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6590-025 - Amendment 2 Executed Docusign Transmittal Coversheet File Name Purchasing Contact Contract Expiration DocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF Crystal Westbrook 6590-025PSA LLWTP Design--Amendment 2 NA PSA 6590-025 – Amendment #2 Page 1 of 2 SECOND AMENDMENT TO CONTRACT BY AND BETWEEN THE CITY OF DENTON, TEXAS AND GARVER, LLC PSA 6590-025 THE STATE OF TEXAS § COUNTY OF DENTON § THIS SECOND AMENDMENT TO CONTRACT 6590-025 (“Amendment”) by and between the City of Denton, Texas (“City”) and Garver, LLC (“Contractor”); to that certain contract executed on August 21, 2018, in the original not-to-exceed amount of $520,920 (the “Original Agreement”); amended on September 10, 2019 in the additional amount of $255,092 aggregating a not-to-exceed amount of $776,012.25 (the “First Amendment”) (collectively, the Original Agreement, the First Amendment are the “Agreement”) for services related to the final design of Lake Lewisville Water Treatment Plant filter backwash and sedimentation basin wash-down residuals dewatering facility. WHEREAS, the City deems it necessary to further expand the services provided by Engineer to the City pursuant to the terms of the Agreement, and to provide an additional not-to-exceed amount $48,122 with this Amendment for an aggregate not-to-exceed amount of $824,134.25; and FURTHERMORE, the City deems it necessary to further expand the goods/services provided by Engineer to the City; NOW THEREFORE, the City and Engineer (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 Lake Lewisville Water Treatment Plant filter backwash and sedimentation basin wash-down residuals dewatering facility, are hereby authorized to be performed by Engineer. For and in consideration of the additional services to be performed by Engineer, the City agrees to pay, based on the cost estimate detail attached as Exhibit “A”, a total fee, including reimbursement for non-labor expenses an amount not to exceed $48,122. 2. This Amendment modifies the Agreement amount to provide an additional $48,122 for the additional services with a revised aggregate not to exceed total of $824,134.25. DocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF PSA 6590-025 – Amendment #2 Page 2 of 2 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 Engineer, have each executed this Amendment electronically, by and through their respective duly authorized representatives and officers on this date _________________________. “Contractor” GARVER, LLC By: _________________________________ “CITY” CITY OF DENTON, TEXAS A Texas Municipal Corporation 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: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF VP Water Utilities Director, Water Utilities Stephen D. Gay Senior Buyer 06/25/2021 3010 Gaylord Parkway Suite 190 Frisco, TX 75034 TEL 972.377.7480 FAX 972.377.8380 www.GarverUSA.com 6/10/2021 Chris Campbell City of Denton Superintendent – Capital Projects Water and Wastewater Utilities 901 Texas St Denton, TX 76209 Re: LLWTP Dewatering Improvements (PSA 6590-025) – Amendment No. 2 Mr. Campbell, The purpose of this letter is to provide background and history on the Lake Lewisville Water Treatment Plant (LLWTP) Dewatering Improvements Construction Project, and to request an amendment for additional engineering services. Upon completing a study and technology evaluation for dewatering residual solids, The City of Denton executed Professional Services Agreement (PSA) 6590-025 on August 21st, 2018 with Garver to provide engineering design and bidding services for new dewatering facilities at LLWTP. The total fee for design and bidding services was $520,920. Garver completed detailed design of all the scoped improvements and provided a bid set to the City on June 13th, 2019. Upon completion of bidding services, Garver and the City of Denton executed Contract Amendment No. 1 for PSA 6590- 025 on September 10, 2019. Amendment No. 1 was intended to provide construction phase services for the Dewatering Improvements. The total Amendment No. 1 fee for construction phase services was $255,092.25 (approximately $21,250 per month), thus bringing the contract total to $776,012.25. Amendment No. 1 has been attached to this letter for your reference. The official Notice to Proceed (NTP) to the contractor was issued on October 3rd, 2019, and a 365- day construction schedule was anticipated and included in the contract documents as well as the scope of services for Amendment No. 1. Due to a multitude of factors (permitting, weather, COVID-19 related staffing and supply-chain issues, etc.), this construction effort is still ongoing. 615 days have passed since NTP, which is 250 days (approximately 8 months) over the original schedule. These delays have led to a significant amount of additional coordination for Garver. Additional items completed to date are summarized below: - Permitting assistance - 63 submittal reviews - 27 RFI responses - 8 payment applications - Performance testing assistance - Ongoing coordination in all aspects of the project EXHIBIT A DocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF Mr. Campbell 6/10/2021 Page 2 of 2 According to the latest schedule provided by the Contractor, at least two months will be necessary to achieve the substantial and final completion milestones. During these two months, Garver assumes at least an additional 7 submittals, 8 RFIs, and 2 payment applications will occur. Garver has estimated the raw costs associated with these additional services by combining services completed to-date along with anticipated services over the next two months. Garver has streamlined tasks to significantly reduce the costs associated with additional services, and has borne a portion of these costs to maintain progress and overall success of this construction. Garver respectfully requests an engineering fee increase of $48,122, which brings the total engineering fee for the project to $824,134.25. This updated total engineering fee for design and construction phase services is approximately 10% of the bid construction cost. Amendment No. 2 has been attached to this letter for your reference. A scope of services and fee breakdown are included with the amendment. Garver is requesting less than half of the raw costs for this additional coordination as we are committed to the success of this project and our continued working relationship with the City of Denton. We would be happy to discuss this further in person if you prefer. Please call me if you have any questions. I can be reached by cell phone at (469)-279-4623, or email at IJSayed@GarverUSA.com. Sincerely, GARVER Ikram J. Sayed, PE Project Manager Attachments: PSA 6590-025 Amendment No. 2 PSA 6590-025 Amendment No. 1 Copies to: Lance Klement, PE Senior Project Manager DocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF PSA 6590-025 AMENDMENT NO. 2 DocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF Contract Amendment No. 2 1 of 2 LLWTP Dewatering Improvements Garver Project No.18088080 AMENDMENT TO AGREEMENT FOR PROFESSIONAL SERVICES City of Denton Denton, TX Project No. 18088080 CONTRACT AMENDMENT NO. 2 This Contract Amendment No. 2 effective on the date last written below, shall amend the original contract between the City of Denton (Owner) and GARVER, LLC (GARVER), dated August 21st 2018 referred to in the following paragraphs as the original contract. This Contract Amendment No. 2 adds construction phase professional services for the: Lake Lewisville Water Treatment Plant (LLWTP) Dewatering Improvements The original contract is hereby modified as follows: SECTION 2 – COMPENSATION Section 2.1 of the original contract is amended as follows: 2.1.4 For Additional Construction Phase Services, the total compensation shall be $48,122. COMPENSATION SUMMARY WORK DESCRIPTION ORIGINAL CONTRACT AMENDMENT NO. 1 AMENDMENT NO. 2 FEE TYPE Design Services $481,790 $0 $0 LUMP SUM, Not to Exceed Bidding Services $39,130 $0 $0 Construction Administration Services $0 $255,092 $48,122 Total Proposed Contract Amount $520,920 $776,012 $824,134 DocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF Contract Amendment No. 2 2 of 2 LLWTP Dewatering Improvements Garver Project No.18088080 This Agreement may be executed in two (2) or more counterparts each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. IN WITNESS WHEREOF, Owner and GARVER have executed this Amendment effective as of the date last written below. CITY OF DENTON GARVER, LLC By: By: Signature Signature Name: Name: Lance Klement, PE Printed Name Printed Name Title: Title: Senior Project Manager Date: Date: Attest: Attest: DocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF Appendix A - Scope of Services 1 of 1 18088080 LLWTP Dewatering Improvements APPENDIX A – SCOPE OF SERVICES 1. General Generally, the scope of services includes additional construction support services for improvements to Lake Lewisville Water Treatment Plant (LLWTP) Dewatering. The scope primarily includes additional coordination items resulting from construction delays. 2. Construction Phase Services During the construction phase of work, Garver will accomplish the following: A. Evaluate and respond to an additional 70 construction material submittals and shop drawings. Corrections or comments made by Garver on the shop drawings during this review will not relieve Contractor from compliance with requirements of the drawings and specifications. The check will only be for review of general conformance with the design concept of the project and general compliance with the information given in the contract documents. The Contractor will be responsible for confirming and correlating all quantities and dimensions, selecting fabrication processes and techniques of construction, coordinating his work with that of all other trades, and performing his work in a safe and satisfactory manner. Garver’s review shall not constitute approval of safety precautions or constitute approval of construction means, methods, techniques, sequences, procedures, or assembly of various components. When certification of performance characteristics of materials, systems or equipment is required by the Contract Documents, either directly or implied for a complete and workable system, Garver shall be entitled to rely upon such submittal or implied certification to establish that the materials, systems or equipment will meet the performance criteria required by the Contract Documents. B. Issue additional instructions to the Contractor on behalf of the Owner and issue necessary clarifications (respond to an additional 35 RFIs) regarding the construction contract documents. C. Review an additional 10 Contractor’s progress payment requests based on the actual quantities of contract items completed and accepted, and will make a recommendation to the Owner regarding payment. Garver’s recommendation for payment shall not be a representation that Garver has made exhaustive or continuous inspections to (1) check the quality or exact quantities of the Work; (2) to review billings from Subcontractors and material suppliers to substantiate the Contractor’s right to payment; or (3) to ascertain how the Contractor has used money previously paid to the Contractor. 3. Project Deliverables – NOT USED 4. Extra Work The following items are not included under this agreement but will be considered as extra work: A. Redesign for the Owner’s convenience or due to changed conditions after previous alternate direction and/or approval. B. Submittals or deliverables in addition to those listed herein. C. Construction materials testing. D. Services after construction, such as warranty follow-up, operations support, etc. Extra Work will be as directed by the Owner in writing for an addition fee as agreed upon by the Owner and Garver. 5. Schedule This additional scope of services shall not impact overall construction timeline or milestones. DocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF Appendix B City of Denton LLWTP Dewatering Improvements - Amendment No. 2 FEE SUMMARY Additional Services Section Estimated Fees Additional Construction Phase Services $ 48,122.00 Subtotal for Additional Services Section 48,122.00$ Total All Services 48,122.00$ DocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF APPENDIX BCity of DentonLLWTP Dewatering Improvements - Amendment No. 2 All TasksProject Manager / Design EngineerProject EngineerEITWORK TASK DESCRIPTIONE-4 E-2 E-1 GARVER GARVERTOTALhr. hr. hr.Additional Services Section1. Additional Construction Phase ServicesPermitting Assistance 0 0 0 $0 $0 $0Submittal Reviews (70)28 100 35 $22,752 $22,752 $22,752RFI Responses (35)8 22 18 $6,548 $6,548 $6,548Payment Application Review and Approval (10)6 8 $2,062 $2,062 $2,062Performance Testing Coordination 0 0 0 $0 $0 $0Additional Monthly Coordination28 70 18 $16,760 $16,760 $16,760$0 $0 $0$0 $0 $0$0 $0 $0Subtotal - Additional Construction Phase Services70 192 79 $48,122 $48,122 $48,122Subtotal - Additional Services Section0 0 0 $0 $0 $0Project Totals70 192 79$48,122 $48,122 $48,122Project Totals (Cost)$13,230.00$25,728.00$9,164.00DocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF PSA 6590-025 AMENDMENT NO. 1 DocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF Docusign City Council Transmittal Coversheet File Name Purchasing Contact City Council Target Date Piggy Back Option Contract Expiration Ordinance DocuSign Envelope ID: BB94AAA6-F468-49D5-9BA5-61DC5FE98C5F $ %! !#$ !% "" "%# DocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF 1 THE STATE OF TEXAS § § COUNTY OF DENTON § FIRST AMENDMENT TO CONTRACT BY AND BETWEEN THE CITY OF DENTON, TEXAS AND GARVER, LLC CONTRACT NO. 6590-025 THIS FIRST AMENDMENT TO CONTRACT 6590-025 (this “Amendment”) by and between the City of Denton, Texas (“City”) and Garver, LLC (“Consultant”) to that certain contract executed on August 21, 2018, in the original not-to-exceed amount of $520,920 (the “Agreement”); for services related to the final design of Lake Lewisville Water Treatment Plant filter backwash and sedimentation basin wash-down residuals dewatering facility; 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 $255,092.25 with this Amendment for an aggregate not-to-exceed of $776,012.25. WHEREAS, 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 Lake Lewisville Water Treatment Plant filter backwash and sedimentation basin wash-down residuals dewatering facility, are hereby authorized to be performed by Consultant. For and in consideration of the additional services to be performed by Consultant, the Owner 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 $255,092.25. 2. This Amendment modifies the Agreement amount to provide an additional $255,092.25 for the additional services with a revised aggregate not-to-exceed total of $776,012.25. 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. DocuSign Envelope ID: BB94AAA6-F468-49D5-9BA5-61DC5FE98C5FDocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF 2 IN WITNESS WHEREOF, the City and the Consultant, have each executed this Amendment, by and through their respective duly authorized representatives and officers on this date_______________________________________. “CITY” CITY OF DENTON, TEXAS A Texas Municipal Corporation By: __________________________________ TODD HILEMAN CITY MANAGER ATTEST: ROSA RIOS, CITY SECRETARY By: __________________________________ APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY By: ___________________________________ “CONSULTANT” GARVER, LLC By: _________________________________ AUTHORIZED SIGNATURE, TITLE 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: 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Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF DocuSign Envelope ID: BB94AAA6-F468-49D5-9BA5-61DC5FE98C5FDocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF DocuSign Envelope ID: BB94AAA6-F468-49D5-9BA5-61DC5FE98C5FDocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF DocuSign Envelope ID: BB94AAA6-F468-49D5-9BA5-61DC5FE98C5FDocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF DocuSign Envelope ID: BB94AAA6-F468-49D5-9BA5-61DC5FE98C5FDocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF DocuSign Envelope ID: BB94AAA6-F468-49D5-9BA5-61DC5FE98C5FDocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF DocuSign Envelope ID: BB94AAA6-F468-49D5-9BA5-61DC5FE98C5FDocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF DocuSign Envelope ID: BB94AAA6-F468-49D5-9BA5-61DC5FE98C5FDocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF DocuSign Envelope ID: BB94AAA6-F468-49D5-9BA5-61DC5FE98C5FDocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF DocuSign Envelope ID: BB94AAA6-F468-49D5-9BA5-61DC5FE98C5FDocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF DocuSign Envelope ID: BB94AAA6-F468-49D5-9BA5-61DC5FE98C5FDocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF DocuSign Envelope ID: BB94AAA6-F468-49D5-9BA5-61DC5FE98C5FDocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF DocuSign Envelope ID: BB94AAA6-F468-49D5-9BA5-61DC5FE98C5FDocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF DocuSign Envelope ID: BB94AAA6-F468-49D5-9BA5-61DC5FE98C5FDocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF 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: BB94AAA6-F468-49D5-9BA5-61DC5FE98C5F " ! # DocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF Certificate Of Completion Envelope Id: BB94AAA6F46849D59BA561DC5FE98C5F Status: Completed Subject: Please DocuSign: City Council Contract 6590-025 LLWTP Design Amendment 1 Source Envelope: Document Pages: 43 Signatures: 8 Envelope Originator: Certificate Pages: 6 Initials: 1 Monisa Rogers AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) 901B Texas Street Denton, TX 76209 Monisa.Rogers@cityofdenton.com IP Address: 129.120.6.150 Record Tracking Status: Original 8/8/2019 9:01:41 AM Holder: Monisa Rogers Monisa.Rogers@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Monisa Rogers monisa.rogers@cityofdenton.com Senior Buyer City Of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 129.120.6.150 Sent: 8/8/2019 9:02:57 AM Viewed: 8/8/2019 9:03:07 AM Signed: 8/8/2019 9:04:36 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: 174.206.20.193 Signed using mobile Sent: 8/8/2019 9:04:39 AM Viewed: 8/8/2019 9:09:55 AM Signed: 8/8/2019 9:10:35 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Mack Reinwand mack.reinwand@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 129.120.6.150 Sent: 8/8/2019 9:10:37 AM Viewed: 8/8/2019 10:35:28 AM Signed: 8/15/2019 3:00:23 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Randall McIntyre rgmcintyre@garverusa.com Garver, LLC Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 104.10.52.203 Sent: 8/15/2019 3:00:26 PM Resent: 8/15/2019 4:57:25 PM Resent: 8/15/2019 4:57:50 PM Viewed: 8/15/2019 11:17:41 PM Signed: 8/15/2019 11:20:41 PM Electronic Record and Signature Disclosure: Accepted: 8/15/2019 11:17:41 PM ID: 358efba8-6c1c-4549-8307-7443e46fe483 DocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF Signer Events Signature Timestamp Frank Pugsley frank.pugsley@cityofdenton.com Water Utilities Director Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 129.120.6.150 Sent: 8/15/2019 11:20:43 PM Viewed: 8/16/2019 8:35:13 AM Signed: 8/16/2019 8:53:14 AM Electronic Record and Signature Disclosure: Accepted: 8/16/2019 8:35:13 AM ID: 4118ab0e-a5e3-4e43-8ff0-196729829c98 Cheyenne Defee cheyenne.defee@cityofdenton.com Contract Administrator City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 129.120.6.150 Sent: 8/16/2019 8:53:16 AM Viewed: 9/11/2019 11:16:01 AM Signed: 9/11/2019 11:16:23 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Todd Hileman Todd.Hileman@cityofdenton.com City Manager City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 129.120.6.150 Sent: 9/11/2019 11:16:26 AM Viewed: 9/11/2019 11:17:27 AM Signed: 9/11/2019 11:17:36 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: 129.120.6.150 Sent: 9/11/2019 11:17:39 AM Viewed: 9/11/2019 1:36:14 PM Signed: 9/11/2019 1:36:56 PM Electronic Record and Signature Disclosure: Accepted: 9/11/2019 1:36:14 PM ID: 209af42c-14e3-423a-a0c9-8940ddfcf5ec 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: 8/8/2019 9:04:39 AM Electronic Record and Signature Disclosure: DocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF 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: 8/8/2019 9:04:39 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane Richardson jane.richardson@cityofdenton.com Assistant City Secretary City of Denton Security Level: Email, Account Authentication (None) Sent: 9/11/2019 11:17:38 AM Viewed: 9/17/2019 4:35:17 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Mamun Yusuf mamun.yusuf@cityofdenton.com Senior Engineer Security Level: Email, Account Authentication (None) Sent: 9/11/2019 1:36:59 PM 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 9/11/2019 1:36:59 PM Certified Delivered Security Checked 9/11/2019 1:36:59 PM Signing Complete Security Checked 9/11/2019 1:36:59 PM Completed Security Checked 9/11/2019 1:36:59 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure DocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF 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. #! !#$!" "$!!# !#"!# #%!!$"% " " DocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF 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. DocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF 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. DocuSign Envelope ID: EB375E41-26A9-4E52-B0A2-B0AE96C45ECF Certificate Of Completion Envelope Id: EB375E4126A94E52B0A2B0AE96C45ECF Status: Completed Subject: ***Purchasing Approval*** 6590-025--Amendment 2 Source Envelope: Document Pages: 61 Signatures: 3 Envelope Originator: Certificate Pages: 5 Initials: 0 Crystal Westbrook AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) 901B Texas Street Denton, TX 76209 crystal.westbrook@cityofdenton.com IP Address: 198.49.140.104 Record Tracking Status: Original 6/23/2021 4:55:44 PM Holder: Crystal Westbrook crystal.westbrook@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Crystal Westbrook crystal.westbrook@cityofdenton.com Senior Buyer City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 198.49.140.104 Sent: 6/23/2021 4:59:26 PM Viewed: 6/23/2021 4:59:38 PM Signed: 6/23/2021 5:00:05 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Randall McIntyre rgmcintyre@garverusa.com VP Garver, LLC Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 174.197.77.48 Sent: 6/23/2021 5:00:07 PM Viewed: 6/24/2021 10:46:19 AM Signed: 6/24/2021 11:01:43 AM Electronic Record and Signature Disclosure: Accepted: 6/24/2021 10:46:19 AM ID: 9f7ff1f9-2e32-4a13-b495-bd8ff297d4bb Stephen D. Gay stephen.gay@cityofdenton.com Director, Water Utilities Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Sent: 6/24/2021 11:01:45 AM Viewed: 6/25/2021 3:29:11 PM Signed: 6/25/2021 3:29:57 PM Electronic Record and Signature Disclosure: Accepted: 6/25/2021 3:29:11 PM ID: 97edcca8-4223-4b56-9b4a-6e364c48f82a Crystal Westbrook crystal.westbrook@cityofdenton.com Senior Buyer City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.104 Sent: 6/25/2021 3:29:59 PM Viewed: 6/25/2021 3:38:53 PM Signed: 6/25/2021 3:39:06 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Cheyenne Defee cheyenne.defee@cityofdenton.com Contract Administrator City of Denton Security Level: Email, Account Authentication (None) Sent: 6/25/2021 3:39:08 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Annie Bunger annie.bunger@cityofdenton.com Contract Control Specialist City of Denton Security Level: Email, Account Authentication (None) Sent: 6/25/2021 3:39:08 PM 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 6/23/2021 4:59:26 PM Certified Delivered Security Checked 6/25/2021 3:38:53 PM Signing Complete Security Checked 6/25/2021 3:39:06 PM Completed Security Checked 6/25/2021 3:39:08 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through your DocuSign, Inc. (DocuSign) Express user account. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to these terms and conditions, please confirm your agreement by clicking the 'I agree' button at the bottom of this document. Getting paper copies At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. For such copies, as long as you are an authorized user of the DocuSign system you will have the ability to download and print any documents we send to you through your DocuSign user account for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a $0.00 per-page fee. You may request delivery of such paper copies from us by following the procedure described below. Withdrawing your consent If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below. Consequences of changing your mind If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. To indicate to us that you are changing your mind, you must withdraw your consent using the DocuSign 'Withdraw Consent' form on the signing page of your DocuSign account. This will indicate to us that you have withdrawn your consent to receive required notices and disclosures electronically from us and you will no longer be able to use your DocuSign Express user account to receive required notices and consents electronically from us or to sign electronically documents from us. All notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through your DocuSign user account all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM Parties agreed to: Randall McIntyre, Stephen D. Gay 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.