiser can be called to provide preparation and testimony for a Special Commissioners Hearing. For this appraisal assignment, the fee for the preparation time and testimony must be based on the hourly rate shown in the Consultant’s Fee Schedule. 4. Miscellaneous a. Testimony for Hearing(s) or appeals. b. Document/Form establishment. c. Reporting outside of typical status reports. E. Services to be provided by the City include, but are not limited to the following: 1. Provide timely reviews and approval of submissions. 2. Process and issue all warrants for payment of approved purchase prices for each parcel, relocation payment, and incidental expense involved in the transfer of property to City in accordance with State law. 3. Provide a copy to the Consultant’s performance evaluation at end of project or as needed throughout the project. 4. Initiate, coordinate, and administer environmental investigation surveys. 5. Pay direct costs of preliminary title commitment, updates and title insurance for all parcels acquired. DocuSign Envelope ID: 540B31BA-2B26-486D-BB27-F3697EE0B594 Amendment No. 3 Fee Summary Geotechnical Investigation $10,100 Project Coordination $5,000 Structural Design of Junction Box $11,100 Retaining Wall Design $12,000 Culvert Alternate Alignments $15,000 Culvert Grading Plan $7,500 Channel Access Ramp $12,000 TxDOT Coordination $7,500 Easement Documents $11,500 Easement Acquisition Services $48,000 Easement Appraisal Services $38,140 Total Amendment No 3 $177,840 Project Schedule Geotechnical investigation shall be completed within 45 days of the executed amendment. The design elements shall be completed within 90 days of the executed amendment. Easement exhibits shall be completed within 30 days of approval of the proposed easement size and locations. Assumptions and Exclusions (1) Halff’s services shall only include those that are normal and customary and are not represented as special services or those requiring expertise greater than that provided by other service providers (2) Services not identified, whether specifically noted or implied, in this proposal are considered additional services and may require a modification to the scope and an increase in the budget including but not limited to the following items: • Landscape and Irrigation Design • Design of items not listed in this scope of work • Design of aesthetic enhancements • Filing fees, pro-rate fees, permit fees, and impact fees • Jurisdictional Determination, Categorical Exclusion, Environmental Assessment, or Environmental Permits, unless included in the scope of work DocuSign Envelope ID: 540B31BA-2B26-486D-BB27-F3697EE0B594 Summary of Amended Contract Original Contract Fee $837,900 Amendment No. 1 $40,300 Amendment No. 2 $0 Amendment No. 3 $177,840 Amended Contract Fee $1,056,040 DocuSign Envelope ID: 540B31BA-2B26-486D-BB27-F3697EE0B594 City of Denton 10/14/2020 Locust Street and Elm Street Phase II Amendment No. 3 Level of Effort Halff Associates AVO 34696.001 (1)(2) Task Director Team Leader QA/QC Project Manager EIT Sr. Structural Engineer Structural Engineer Surveyor, RPLS 2-Man Survey Crew Survey Technician CADD Admin Total Total Fees, Materials & Supplies Subtotal Total Task 1: Additional Design Geotechnical Engineering $9,200.00 $920.00 $10,120.00 $10,100.00 Project Coordination 2.00 8.00 14.0 24.0 $4,556.00 $455.60 $5,011.60 $5,000.00 Structural Design of Junction Box 0.50 2.00 2.0 5.0 10.0 24.0 24.0 67.5 $11,052.50 $11,052.50 $11,100.00 Retaining Wall Plan and Profile Sheets (4)1.00 6.00 24.0 42.0 12.0 85.0 $12,013.00 $12,013.00 $12,000.00 Culvert Alternate Alignments 3.00 17.00 32.0 40.0 4.0 96.0 $14,999.00 $14,999.00 $15,000.00 Culvert Grading Plan Sheet (1)0.50 2.00 16.0 32.0 3.0 53.5 $7,496.50 $7,496.50 $7,500.00 Channel Access Ramp Design 1.00 8.00 24.0 42.0 8.0 83.0 $11,973.00 $11,973.00 $12,000.00 TxDOT Coordination 1.00 10.00 24.0 9.0 44.0 $7,533.00 $7,533.00 $7,500.00 SUBTOTAL - Task 1 9.0 53.0 136.0 170.0 10.0 24.0 51.0 453.0 $78,823.00 $1,375.60 $80,198.60 $80,200.00 Task 2: Easement Documents Total Drainage Easement Documents (7 @ 3,500/EA)$24,500.00 $24,500.00 $24,500.00 Total Temporary Construction Easement Documents (4 @ 2,000/EA)$8,000.00 $8,000.00 $8,000.00 Credit for CA #1 Easement Costs ($21,000.00)($21,000.00)($21,000.00) SUBTOTAL - Task 2 $11,500.00 -$ $11,500.00 $11,500.00 Task 3: Easement Acquisitions Title and Closing per Tract (8 @ 1,100/EA)$8,800.00 $8,800.00 $8,800.00 Negotiation per Tract (8 @ 4,900/EA)$39,200.00 $39,200.00 $39,200.00 SUBTOTAL - Task 3 $48,000.00 -$ $48,000.00 $48,000.00 Task 4: Easement Appraisals Tract 1 (assumes land and improvements)$5,200.00 $520.00 $5,720.00 $5,720.00 Tract 2 (assumes 2 econ units - funeral home and retail bldg)$9,500.00 $950.00 $10,450.00 $10,450.00 Tract 3 (assumes land only)$2,950.00 $295.00 $3,245.00 $3,250.00 Tract 4 (assumes land only)$2,950.00 $295.00 $3,245.00 $3,250.00 Tract 5 (assumes land and improvements)$5,200.00 $520.00 $5,720.00 $5,720.00 Tract 6 (assumes land only)$2,950.00 $295.00 $3,245.00 $3,250.00 Tract 7 (assumes land only)$2,950.00 $295.00 $3,245.00 $3,250.00 Tract 8 (assumes land only)$2,950.00 $295.00 $3,245.00 $3,250.00 SUBTOTAL - Task 4 $34,650.00 3,465.00$ $38,115.00 $38,140.00 TOTAL ADDITIONAL SERVICES 9.0 53.0 136.0 170.0 10.0 24.0 51.0 453.0 $172,973.00 4,840.60$ $177,813.60 $177,840.00 DocuSign Envelope ID: 540B31BA-2B26-486D-BB27-F3697EE0B594 Exhibit CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a misdemeanor. 1 Name of vendor who has a business relationship with local governmental entity. 2 Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 Name of local government officer about whom the information in this section is being disclosed. Name of Officer This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the vendor has an employment or other business relationship as defined by Section 176.001(1-a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor? Yes No B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named in this section AND the taxable income is not received from the local governmental entity? Yes No C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership of one percent or more? Yes No D. Describe each employment or business and family relationship with the local government officer named in this section. 4 I have no Conflict of Interest to disclose. 5 Signature of vendor doing business with the governmental entity Date DocuSign Envelope ID: 540B31BA-2B26-486D-BB27-F3697EE0B594 Halff Associates, Inc. B X X N/A Trevor Crain - City of Denton 11/23/2020 X X Certificate Of Completion Envelope Id: 540B31BA2B26486DBB27F3697EE0B594 Status: Completed Subject: Please DocuSign: City Council Contract 6590-041 -- Elm and Locust W/WW and Drainage Improvements Source Envelope: Document Pages: 16 Signatures: 6 Envelope Originator: Certificate Pages: 6 Initials: 1 Laura Hermosillo AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) 901B Texas Street Denton, TX 76209 laura.hermosillo@cityofdenton.com IP Address: 198.49.140.104 Record Tracking Status: Original 11/20/2020 8:36:19 AM Holder: Laura Hermosillo laura.hermosillo@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Laura Hermosillo laura.hermosillo@cityofdenton.com Senior Buyer City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 198.49.140.104 Sent: 11/20/2020 8:38:01 AM Viewed: 11/20/2020 8:38:10 AM Signed: 11/20/2020 8:38:12 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: 198.49.140.104 Sent: 11/20/2020 8:38:14 AM Viewed: 11/20/2020 9:28:31 AM Signed: 11/20/2020 9:28:52 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Marcella Lunn marcella.lunn@cityofdenton.com Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.104 Sent: 11/20/2020 9:28:54 AM Viewed: 11/20/2020 2:23:29 PM Signed: 11/20/2020 2:26:25 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign David M. Smith bmcgahey@halff.com Public Works Team Leader Halff Associates, Inc. Security Level: Email, Account Authentication (None) Signature Adoption: Drawn on Device Using IP Address: 173.227.66.227 Sent: 11/20/2020 2:26:28 PM Viewed: 11/23/2020 7:43:28 AM Signed: 11/23/2020 7:57:26 AM Electronic Record and Signature Disclosure: Accepted: 11/23/2020 7:43:28 AM ID: 3b392ddc-d310-43ca-9a51-082d9dc1e429 Signer Events Signature Timestamp Rebecca Diviney Rebecca.Diviney@cityofdenton.com Director of Capital Projects/City Engineer Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 47.222.28.222 Sent: 11/23/2020 7:57:29 AM Viewed: 11/24/2020 5:00:51 PM Signed: 11/24/2020 5:01:17 PM Electronic Record and Signature Disclosure: Accepted: 11/24/2020 5:00:51 PM ID: e2f693e2-2d90-4d2c-b48c-3f80f6f1fe58 Cheyenne Defee cheyenne.defee@cityofdenton.com Contract Administrator City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 198.49.140.104 Sent: 11/24/2020 5:01:20 PM Viewed: 1/13/2021 8:17:17 AM Signed: 1/13/2021 8:17:40 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: 107.77.200.71 Signed using mobile Sent: 1/13/2021 8:17:43 AM Viewed: 1/13/2021 9:23:40 AM Signed: 1/13/2021 9:23:44 AM 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: 198.49.140.10 Sent: 1/13/2021 9:23:46 AM Viewed: 1/13/2021 11:54:09 AM Signed: 1/13/2021 11:54:31 AM Electronic Record and Signature Disclosure: Accepted: 1/13/2021 11:54:09 AM ID: 83370ca8-e62f-4d6b-ab46-dad0984d7cbd 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 Cheyenne Defee cheyenne.defee@cityofdenton.com Contract Administrator City of Denton Security Level: Email, Account Authentication (None) Sent: 11/20/2020 8:38:14 AM Electronic Record and Signature Disclosure: Carbon Copy Events Status Timestamp Not Offered via DocuSign Sherri Thurman sherri.thurman@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None) Sent: 11/24/2020 5:01:19 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Gretna Jones gretna.jones@cityofdenton.com Legal Secretary City of Denton Security Level: Email, Account Authentication (None) Sent: 11/24/2020 5:01:20 PM Viewed: 11/24/2020 5:01:55 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Zolaina Parker Zolaina.Parker@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None) Sent: 1/13/2021 11:54:33 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Trevor Crain Trevor.Crain@cityofdenton.com Security Level: Email, Account Authentication (None) Sent: 1/13/2021 11:54:34 AM Viewed: 1/13/2021 12:01:47 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Tracy Holt Tracy.Holt@cityofdenton.com Administrative Assistant City of Denton Security Level: Email, Account Authentication (None) Sent: 1/13/2021 11:54:35 AM Viewed: 1/13/2021 11:55:38 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 11/20/2020 8:38:01 AM Certified Delivered Security Checked 1/13/2021 11:54:09 AM Signing Complete Security Checked 1/13/2021 11:54:31 AM Completed Security Checked 1/13/2021 11:54:35 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. 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