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7850-006 - Contract Executed Docusign City Council Transmittal Coversheet File Name Purchasing Contact City Council Target Date Piggy Back Option Contract Expiration Ordinance DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Erica Garcia Not Applicable PSA Hickory Creek Regional Trail 7850-006 AUGUST 1, 2023 N/A 23-1417 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 1 of 19 STANDARD AGREEMENT FOR LANDSCAPE ARCHITECTURAL RELATED PROFESSIONAL SERVICES This AGREEMENT is between the City of Denton, a Texas home-rule municipality ("CITY"), and Halff Associates Inc. with its corporate office at 1201 North Bowser Road, Richardson, TX 75081 and authorized to do business in Texas, ("LANDSCAPE ARCHITECT"), for a PROJECT generally described as: Hickory Creek Regional Plan (the "PROJECT"). SECTION 1 Scope of Services A. The CITY hereby agrees to retain the LANDSCAPE ARCHITECT, and the LANDSCAPE ARCHITECT hereby agrees to perform, professional architectural services set forth in the CITY’s Scope of Services attached hereto as Attachment A and the LANDSCAPE ARCHITECT’s proposal attached hereto as Attachment A. These services shall be performed in connection with the PROJECT. B. Additional services, if any, will be requested in writing by the CITY. CITY shall not pay for any work performed by LANDSCAPE ARCHITECT or its consultants, subcontractors and/or suppliers that has not been ordered in advance and in writing. It is specifically agreed that LANDSCAPE ARCHITECT shall not be compensated for any additional work resulting from oral orders of any person. SECTION 2 Compensation and Term of Agreement A. The LANDSCAPE ARCHITECT shall be compensated for all services provided pursuant to this AGREEMENT in an amount not to exceed $185,700 in the manner and in accordance with the fee schedule as set forth in Attachment B. Payment shall be considered full compensation for all labor, materials, supplies, and equipment necessary to complete the services described in Attachment A. B. Unless otherwise terminated pursuant to Section 6. D. herein, this AGREEMENT shall be for a term beginning upon the effective date, as described below, and shall continue for a period which may reasonably be required for the completion of the PROJECT, until the expiration of the funds, or completion of the PROJECT and acceptance by the CITY, whichever occurs first. LANDSCAPE ARCHITECT shall proceed diligently with the PROJECT to completion as described in the PROJECT schedule as set forth in Attachment B. SECTION 3 Terms of Payment DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 2 of 19 Payments to the LANDSCAPE ARCHITECT will be made as follows: A. Invoice and Payment (1) The Landscape Architect shall provide the City sufficient documentation, including but not limited to meeting the requirements set forth in the PROJECT schedule as set forth in Attachment B to reasonably substantiate the invoices. (2) The LANDSCAPE ARCHITECT will issue monthly invoices for all work performed under this AGREEMENT. Invoices for the uncontested performance of the particular services are due and payable within 30 days of receipt by City. (3) Upon completion of services enumerated in Section 1, the final payment of any balance for the uncontested performance of the services will be due within 30 days of receipt of the final invoice. (4) In the event of a disputed or contested billing, only that portion so contested will be withheld from payment, and the undisputed portion will be paid. The CITY will exercise reasonableness in contesting any bill or portion thereof. No interest will accrue on any contested portion of the billing until mutually resolved. (5) If the CITY fails to make payment in full to LANDSCAPE ARCHITECT for billings contested in good faith within 60 days of the amount due, the LANDSCAPE ARCHITECT may, after giving 7 days' written notice to CITY, suspend services under this AGREEMENT until paid in full. In the event of suspension of services, the LANDSCAPE ARCHITECT shall have no liability to CITY for delays or damages caused the CITY because of such suspension of services. SECTION 4 Obligations of the LANDSCAPE ARCHITECT A. General The LANDSCAPE ARCHITECT will serve as the CITY's professional architect representative under this AGREEMENT, providing professional architectural consultation and advice and furnishing customary services incidental thereto. B. Standard of Care The LANDSCAPE ARCHITECT shall perform its services: DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 3 of 19 (1) with the professional skill and care ordinarily provided by competent architects practicing in the same or similar locality and under the same or similar circumstances and professional license; and (2) as expeditiously as is prudent considering the ordinary professional skill and care of a competent architect. C. Subsurface Investigations (1) The LANDSCAPE ARCHITECT shall advise the CITY with regard to the necessity for subcontract work such as special surveys, tests, test borings, or other subsurface investigations in connection with design and architectural work to be performed hereunder. The LANDSCAPE ARCHITECT shall also advise the CITY concerning the results of same. Such surveys, tests, and investigations shall be furnished by the CITY, unless otherwise specified in Attachment A. (2) In soils, foundation, groundwater, and other subsurface investigations, the actual characteristics may vary significantly between successive test points and sample intervals and at locations other than where observations, exploration, and investigations have been made. Because of the inherent uncertainties in subsurface evaluations, changed or unanticipated underground conditions may occur that could affect the total PROJECT cost and/or execution. These conditions and cost/execution effects are not the responsibility of the LANDSCAPE ARCHITECT. D. Preparation of Architectural Drawings The LANDSCAPE ARCHITECT will provide to the CITY the original drawings of all plans in ink on reproducible mylar sheets and electronic files in .pdf format, or as otherwise approved by CITY, which shall become the property of the CITY. CITY may use such drawings in any manner it desires; provided, however, that the LANDSCAPE ARCHITECT shall not be liable for the use of such drawings for any project other than the PROJECT described herein. E. Architect's Personnel at Construction Site (1) The presence or duties of the LANDSCAPE ARCHITECT 's personnel at a construction site, whether as on-site representatives or otherwise, do not make the LANDSCAPE ARCHITECT or its personnel in any way responsible for those duties that belong to the CITY and/or the CITY's construction contractors or other entities, and do not relieve the construction contractors or any other entity of their obligations, duties, and responsibilities, including, but not limited to, all construction methods, means, techniques, sequences, and procedures DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 4 of 19 necessary for coordinating and completing all portions of the construction work in accordance with the AGREEMENT Documents and any health or safety precautions required by such construction work. The LANDSCAPE ARCHITECT and its personnel have no authority to exercise any control over any construction contractor or other entity or their employees in connection with their work or any health or safety precautions. (2) Except to the extent of specific site visits expressly detailed and set forth in Attachment A, the LANDSCAPE ARCHITECT or its personnel shall have no obligation or responsibility to visit the construction site to become familiar with the progress or quality of the completed work on the PROJECT or to determine, in general, if the work on the PROJECT is being performed in a manner indicating that the PROJECT, when completed, will be in accordance with the AGREEMENT Documents, nor shall anything in the AGREEMENT Documents or this AGREEMENT between CITY and LANDSCAPE ARCHITECT be construed as requiring LANDSCAPE ARCHITECT to make exhaustive or continuous on-site inspections to discover latent defects in the work or otherwise check the quality or quantity of the work on the PROJECT. If the LANDSCAPE ARCHITECT makes on-site observation(s) of a deviation from the AGREEMENT Documents, the LANDSCAPE ARCHITECT shall inform the CITY. (3) When professional certification of performance or characteristics of materials, systems or equipment is reasonably required to perform the services set forth in the Scope of Services, the LANDSCAPE ARCHITECT shall be entitled to rely upon such certification to establish materials, systems or equipment and performance criteria to be required in the AGREEMENT Documents. F. Opinions of Probable Cost, Financial Considerations, and Schedules (1) The LANDSCAPE ARCHITECT shall provide opinions of probable costs based on the current available information at the time of preparation, in accordance with Attachment A. (2) In providing opinions of cost, financial analyses, economic feasibility projections, and schedules for the PROJECT, the LANDSCAPE ARCHITECT has no control over cost or price of labor and materials; unknown or latent conditions of existing equipment or structures that may affect operation or maintenance costs; competitive bidding procedures and market conditions; time or quality of performance by third parties; quality, type, management, or direction of operating personnel; and other economic and operational factors that may materially affect the ultimate PROJECT cost or schedule. Therefore, the LANDSCAPE ARCHITECT makes no warranty that the CITY's actual PROJECT costs, financial aspects, economic feasibility, or schedules will not vary from the LANDSCAPE ARCHITECT 's opinions, analyses, projections, or DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 5 of 19 estimates. G. Construction Progress Payments Recommendations by the LANDSCAPE ARCHITECT to the CITY for periodic construction progress payments to the construction contractor will be based on the LANDSCAPE ARCHITECT 's knowledge, information, and belief from selective sampling and observation that the work has progressed to the point indicated. Such recommendations do not represent that continuous or detailed examinations have been made by the LANDSCAPE ARCHITECT to ascertain that the construction contractor has completed the work in exact accordance with the AGREEMENT Documents; that the final work will be acceptable in all respects; that the LANDSCAPE ARCHITECT has made an examination to ascertain how or for what purpose the construction contractor has used the moneys paid; that title to any of the work, materials, or equipment has passed to the CITY free and clear of liens, claims, security interests, or encumbrances; or that there are not other matters at issue between the CITY and the construction contractor that affect the amount that should be paid. H. Record Drawings Record drawings, if required, will be prepared, in part, on the basis of information compiled and furnished by others, and may not always represent the exact location, type of various components, or exact manner in which the PROJECT was finally constructed. The LANDSCAPE ARCHITECT is not responsible for any errors or omissions in the information from others that is incorporated into the record drawings. I. Right to Audit (1) LANDSCAPE ARCHITECT agrees that the CITY shall, until the expiration of five (5) years after final payment under this AGREEMENT, have access to and the right to examine and photocopy any directly pertinent books, documents, papers and records of the LANDSCAPE ARCHITECT involving transactions relating to this AGREEMENT. LANDSCAPE ARCHITECT agrees that the CITY shall have access during normal working hours to all necessary LANDSCAPE ARCHITECT facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. The CITY shall give LANDSCAPE ARCHITECT reasonable advance notice of intended audits. (2) LANDSCAPE ARCHITECT further agrees to include in all its subconsultant agreements hereunder a provision to the effect that the subconsultant agrees that the CITY shall, until the expiration of five (5) years after final payment under the subcontract, have access to and the right to examine and photocopy any directly pertinent books, documents, papers and records of such subconsultant, involving transactions to the subcontract, and further, that the DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 6 of 19 CITY shall have access during normal working hours to all subconsultant facilities, and shall be provided adequate and appropriate work space, in order to conduct audits in compliance with the provisions of this section together with subsection (3) hereof. CITY shall give subconsultant reasonable advance notice of intended audits. (3) LANDSCAPE ARCHITECT and subconsultant agree to photocopy such documents as may be requested by the CITY. The CITY agrees to reimburse LANDSCAPE ARCHITECT for the cost of copies at the rate published in the Texas Administrative Code in effect as of the time copying is performed. J. INSURANCE (1) LANDSCAPE ARCHITECT’S INSURANCE a. Commercial General Liability – the LANDSCAPE ARCHITECT shall maintain commercial general liability (CGL) and, if necessary, commercial umbrella insurance with a limit of not less than $1,000,000.00 per each occurrence with a $2,000,000.00 aggregate. If such Commercial General Liability insurance contains a general aggregate limit, it shall apply separately to this PROJECT or location. i. The CITY shall be included as an additional insured with all rights of defense under the CGL, using ISO additional insured endorsement or a substitute providing equivalent coverage, and under the commercial umbrella, if any. This insurance shall apply as primary insurance with respect to any other insurance or self- insurance programs afforded to the CITY. The Commercial General Liability insurance policy shall have no exclusions or endorsements that would alter or nullify: premises/operations, products/completed operations, contractual, personal injury, or advertising injury, which are normally contained within the policy, unless the CITY specifically approves such exclusions in writing. ii. LANDSCAPE ARCHITECT waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the commercial general liability or commercial umbrella liability insurance maintained in accordance with this AGREEMENT. b. Business Auto – the LANDSCAPE ARCHITECT shall maintain business auto liability and, if necessary, commercial umbrella liability insurance with a limit of not less than $1,000,000 each accident. Such insurance shall cover liability arising out of “any auto”, including owned, hired, and non-owned autos, when said vehicle is used in the course of the DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 7 of 19 PROJECT. If the architect owns no vehicles, coverage for hired or non- owned is acceptable. i. LANDSCAPE ARCHITECT waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the business auto liability or commercial umbrella liability insurance obtained by LANDSCAPE ARCHITECT pursuant to this AGREEMENT or under any applicable auto physical damage coverage. c. Workers’ Compensation – LANDSCAPE ARCHITECT shall maintain workers compensation and employers liability insurance and, if necessary, commercial umbrella liability insurance with a limit of not less than $100,000.00 each accident for bodily injury by accident or $100,000.00 each employee for bodily injury by disease, with $500,000.00 policy limit. i. LANDSCAPE ARCHITECT waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by workers compensation and employer’s liability or commercial umbrella insurance obtained by LANDSCAPE ARCHITECT pursuant to this AGREEMENT. d. Professional Liability – LANDSCAPE ARCHITECT shall maintain professional liability, a claims-made policy, with a minimum of $1,000,000.00 per claim and aggregate. The policy shall contain a retroactive date prior to the date of the AGREEMENT or the first date of services to be performed, whichever is earlier. Coverage shall be maintained for a period of 5 years following the completion of the AGREEMENT. An annual certificate of insurance specifically referencing this PROJECT shall be submitted to the CITY for each year following completion of the AGREEMENT. (2) GENERAL INSURANCE REQUIREMENTS a. Certificates of insurance evidencing that the LANDSCAPE ARCHITECT has obtained all required insurance shall be attached to this AGREEMENT prior to its execution. b. Applicable policies shall be endorsed to name the CITY an Additional Insured thereon, subject to any defense provided by the policy, as its interests may appear. The term CITY shall include its employees, officers, officials, agents, and volunteers as respects the contracted DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 8 of 19 services. c. Certificate(s) of insurance shall document that insurance coverage specified in this AGREEMENT are provided under applicable policies documented thereon. d. Any failure on part of the CITY to attach the required insurance documentation hereto shall not constitute a waiver of the insurance requirements. e. A minimum of thirty (30) days notice of cancellation or material change in coverage shall be provided to the CITY. A ten (10) days notice shall be acceptable in the event of non-payment of premium. Notice shall be sent to the respective Department Director (by name), City of Denton, 901 Texas Street, Denton, Texas 76209. f. Insurers for all policies must be authorized to do business in the State of Texas and have a minimum rating of A:V or greater, in the current A.M. Best Key Rating Guide or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. g. Any deductible or self insured retention in excess of $250,000.00 that would change or alter the requirements herein is subject to approval by the CITY in writing, if coverage is not provided on a first-dollar basis. The CITY, at it sole discretion, may consent to alternative coverage maintained through insurance pools or risk retention groups. Dedicated financial resources or letters of credit may also be acceptable to the CITY. h. Applicable policies shall each be endorsed with a waiver of subrogation in favor of the CITY as respects the PROJECT. i. The CITY shall be entitled, upon its request and without incurring expense, to review the LANDSCAPE ARCHITECT 's insurance policies including endorsements thereto and, at the CITY's discretion; the LANDSCAPE ARCHITECT may be required to provide proof of insurance premium payments. j. Lines of coverage, other than Professional Liability, underwritten on a claims-made basis, shall contain a retroactive date coincident with or prior to the date of the AGREEMENT. The certificate of insurance shall state both the retroactive date and that the coverage is claims-made. k. Coverages, whether written on an occurrence or claims-made basis, shall be maintained without interruption nor restrictive modification or DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 9 of 19 changes from date of commencement of the PROJECT until final payment and termination of any coverage required to be maintained after final payments. l. The CITY shall not be responsible for the direct payment of any insurance premiums required by this AGREEMENT. m. Sub consultants and subcontractors to/of the LANDSCAPE ARCHITECT shall be required by the LANDSCAPE ARCHITECT to maintain the same or reasonably equivalent insurance coverage as required for the LANDSCAPE ARCHITECT. When sub consultants/subcontractors maintain insurance coverage, LANDSCAPE ARCHITECT shall provide CITY with documentation thereof on a certificate of insurance. K. Independent Consultant The LANDSCAPE ARCHITECT agrees to perform all services as an independent consultant and not as a subcontractor, agent, or employee of the CITY. The doctrine of respondeat superior shall not apply. L. Disclosure The LANDSCAPE ARCHITECT acknowledges to the CITY that it has made full disclosure in writing of any existing conflicts of interest or potential conflicts of interest, including personal financial interest, direct or indirect, in property abutting the proposed PROJECT and business relationships with abutting property cities. The LANDSCAPE ARCHITECT further acknowledges that it will make disclosure in writing of any conflicts of interest that develop subsequent to the signing of this AGREEMENT and prior to final payment under the AGREEMENT. M. Asbestos or Hazardous Substances (1) If asbestos or hazardous substances in any form are encountered or suspected, the LANDSCAPE ARCHITECT will stop its own work in the affected portions of the PROJECT to permit testing and evaluation. (2) If asbestos or other hazardous substances are suspected, the CITY may request the LANDSCAPE ARCHITECT to assist in obtaining the services of a qualified subcontractor to manage the remediation activities of the PROJECT. N. Permitting Authorities - Design Changes If permitting authorities require design changes so as to comply with published design criteria and/or current architectural practice standards which the LANDSCAPE ARCHITECT should have been aware of at the time this AGREEMENT was executed, the DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 10 of 19 LANDSCAPE ARCHITECT shall revise plans and specifications, as required, at its own cost and expense. However, if design changes are required due to the changes in the permitting authorities' published design criteria and/or practice standards criteria which are published after the date of this AGREEMENT which the LANDSCAPE ARCHITECT could not have been reasonably aware of, the LANDSCAPE ARCHITECT shall notify the CITY of such changes and an adjustment in compensation will be made through an amendment to this AGREEMENT. O. Schedule LANDSCAPE ARCHITECT shall manage the PROJECT in accordance with the schedule developed per Attachment B to this AGREEMENT. P. Equal Opportunity (1) Equal Employment Opportunity: LANDSCAPE ARCHITECT and LANDSCAPE ARCHITECT’s agents shall engage in any discriminatory employment practice. No person shall, on the grounds of race, sex, sexual orientation, age, disability, creed, color, genetic testing, or national origin, be refused the benefits of, or be otherwise subjected to discrimination under any activities resulting from this AGREEMENT. (2) Americans with Disabilities Act (ADA) Compliance: LANDSCAPE ARCHITECT and LANDSCAPE ARCHITECT’s agents shall not engage in any discriminatory employment practice against individuals with disabilities as defined in the ADA. SECTION 5 Obligations of the City A. City-Furnished Data LANDSCAPE ARCHITECT may rely upon the accuracy, timeliness, and completeness of the information provided by the CITY. B. Access to Facilities and Property The CITY will make its facilities accessible to the LANDSCAPE ARCHITECT as required for the LANDSCAPE ARCHITECT 's performance of its services. The CITY will perform, at no cost to the LANDSCAPE ARCHITECT, such tests of equipment, machinery, pipelines, and other components of the CITY's facilities as may be required in connection with the LANDSCAPE ARCHITECT 's services. The CITY will be responsible for all acts of the CITY's personnel. DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 11 of 19 C. Advertisements, Permits, and Access Unless otherwise agreed to in the Scope of Services, the CITY will obtain, arrange, and pay for all advertisements for bids; permits and licenses required by local, state, or federal authorities; and land, easements, rights-of-way, and access necessary for the LANDSCAPE ARCHITECT 's services or PROJECT construction. D. Timely Review The CITY will examine the LANDSCAPE ARCHITECT 's studies, reports, sketches, drawings, specifications, proposals, and other documents; obtain advice of an attorney, insurance counselor, accountant, auditor, bond and financial advisors, and other consultants as the CITY deems appropriate; and render in writing decisions required by the CITY in a timely manner in accordance with the PROJECT schedule prepared in accordance with Attachment B. E. Prompt Notice The CITY will give prompt written notice to the LANDSCAPE ARCHITECT whenever CITY observes or becomes aware of any development that affects the scope or timing of the LANDSCAPE ARCHITECT 's services or of any defect in the work of the LANDSCAPE ARCHITECT or construction contractors. F. Asbestos or Hazardous Substances Release. (1) CITY acknowledges LANDSCAPE ARCHITECT will perform part of the work at CITY's facilities that may contain hazardous materials, including asbestos containing materials, or conditions, and that LANDSCAPE ARCHITECT had no prior role in the generation, treatment, storage, or disposition of such materials. In consideration of the associated risks that may give rise to claims by third parties or employees of City, City hereby releases LANDSCAPE ARCHITECT from any damage or liability related to the presence of such materials. (2) The release required above shall not apply in the event the discharge, release or escape of hazardous substances, contaminants, or asbestos is a result of LANDSCAPE ARCHITECT’s negligence or if LANDSCAPE ARCHITECT brings such hazardous substance, contaminant or asbestos onto the PROJECT. G. Contractor Indemnification and Claims The CITY agrees to include in all construction contracts the provisions of Article IV.E. regarding the LANDSCAPE ARCHITECT 's Personnel at Construction Site, and provisions providing for contractor indemnification of the CITY and the LANDSCAPE LANDSCAPE for contractor's negligence. DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 12 of 19 H. Contractor Claims and Third-Party Beneficiaries (1) The CITY agrees to include the following clause in all contracts with construction contractors and equipment or materials suppliers: "Contractors, subcontractors and equipment and materials suppliers on the PROJECT, or their sureties, shall maintain no direct action against the LANDSCAPE ARCHITECT, its officers, employees, and subcontractors, for any claim arising out of, in connection with, or resulting from the architectural services performed. Only the CITY will be the beneficiary of any undertaking by the LANDSCAPE ARCHITECT." (2) This AGREEMENT gives no rights or benefits to anyone other than the CITY and the LANDSCAPE ARCHITECT and there are no third-party beneficiaries. (3) The CITY will include in each agreement it enters into with any other entity or person regarding the PROJECT a provision that such entity or person shall have no third-party beneficiary rights under this AGREEMENT. (4) Nothing contained in this Section H. shall be construed as a waiver of any right the CITY has to bring a claim against LANDSCAPE ARCHITECT. I. CITY's Insurance (1) The CITY may maintain property insurance on certain pre-existing structures associated with the PROJECT. (2) The CITY may secure Builders Risk/Installation insurance at the replacement cost value of the PROJECT. The CITY may provide LANDSCAPE ARCHITECT a copy of the policy or documentation of such on a certificate of insurance. J. Litigation Assistance The Scope of Services does not include costs of the LANDSCAPE ARCHITECT for required or requested assistance to support, prepare, document, bring, defend, or assist in litigation undertaken or defended by the CITY. In the event CITY requests such services of the LANDSCAPE ARCHITECT, this AGREEMENT shall be amended or a separate agreement will be negotiated between the parties. K. Changes The CITY may make or approve changes within the general Scope of Services in this DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 13 of 19 AGREEMENT. If such changes affect the LANDSCAPE ARCHITECT 's cost of or time required for performance of the services, an equitable adjustment will be made through an amendment to this AGREEMENT with appropriate CITY approval. SECTION 6 General Legal Provisions A. Authorization to Proceed LANDSCAPE ARCHITECT shall be authorized to proceed with this AGREEMENT upon receipt of a written Notice to Proceed from the CITY. B. Reuse of Project Documents All designs, drawings, specifications, documents, and other work products of the LANDSCAPE ARCHITECT, whether in hard copy or in electronic form, are instruments of service for this PROJECT, whether the PROJECT is completed or not. Reuse, change, or alteration by the CITY or by others acting through or on behalf of the CITY of any such instruments of service without the written permission of the LANDSCAPE ARCHITECT will be at the CITY's sole risk. The CITY shall own the final designs, drawings, specifications and documents. The transfer of copyright interest or ownership of Documents shall not extend to Consultants standard details, standard features of overall design, functional elements of overall design or individual aspects and components the Consultant has developed and/or used previously on other projects. C. Force Majeure The LANDSCAPE ARCHITECT is not responsible for damages or delay in performance caused by acts of God, fires, strikes, lockouts, accidents, or other events beyond the control of the LANDSCAPE ARCHITECT that prevent LANDSCAPE ARCHITECT’s performance of its obligations hereunder. D. Termination (1) This AGREEMENT may be terminated: a. by the City for its convenience upon 30 days' written notice to LANDSCAPE ARCHITECT. b. by either the CITY or the LANDSCAPE ARCHITECT for cause if either party fails substantially to perform through no fault of the other and the nonperforming party does not commence correction of such nonperformance within 5 days’ written notice or thereafter fails to DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 14 of 19 diligently complete the correction. (2) If this AGREEMENT is terminated for the convenience of the City, the LANDSCAPE ARCHITECT will be paid for termination expenses as follows: a. Cost of reproduction of partial or complete studies, plans, specifications or other forms of LANDSCAPE ARCHITECT 'S work product; b. Out-of-pocket expenses for purchasing electronic data files and other data storage supplies or services; c. The time requirements for the LANDSCAPE ARCHITECT 'S personnel to document the work underway at the time of the CITY'S termination for convenience so that the work effort is suitable for long time storage. (3) Prior to proceeding with termination services, the LANDSCAPE ARCHITECT will submit to the CITY an itemized statement of all termination expenses. The CITY'S approval will be obtained in writing prior to proceeding with termination services. E. Suspension, Delay, or Interruption to Work The CITY may suspend, delay, or interrupt the services of the LANDSCAPE ARCHITECT for the convenience of the CITY. In the event of such suspension, delay, or interruption, an equitable adjustment in the PROJECT's schedule, commitment and cost of the LANDSCAPE ARCHITECT s personnel and subcontractors, and LANDSCAPE ARCHITECT 's compensation will be made. F. Indemnification IN ACCORDANCE WITH TEXAS LOCAL GOVERNMENT CODE SECTION 271.904, THE LANDSCAPE ARCHITECT SHALL INDEMNIFY OR HOLD HARMLESS THE CITY AGAINST LIABILITY FOR ANY DAMAGE COMMITTED BY THE LANDSCAPE ARCHITECT OR LANDSCAPE ARCHITECT’S AGENT, CONSULTANT UNDER CONTRACT, OR ANOTHER ENTITY OVER WHICH THE LANDSCAPE ARCHITECT EXERCISES CONTROL TO THE EXTENT THAT THE DAMAGE IS CAUSED BY OR RESULTING FROM AN ACT OF NEGLIGENCE, INTENTIONAL TORT, INTELLECTUAL PROPERTY INFRINGEMENT, OR FAILURE TO PAY A SUBCONTRACTOR OR SUPPLIER. CITY IS ENTITLED TO RECOVER ITS REASONABLE ATTORNEY’S FEES IN PROPORTION TO THE LANDSCAPE ARCHITECT’S LIABILITY. G. Assignment Neither party shall assign all or any part of this AGREEMENT without the prior written DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 15 of 19 consent of the other party. H. Jurisdiction The law of the State of Texas shall govern the validity of this AGREEMENT, its interpretation and performance, and any other claims related to it. The venue for any litigation related to this AGREEMENT shall be Denton County, Texas. I. Severability and Survival If any of the provisions contained in this AGREEMENT are held for any reason to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability will not affect any other provision, and this AGREEMENT shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein. Sections 5.F., 6.B., 6.D., 6.F., 6.H., and 6.I. shall survive termination of this AGREEMENT for any cause. J. Observe and Comply LANDSCAPE ARCHITECT shall at all times observe and comply with all federal and State laws and regulations and with all City ordinances and regulations which in any way affect this AGREEMENT and the work hereunder, and shall observe and comply with applicable executive orders which may exist or may be enacted later by governing bodies having jurisdiction or authority for such enactment. No plea of misunderstanding or ignorance thereof shall be considered. LANDSCAPE ARCHITECT AGREES TO DEFEND, INDEMNIFY AND HOLD HARMLESS CITY AND ALL OF ITS OFFICERS, AGENTS AND EMPLOYEES FROM AND AGAINST CLAIMS OR LIABILITY ARISING OUT OF THE VIOLATION OF ANY SUCH LAW, ORDINANCE, OR REGULATION, WHETHER IT BE BY ITSELF OR ITS EMPLOYEES. K. Immigration Nationality Act LANDSCAPE ARCHITECT shall verify the identity and employment eligibility of its employees who perform work under this AGREEMENT, including completing the Employment Eligibility Verification Form (I-9). Upon request by CITY, LANDSCAPE ARCHITECT shall provide CITY with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this AGREEMENT. LANDSCAPE ARCHITECT shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any LANDSCAPE ARCHITECT employee who is not legally eligible to perform such services. LANDSCAPE ARCHITECT SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY LANDSCAPE ARCHITECT, LANDSCAPE ARCHITECT’S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. CITY, upon written notice to LANDSCAPE ARCHITECT, shall have the right to immediately terminate this AGREEMENT for violations of this provision by LANDSCAPE DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 16 of 19 ARCHITECT. L. Prohibition On Contracts With Companies Boycotting Israel LANDSCAPE Architect acknowledges that in accordance with Chapter 2271 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, Landscape Architect certifies that Landscape Architect’s signature provides written verification to the City that Landscape Architect: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the agreement. Failure to meet or maintain the requirements under this provision will be considered a material breach. M. Prohibition On Contracts With Companies Doing Business with Iran, Sudan, or a Foreign Terrorist Organization Sections 2252 and 2270 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, Landscape Architect certifies that Landscape Architect’s signature provides written verification to the City that Landscape Architect, pursuant to Chapters 2252 and 2270, is not ineligible to enter into this agreement and will not become ineligible to receive payments under this agreement by doing business with Iran, Sudan, or a foreign terrorist organization. Failure to meet or maintain the requirements under this provision will be considered a material breach. N. Prohibition on Contracts with Companies Boycotting Certain Energy Companies Landscape Architect acknowledges that in accordance with Chapter 2274 of the Texas Government Code, City is prohibited from entering into a contract with a company for goods or services unless the contract contains written verification from the company that it (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the contract. The terms “boycott energy company” and “company” shall have the meanings ascribed to those terms in Section 809.001 of the Texas Government Code. By signing this agreement, Landscape Architect certifies that Landscape Architect’s signature provides written verification to the City that Landscape Architect: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the agreement. Failure to meet or maintain the requirements under this provision will be considered a material breach. DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 17 of 19 O. Prohibition on Contracts with Companies Boycotting Certain Firearm Entities and Firearm Trade Associations Landscape Architect acknowledges that in accordance with Chapter 2274 of the Texas Government Code, City is prohibited from entering into a contract with a company for goods or services unless the contract contains written verification from the company that it (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm trade association. The terms “discriminate against a firearm entity or firearm trade association,” “firearm entity” and “firearm trade association” shall have the meanings ascribed to those terms in Chapter 2274 of the Texas Government Code. By signing this agreement, Landscape Architect certifies that Landscape Architect’s signature provides written verification to the City that Landscape Architect: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm trade association. Failure to meet or maintain the requirements under this provision will be considered a material breach. P. Termination Right for Contracts with Companies Doing Business with Certain Foreign-Owned Companies The City of Denton may terminate this Contract immediately without any further liability if the City of Denton determines, in its sole judgment, that this Contract meets the requirements under Chapter 2274, and Engineer is, or will be in the future, (i) owned by or the majority of stock or other ownership interest of the company is held or controlled by individuals who are citizens of China, Iran, North Korea, Russia, or other designated country (ii) directly controlled by the Government of China, Iran, North Korea, Russia, or other designated country, or (iii) is headquartered in China, Iran, North Korea, Russia, or other designated country. Q. 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 LANDSCAPE ARCHITECT submits the signed contract. The Texas Ethics Commission has adopted rules requiring the business entity to file Form 1295 electronically with the Commission. LANDSCAPE ARCHITECT will be required to furnish a Certificate of Interest Parties before the contract is awarded, in accordance with Government Code 2252.908. The LANDSCAPE ARCHITECT shall: 1. Log onto the State Ethics Commission Website at : DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 18 of 19 https://www.ethics.state.tx.us/filinginfo/1295/ 2. Register utilizing the tutorial provided by the State 3. Print a copy of the completed Form 1295 4. Enter the Certificate Number on page 2 of this contract. 5. Complete and sign the Form 1295 6. Email the form to purchasing@cityofdenton.com with the contract number in the subject line. (EX: Contract 1234 – Form 1295) The City must acknowledge the receipt of the filed Form 1295 not later than the 30th day after Council award. Once a Form 1295 is acknowledged, it will be posted to the Texas Ethics Commission’s website within seven business days. R. Agreement Documents This AGREEMENT, including its attachments and schedules, constitutes the entire AGREEMENT, which supersedes all prior written or oral understandings, and may only be changed by a written amendment executed by both parties. This AGREEMENT may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute but one and the same instrument. The following attachments and schedules are hereby made a part of this AGREEMENT: Attachment A – Scope of Services Attachment B – Compensation, Project Schedule, Location Map These documents make up the AGREEMENT documents and what is called for by one shall be as binding as if called for by all. In the event of an inconsistency or conflict in any of the provisions of the AGREEMENT documents, the inconsistency or conflict shall be resolved by giving precedence first to the written AGREEMENT then to the AGREEMENT documents in the order in which they are listed above. 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. DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 19 of 19 Duly executed by each party’s designated representative to be effective on _____________________________ BY: CITY OF DENTON, TEXAS BY: LANDSCAPE ARCHITECT Sara Hensley, City Manager Halff Associates Inc. David Buchanan, PLA Director of Landscape Architecture Date:____________________________ THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms. _________________________ Signature _________________________ Title _________________________ Department Date Signed: ______________ APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY By: ATTEST: JESUS SALAZAR, INTERIM CITY SECRETARY By:______________________________ _______________________________ TEXAS ETHICS COMMISSION CERTIFICATE NUMBER DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 2023-1044154 7/12/2023 Parks and Recreation Director of Parks and Recreation 7/12/2023 08/01/2023 Hickory Creek Trail The City of Denton April 26, 2023 Page 1 ATTACHMENT $ BASIC SCOPE OF SERVICES PLANNING AND TRAIL ALIGNMENT SERVICES FOR HICKORY CREEK TRAIL PURPOSE Halff Associates, Inc. (CONSULTANT) shall provide Landscape Architecture services for the alignment study for Hickory Creek Trail (PROJECT), for the City of Denton (CLIENT). The purpose of the PROJECT is to determine the feasibility, opportunities/constraints, potential construction costs, and grant/funding opportunities to extend Hickory Creek Trail, accessing approximately 15 miles of trail that will follow along Hickory Creek from the intersection of Jim Christal Rd and S. Western Blvd. south to Old Alton Rd. SCOPE The primary project focus will be an extension of the Hickory Creek Trail (appx. 15 miles). (SHH0DS Community engagement will not be conducted by the CONSULTANT in the proposed scope of services AND will be performed by the CLIENT. However, coordination and engagement will occur with various stakeholders, adjacent property owners and agencies. Graphic products will be prepared, with the intent to assist the CLIENT in any community engagement meetings. The trail design will consist of a minimum 10-ft. wide hard surface shared-use path, with shared-use path bridge(s), and various at-grade and grade separated roadway, water body and other crossings, consistent with The American Association of State Highway and Transportation Officials (AASHTO) Guide for the Development of Bicycle Facilities. All new shared-use path bridges are anticipated to be a minimum of 14-ft. wide (inside dimension). Recommended pedestrian and bicycle safety elements such as signals, crossing treatments, lighting, and signage will be determined for all roadway crossings, as applicable. In addition, for locations along roadways where an off-street shared-use path is not feasible due to right-of-way constraints and obstructions not suitable for bike and pedestrian accommodations consistent with AASHTO guidance, the CONSULTANT will examine and determine the most appropriate roadway retrofit necessary to accommodate dedicated bicycle and pedestrian facilities. Design options for these locations (e.g. road diets and/or dedicated one-way or two-way on-street or off-street separated/protected bikeways which include separate pedestrian accommodations and widened sidewalks within the R.O.W.) must be consistent with AASHTO and/or the Separated Bike Lane Planning and Design Guide, FHWA, May 2015. The areas of study include the following: • From the intersection of Jim Christal Rd. south to 35W (Approximately 3.3 Miles) • From US 380 south to the northern limits of the Cole Ranch Property (Approximately 3 Miles) • From S. Bonnie Brae St west to future development (Approximately .4 Miles) • From the future development south to Fort Worth Dr. (Approximately 2.2 Miles) • From Fort Worth Dr. south to the intersection of Brush Creek Rd. and Country Club Rd. (Approximately 2.6 Miles) • Alternative route west of Country Club Rd. and along Hickory Creek Rd. (Approximately 1.3 Miles) • From Hickory Creek Rd. south to USACE property limits (Approximately .5 Miles) • From the USACE property limits south to Old Alton Rd. (Approximately 1.5 Miles) DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Hickory Creek Trail The City of Denton April 26, 2023 Page 2 (This area left blank) DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Hickory Creek Trail The City of Denton April 26, 2023 Page 3 ASSUMPTIONS The scope of services for this proposal has been prepared using the following assumptions as a basis for its preparation: 1. The scope of work herein represents a single, stand-alone project consisting of tasks described below for the trail alignment study, in their entirety, with no removal or separation of tasks for the completion of the PROJECT. 2. The PROJECT will follow AASHTO, City-Specific, TPWD, utility, railroad and TxDOT design requirements as applicable. 3. Trail and railing improvements will meet current accessibility and AASHTO requirements. 4. The PROJECT will begin at US-380 south to Old Alton Rd (See Attachment C). 5. CLIENT, ONCOR, and other franchise utility providers (facilitated by CLIENT) close to or adjacent to the PROJECT area will provide available existing conditions information and base-map data, including, but not limited to: • As-built plans, record drawings, and/or condition assessments for all existing utilities located close to or adjacent to the PROJECT area. • Current property and easement information. • Aerial Data. • Existing or previous environmental reporting. • Current FEMA Floodplain Mapping and flood study data. 6. CONSULTANT is not responsible for acquiring Right of Entry (ROE). If required for the completion of the PROJECT Tasks, CLIENT shall be responsible for the facilitation and coordination with all impacted utility franchise and/or private property owners for providing access and ROE for any necessary data collection, field assessments, and/or site investigations. 7. The CLIENT will be responsible for distributing, coordinating, and facilitating all submittal milestones/packages to all necessary stakeholders, including correspondence during the submittal review period(s) and providing CONSULTANT with organized reviews/comments/feedback from all reviewing entities. 8. In addition to any base map data provided by the CLIENT (as described above), CONSULTANT will utilize publicly available and CLIENT-provided data (aerial ortho imagery, NCTCOG contours, record drawings, etc.) to supplement PROJECT development. All supplemental information will be used in the assessment, review, and design of the proposed improvements. Survey services for the PROJECT are excluded. 9. The PROJECT schedule shall be subject to CLIENT review within a maximum of 30 days. The schedule milestone dates are based on an assumed CLIENT and stakeholder submittal review period of a maximum of two (02) weeks. Review periods exceeding two (02) weeks may impact subsequent submittals and milestone dates. 10. Detailed design of trail amenities such as trailheads, wayfinding signage, drinking fountains, seating elements, trash receptacles, bike racks, bike repair air stations, plazas, overlooks, etc. are excluded in this scope of services. DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Hickory Creek Trail The City of Denton April 26, 2023 Page 4 11. All meetings described herein will be held at the CONSULTANT’s office or virtually. CONSULTANT shall notify CLIENT and request additional compensation if additional meetings are necessary for ongoing coordination and/or the completion of the PROJECT. 12. The PROJECT milestone submittals will only include 30% Schematic Design, excluding any subsequent milestone submittals beyond 30%. HEALTH CARE AND SAFETY PROCEDURES Healthcare and Safety Procedures: Whenever possible, it is Halff Associates’ preference to conduct all stakeholder meetings in-person. In-person meetings will adhere to all applicable City, County and/or State policies related to public gatherings and social distancing. All meetings with elected and appointed City officials and stakeholders can be conducted as digital events at the discretion of the City using Microsoft Teams, or other digital meeting platform agreed upon by the City and Halff Associates, Inc. Until otherwise advised by the City or CLIENT, a selected digital meeting platform will also be utilized by Halff Associates, Inc. at all in-person meetings to provide potential participants with the option to participate remotely. (This area left blank) DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Hickory Creek Trail The City of Denton April 26, 2023 Page 5 TASK 1 – PRE-DESIGN TASK 1.1 – PROJECT MANAGEMENT AND COMMUNICATION Project Management Coordination: CONSULTANT will meet internally with Halff staff for coordination and communication of Task 1 for the PROJECT. Communications and Reporting: CONSULTANT will provide monthly reports to the CLIENT that describe current progress, identify outstanding issues and/or items of future concern. Coordination/Project Kick-off Meeting: CONSULTANT will attend one (01) virtual or in-person coordination/project kick-off meeting with the CLIENT and other necessary stakeholders (facilitated by CLIENT) to confirm the goals and objectives of the PROJECT. Notes will be taken by the CONSULTANT to record items discussed and decisions made during this meeting and provided to all attendees. • Project Kick-Off Meeting – One (01) meeting Deliverables: Notes will be taken by the CONSULTANT at all meetings to record items discussed and decisions made. Deliverables provided by the CONSULTANT shall include the following: • One (01) Digital PDF copy of the Project Kick-Off meeting notes. • One (01) Digital PDF copies of the monthly progress reports. TASK 1.2 – DATA COLLECTION AND BASE MAP PREPARATION Site Investigation/Preliminary Field Review: CONSULTANT will initiate, schedule, and participate with one (01) Site Investigation/Preliminary Field Review meeting with the CLIENT of the PROJECT area. The field review is necessary to gain an understanding of possible design modifications to the trail alignment shown in Attachment C and to identify key opportunities and constraints. The site investigation will also include the gathering and evaluation of relevant information related to the topography of the site, utilities, vegetated areas, neighborhood impacts, drainage, and impacts to existing conditions. • Field Review– One (01) site visit over one day Data Collection / Base Map Preparation: The CLIENT will provide to the CONSULTANT available data relevant to the PROJECT. With the assistance from the CLIENT, CONSULTANT will collect the following available data as necessary to develop trail the concept design. CONSULTANT will prepare a project base map for the trail corridor utilizing the CONSULTANT’s, CLIENT’s, and other Stakeholder’s gathered relevant project data. At a minimum, data will include the following information: • Google Earth and/or Near Map aerial photography and mapping • NCTCOG Regional Data, Existing photometric (LIDAR) topographic contours (2‐foot contour interval), and other information (as available) • FEMA Flood Boundary Maps and Flood Insurance Studies (locations of FEMA 100‐year floodplain and floodway) DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Hickory Creek Trail The City of Denton April 26, 2023 Page 6 • Existing and adopted land use maps and plans (if applicable) • Local comprehensive and thoroughfare plans (if applicable) • Utility (as-builts and/or record drawings) data including underground/at‐grade/overhead, location, type, size, owner name and contact information • TCAD property information as well as Property Lines, Easements, ROW Limits, and other information (as available) • Existing aerial photography and survey information from the City of Denton • Previously prepared drainage studies (if applicable) • Development Site Plans (if applicable) • Local comprehensive and thoroughfare plans (if applicable) • Wetland Locations (if applicable) Deliverables: Notes will be taken by the CONSULTANT at all meetings to record items discussed and decisions made. Deliverables provided by the CONSULTANT shall include the following: • One (01) Digital PDF copy of the Site Investigation/Preliminary Field Review meeting notes. (This area left blank) DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Hickory Creek Trail The City of Denton April 26, 2023 Page 7 TASK 2 – H&H ANALYSIS TASK 2.1 – PROJECT MANAGEMENT AND COMMUNICATION (CONT.) Project Management Coordination: CONSULTANT will meet internally with Halff staff for coordination and communication of Task 2 for the PROJECT. TASK 2.2 – DATA COLLECTION AND TERRAIN GENERATION Data Collection and Analysis: CONSULTANT will perform the following tasks related to data collection and terrain generation: • Collect and evaluate the FEMA effective hydrologic and hydraulic models for Hickory Creek, Dry Fork of Hickory Creek, and Stream DF-2 through the project area. CONSULTANT will obtain the approved model’s cross sections, topographical survey and centerline shapefiles along with the proposed trail alignment. • Attend up to one (01) site visit to assess existing conditions. • Prepare GIS basemap. • Prepare the existing terrain file using best available topography. The topography will include 2009/2010 TNRIS LiDAR if more recent topography is not available. TASK 2.3 – HYDROLOGIC AND HYDRAULIC ANALYSIS Pre-Project Hydrologic and Hydraulic Analysis: The following steps will be conducted during the analysis to determine existing water surface profiles for all modeled frequency storm events and assess potential floodplain and floodway impacts. • Establish duplicate effective conditions utilizing FEMA Effective models for Hickory Creek, Dry Fork of Hickory Creek, and Stream DF-2: a. In addition to the standard FEMA modeled storm frequencies (10-, 50-, 100-, and 500-year events), compute 1-, 2-, 5-, and 25-year discharges using the FEMA effective hydrologic model. The rainfall depth source will remain consistent with those in the effective model This analysis does not include hydrologic model conversion into HEC-HMS or any additional hydrologic modifications, improvements, or modeling. b. Convert the effective hydraulic model into HEC-RAS version 6.2 and insert 1-, 2-, 5-, and 25-year discharges into the model. Only minor modifications will be performed to properly execute duplicate effective HEC-RAS model. Additional cross sections, cross section realignment, structures, or geometric modifications are excluded from this scope. c. Execute duplicate effective model to compute the 1-, 2-, 5-, 10-, 25-, and 100-year water surface profiles and velocities. d. Perform QAQC. • This scope does not include modifying encroachment stations to re-establish floodway limits to meet FEMA standards of no more than one (1) foot of water surface elevation increase in the Base Flood Elevation (100-year). The established floodway will be clipped into the DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Hickory Creek Trail The City of Denton April 26, 2023 Page 8 updated 100-year mapping. The floodway boundary will supersede that of the updated 100- year floodplain where conflicts arise. • If the County or FEMA are unable to provide working hydrologic or hydraulic data, FEMA Base Level Engineering (BLE) modeling, developed as part of the NCTCOG FY16 East Fork Discovery BLE project, along with regional regression hydrologic calculations, will be utilized. TASK 2.4 – FLOODPLAIN MAPPING Pre-Project Floodplain Mapping: CONSULTANT will map the pre-project 1-, 2-, 5-, 10-, 25-, and 100-year floodplains using best available topography through the project area to include in the letter report, as necessary. Deliverables: Deliverables provided by the CONSULTANT shall include the following: • One (01) Digital PDF copy of a letter report documenting findings and recommendations, including a summary of the hydraulic considerations, issues, and approval processes, for consideration of the City of Denton’s floodplain development permit as part of future design phases. Develop a floodplain work-map exhibit. The submittal will include a digital printout of the models’ input and output files and the models will be available digitally in a CD or flash drive provided with the report. (This area left blank) DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Hickory Creek Trail The City of Denton April 26, 2023 Page 9 TASK 3 – ENVIRONMENTAL ANALYSIS TASK 3.1 – PROJECT MANAGEMENT AND COMMUNICATION (CONT.) Project Management Coordination: CONSULTANT will meet internally with Halff staff for coordination and communication of Task 3 for the PROJECT. TASK 3.2 – DATA COLLECTION AND ANALYSIS Data Collection and Analysis: CONSULTANT will perform the following review tasks related to environmental, historic, and cultural resources • Catalog existing environmental constraints with publicly accessible data. • Generate analysis maps illustrating vegetation, wetland delineation, flood plain and flood way elevations, property ownership and easements, land uses, roadways, sidewalks, bicycle facilities, schools, community facilities based on desktop review. TASK 3.3 – TECHNICAL REPORT Technical Report: CONSULTANT will prepare a technical report summarizing the impacts of the trail alignment. The report will include the following: • Waters of the U.S. including wetlands • Air Quality • Cultural Resources • Community Impacts • Biological Resources • Water Resources • Historic Resources • Hazardous Materials • Traffic Noise • Section 4(f) • Parks and Wildlife Code, Chapter 26 • Natural Resources Code, Chapter 183 • Public Involvement Deliverables: Deliverables provided by the CONSULTANT shall include the following: • One (01) Digital PDF copy of a technical report summarizing environmental considerations and issues and probable TxDOT environmental approval processes and requirements. DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Hickory Creek Trail The City of Denton April 26, 2023 Page 10 TASK 4 – TRAIL ALIGNMENT FEASIBILITY TASK 4.1 – PROJECT MANAGEMENT AND COMMUNICATION (CONT.) Project Management Coordination: CONSULTANT will meet internally with Halff staff for coordination and communication of Task 4 for the PROJECT. Communications and Reporting: CONSULTANT will provide monthly reports to the CLIENT that describe current progress, identify outstanding issues and/or items of future concern. Agency/Stakeholder Coordination Meetings: CONSULTANT will engage, facilitate, and schedule Agency/Stakeholder Coordination Meetings with the CLIENT and other stakeholders. The number of Agency/Stakeholder Coordination Meetings shall not exceed seven (07). Meeting objectives will include preliminary design discussions with general question and answer. Anticipated stakeholders include: • City of Denton (Parks, Engineering, Transportation, Emergency, etc.) – Two (02) meetings • United States Corps of Engineers (USACE) – Two (02) meetings • Railroad – One (01) meeting • Council/Parks Board – Two (02) meetings TASK 4.2 – TRAIL ALIGNMENT FEASIBILITY STUDY Preliminary Trail Alignment Feasibility Study: Based on the input from the CLIENT and stakeholders from the field review and data collection efforts, the CONSULTANT will develop a preliminary trail alignment for the PROJECT, including typical sections and corridor options, considering the parameters specified in the project’s purpose statement. The CONSULTANT shall identify a trail alignment that will minimize adverse impacts, major utility conflicts, structural impediments, private property impacts, and will be mindful of construction cost impacts. During the development of the preliminary alignment, CONSULTANT will work with CLIENT and stakeholders to prepare a preliminary planning-level assessment to identify opportunities for signature amenity locations for the PROJECT including, but not limited to, trail head opportunities, landscaping, bike repair air stations, trash receptacles, seating, drinking fountains, kiosks, wayfinding signage, artwork, and canoe/kayak put-in/takeout. The CLIENT shall be responsible for facilitating, gathering, and submitting all feedback to CONSULTANT for developing alternative trail alignments and/or the final trail alignment. Alternative Trail Alignment Feasibility Study: As necessary based on feedback from the CLIENT, CONSULTANT shall prepare no more than two (02) alternative alignments to the Preliminary Trail Alignment Feasibility beyond the project limits defined project Scope section. Alternative alignments will be considered if the preliminary trail alignment and crossing location(s) are determined not feasible for PROJECT implementation. The CONSULTANT will provide the CLIENT and stakeholders with alternative alignment(s) evaluations based on their ability to meet the project purpose and goals and ease of implementation. The development of additional trail alignment alternatives will result in additional services. Final Trail Alignment Development: Based on the input from the CLIENT and stakeholders from the Preliminary and/or Alternative Trail Alignment Feasibility Studies, the CONSULTANT will develop a final trail alignment for the PROJECT, including typical sections and corridor options, considering the parameters specified in the project’s purpose statement. The CONSULTANT shall identify a trail alignment that will minimize adverse impacts, DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Hickory Creek Trail The City of Denton April 26, 2023 Page 11 major utility conflicts, structural impediments, private property impacts, and will be mindful of construction cost impacts. During the development of the final alignment, CONSULTANT will work with CLIENT and stakeholders to prepare a final planning-level assessment to identify opportunities for signature amenity locations for the PROJECT including, but not limited to, trail head opportunities, landscaping, bike repair air stations, trash receptacles, seating, drinking fountains, kiosks, wayfinding signage, artwork, and canoe/kayak put-in/takeout. CONSULTANT shall provide one (01) summary report of the final trail alignment, describing opportunities and constraints for the PROJECT. CONSULTANT’s Alignment Study plans shall be Roll Plot Sheets (maximum sheet size of 36-inch-Wide x 108-inch-Long), formatted with black and white line work and a screened-back black and white (gray-tone) aerial photo background with a minimum scale of the horizontal alignment of 1” = 40’-0”. Once the CLIENT and Stakeholders have approved a Preferred Trail Extension Alignment, the CONSULTANT will proceed with Schematic Design Plans (ref. Task 5). Subsequent Submittal Milestone Preparation: CONSULTANT will review and incorporate all applicable review comments and feedback received during the development of the Final Trail Alignment into the preparation of the subsequent submittal milestones described below under Task 5. All Scope of Services for Task 5 will not begin until the CLIENT has provided CONSULTANT with a formal Notice to Proceed (NTP) confirming the acceptance of the preferred trail alignment and design as a result of completing Tasks 1, 2, 3, and 4. Deliverables: Deliverables provided by the CONSULTANT shall include the following: • One (01) Digital PDF copy of the final trail alignment, planning-assessment, typical sections, and summary report. • Three (03) hard copies of the final trail alignment, planning-assessment, typical sections, and summary report (upon request) • One (01) Digital PDF copy of meeting notes. (This area left blank) DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Hickory Creek Trail The City of Denton April 26, 2023 Page 12 TASK 5 – 30% SCHEMATIC DESIGN TASK 5.1 – PROJECT MANAGEMENT AND COMMUNICATION (CONT.) Project Management Coordination: CONSULTANT will meet internally with Halff staff for coordination and communication of Task 5 for the PROJECT. Communications and Reporting: CONSULTANT will provide monthly reports to the CLIENT that describe current progress, identify outstanding issues and/or items of future concern. Agency/Stakeholder Coordination Meetings: CONSULTANT will engage, facilitate, and schedule Agency/Stakeholder Coordination Meetings with the CLIENT and other stakeholders. The number of Agency/Stakeholder Coordination Meetings shall not exceed two (02). Meeting objectives will include preliminary design discussions with general question and answer. Anticipated stakeholders include: • City of Denton (Parks, Engineering, Transportation, Emergency, etc.) – One (01) meeting Drawing Deliverable Review/Comment Resolution Meetings: After each submittal milestone has been delivered to the CLIENT, CONSULTANT will schedule and conduct Drawing Deliverable Review/Comment Resolution Meetings with the CLIENT to discuss submittal review comments related to the PROJECT at the submittal milestones identified below. The number of Drawing Deliverable Review/Comment Resolution Meetings shall not exceed one (01). Meeting objectives will include concept design feedback, comment review discussions, and subsequent submittal expectations, with general question and answer. The submittal milestones are as follows: • 30% Schematic Design – One (01) meeting Deliverables: Notes will be taken by the CONSULTANT at all meetings to record items discussed and decisions made. Deliverables provided by the CONSULTANT shall include the following: • One (01) Digital PDF copy of meeting notes. • One (01) Digital PDF copy of the monthly progress report. TASK 5.2 – 30% SCHEMATIC DESIGN 30% Schematic Design: Based on the input gathered from the kickoff meeting, stakeholder meetings, and site investigation, and trail alignment development the CONSULTANT will prepare one (01) 30% Schematic Design that helps communicate the intent and vision of the PROJECT. The Schematic Design shall include the layout of proposed improvements including the trail horizontal alignment along with typical sections to demonstrate compliance with applicable federal, state, and local/stakeholder codes, standards, and requirements. The CONSULTANT will identify any locations where exceptions to the established design standards may be necessary. Horizontal Alignments: DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Hickory Creek Trail The City of Denton April 26, 2023 Page 13 The CONSULTANT will develop one (01) horizontal alignment plan view for the schematic trail design, including existing site features within the PROJECT area and roadway crossing locations. The design and development of vertical profiles is excluded. All base-map information and data will be used for the development of the horizontal alignment. As available either through public records and/or provided by the CLIENT, the plan-view will identify existing property lines, existing easements, existing topography, sidewalks, public and franchise utilities, and the recommended trail alignment. Trail Design Improvements: The CONSULTANT will include the following information for the 30% Schematic Design: • Approximate location and quantity of trail pavement. • Approximate location and quantity of utility crossings. • Approximate location of known and proposed utilities and/or drainage modifications. • Approximate location and quantity of roadway crossings and appurtenances. • Approximate location and lengths of proposed water body crossings. • Approximate location and lengths of proposed retaining walls • Approximate location and quantity of proposed amenities per the planning-level assessment The 30% Schematic Design shall include the anticipated improvements identified in the PROJECT’s Scope and Assumptions sections. Design for all improvements shall follow current CLIENT standards, supplemented with NCTCOG, TPWD, Railroad and TxDOT standards where necessary. PROJECT will follow AASHTO design guidelines for bicycle facilities, unless directed otherwise by the CLIENT. In addition to the anticipated improvements described above, CONSULTANT’s 30% Schematic Design plans shall also contain the following base information: • Project name; and if applicable, the street address, and lot and block description. • Date, scale, north arrow, and the name of the Licensed Professional preparing the plan. • Location of existing property lines and/or ROW limits. • Approximate centerlines of existing water courses and the location of the floodplain; the approximate location of significant drainage features; and the location of existing parking lots, streets, driveways, and sidewalks on or adjacent to the PROJECT. • Approximate location of known overhead lines, subsurface utility lines, and utility easements within the project limits, including the location of utility/power poles, generators, and equipment. CONSULTANT’s 30% Schematic Design plans shall be project layout sheets (22-inch-Wide x 34-inch-Long), formatted with black and white line work and a screened-back black and white (gray-tone) aerial photo background with a minimum scale of the horizontal alignment of 1” = 40’-0”. 30% Schematic Design Submittal Milestone Preparation: CONSULTANT shall prepare the 30% Schematic Design Package submittal milestone, showing the following elements, in the order below: • Typical Sections • Layout and Grading • Proposed Landscape Drawing Deliverable Review/Comment Resolution Meeting: CONSULTANT shall attend no more than one (01) Drawing Deliverable Review/Comment Resolution Meeting to discuss 30% Schematic Design submittal review comments with the CLIENT. Notes will be taken by the CONSULTANT to record items discussed and decisions made during this review meeting. Schematic Design Revisions: DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Hickory Creek Trail The City of Denton April 26, 2023 Page 14 CONSULTANT will review and incorporate all applicable review comments and feedback received during the Drawing Deliverable Review/Comment Resolution Meeting into the preparation of one final schematic design submittal. CONSULTANT will deliver one (01) final set of drawing deliverables for use by the CLIENT. Deliverables: Deliverables provided by the CONSULTANT shall include the following: • One (01) Digital PDF copy of the roll plot sheets. • Three (03) hard copies of the roll plot sheet(s) (upon request). TASK 5.3 – OPINION OF PROBABLE CONSTRUCTION COST (OPCC) Preliminary 30% Schematic Design OPCC: Upon completion of the approved schematic plan the CONSULTANT shall prepare an Opinion of Probable Construction Cost (OPCC). CONSULTANT’s OPCC shall be based on the quantities indicated on the CONSULTANT’s plans and on the unit prices current at the time of the cost opinion preparation. All quantities and available unit pricing included in the schematic design OPCC are preliminary and shall be subject to change based on the reviews of the CLIENT and stakeholders. Deliverables: Deliverables provided by the CONSULTANT shall include the following: • One (01) Digital PDF copy of the Opinion of Probable Construction Cost listing bid items, quantities, and estimated bid costs. (This area left blank) DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Hickory Creek Trail The City of Denton April 26, 2023 Page 15 OPTIONAL TASK 1 – GRANT ASSISTANCE SERVICES Grant Assistance Scope of Work described herein shall be considered effort for a single, stand-alone Grant Application and excludes the preparation of multiple applications. The development of additional Grant Applications will result in additional services. OPTIONAL TASK 1.1 – PROJECT MANAGEMENT AND COMMUNICATION (CONT.) Project Management Coordination: CONSULTANT will meet internally with Halff staff for coordination and communication of Optional Task 1 for the PROJECT. Communications and Reporting: CONSULTANT will provide monthly reports to the CLIENT that describe current progress, identify outstanding issues and/or items of future concern. Agency/Stakeholder Coordination Meetings: CONSULTANT will engage, facilitate, and schedule Agency/Stakeholder Coordination Meetings with the CLIENT and other stakeholders. The number of Agency/Stakeholder Coordination Meetings shall not exceed two (02). Meeting objectives will include preliminary design discussions with general question and answer. Anticipated stakeholders include: • City of Denton (Parks) – Two (02) meetings Deliverables: Notes will be taken by the CONSULTANT at all meetings to record items discussed and decisions made. Deliverables provided by the CONSULTANT shall include the following: • One (01) Digital PDF copy of meeting notes. • One (01) Digital PDF copy of the monthly progress report. OPTIONAL TASK 1.2 – GRANT SUBMITTAL ASSISTANCE Grant Opportunity Assessment: CONSULTANT will work with the CLIENT to identify upcoming grant opportunities and assist with setting a milestone schedule with identified narratives, opinions of probable costs and support documents. Grant Preparation: CONSULTANT will prepare the grant project narrative and application for identified grant/reimbursement programs. Deliverables identified in Task 3 & 4 will be used in the grant final deliverables. The CLIENT will gather any additional support documentation including, but not limited to, stakeholder support letters and council/parks board approvals. One (01) preliminary copy will be submitted to the CLIENT for review prior to submitting the application. CONSULTANT will address comments received by the CLIENT for one (01) final submittal to the grant distributor. Deliverables: Deliverables provided by the CONSULTANT shall include the following: • One (01) Digital PDF submission including requirements as defined in the grant application process. DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Hickory Creek Trail The City of Denton April 26, 2023 Page 16 BASIS OF COMPENSATION HICKORY CREEK TRAIL A. TASK 1 – PRE-DESIGN The basis of compensation for the services below shall be as follows: Task 1.1 – Project Management and Communication _______________________$5,000 Task 1.2 – Data Collection and Base Map Preparation______________________ $12,000 TASK 1 TOTAL (Tasks 1.1 – 1.2) $17,000 B. TASK 2 – H&H ANALYSIS: The basis of compensation for the services below shall be as follows: Task 2.1 – Project Management and Communication (Cont.) ________________ $5,000 Task 2.2 – Data Collection and Terrain Generation_________________________ $14,000 Task 2.3 – Hydrologic and Hydraulic Analysis_____________________________ $33,000 Task 2.4 – Floodplain Mapping__________________________________________$6,500 TASK 2 TOTAL (Tasks 2.1 – 2.4) $58,500 C. TASK 3 – ENVIRONMENTAL ANALYSIS: The basis of compensation for the services below shall be as follows: Task 3.1 – Project Management and Communication (Cont.) ________________ $2,000 Task 3.2 – Data Collection and Analysis__________________________________ $10,000 Task 3.3 – Technical Report____________________________________________ $8,000 TASK 3 TOTAL (Tasks 3.1 – 3.3) $20,000 D. TASK 4 – TRAIL ALIGNMENT FEASIBILITY: The basis of compensation for the services below shall be as follows: Task 4.1 – Project Management and Communication (Cont.) ________________ $12,000 Task 4.2 – *Trail Alignment Feasibility Study______________________________ $13,000 TASK 4 TOTAL (Tasks 4.1 – 4.2) $25,000 E. TASK 5 – 30% SCHEMATIC DESIGN: The basis of compensation for the services below shall be as follows: Task 5.1 – Project Management and Communication (Cont.) ________________ $12,000 Task 5.2 – 30% Schematic Design_______________________________________ $21,000 Task 5.3 – Opinion of Probable Construction Cost (OPCC) __________________ $6,000 TASK 5 TOTAL (Tasks 5.1 – 5.3) $39,000 **Direct Costs (Estimated Reimbursable Expenses) ________________________$1,200 PROJECT GRAND TOTAL (Tasks 1, 2, 3, 4, 5, & Direct Costs) $160,700 ATTACHMENT B DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Hickory Creek Trail The City of Denton April 26, 2023 Page 17 F. OPTIONAL TASK 1 – GRANT ASSISTANCE SERVICES (PER APPLICATION) The basis of compensation for the services below shall be as follows: Optional Task 1.1 – Project Management and Communication (Cont.) _________ $3,000 Optional Task 1.2 – Grant Submittal Assistance____________________________ $6,000 OPTIONAL TASK 1 TOTAL (Tasks 1.1 – 1.2) $9,500 **Direct Costs (Estimated Reimbursable Expenses) _________________________ $500 **Direct Costs (estimated reimbursable expenses) will include, but are not necessarily limited to, expenses for supplies, transportation, equipment, travel, communication, printing of plans and specifications, presentation boards, graphic boards, and similar incidentals. All project related expenses will be billed at cost plus 10%. G. BILLING SCHEDULE: The compensation for tasks listed as Basic (Lump Sum) Services in the compensation schedule shall be Lump Sum, and the services for each Basic Service task shall be invoiced on a percent complete basis. The compensation for tasks listed as Special (Hourly/Unit) Services in the compensation schedule shall be on the basis of 2.3 times full (total) salary cost for the time each employee is engaged directly on the project. Total fees will not be exceeded without prior approval. Direct costs, including printing and reproduction, postage, and courier/overnight service, will be considered reimbursable and will be billed at 1.1 times the direct cost incurred. The project will be billed to CLIENT on a monthly basis. CONSULTANT reserves the right to request a contract modification(s) to increase the budget for Special (Hourly/unit) Services if the actual effort exceeds the budgeted amount. (This area left blank) DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Hickory Creek Trail The City of Denton April 26, 2023 Page 18 2023 Labor Rate Ranges Labor Category Level Billing Rate Range Description Low High Landscape Architect / Planner II 97.00 131.00 Landscape Designer III 134.00 173.00 Landscape Architect IV 165.00 235.00 PM / Sr. Landscape Architect V 223.00 350.00 Principal Engineer I 109.00 131.00 EIT II 122.00 158.00 EIT / PE III 157.00 206.00 Sr. PE / PM IV 207.00 276.00 Sr. PM / Sr. PE V 262.00 350.00 Tech Advisor / Principal Scientist (Environmental / Geologist) I 77.00 99.00 Professional (BS in ENG, Geology or ENV Science) II 112.00 141.00 Experienced Professional III 144.00 187.00 PE, PG or similar license / registration IV 199.00 244.00 PM / Sr. Scientist Office Tech (CADD, Designer and Survey) III 96.00 122.00 Jr. CADD/Designer/Survey Tech IV 124.00 158.00 Sr. CADD/Designer/Survey V 160.00 263.00 CADD Manager/Geo Spatial PM (unlicensed) Clerical 97.00 127.00 Admin Assistant Specialist (GIS and ROW) I 68.00 104.00 Jr. Level GIS Analyst / ROW Support Staff II 106.00 146.00 GIS Analyst / ROW Agent III 140.00 190.00 Sr. / PM – GIS Analyst / ROW Agent IV 190.00 238.00 Sr. PM – GIS Analyst / ROW Agent Intern 55.00 91.00 Note: The labor rates are valid through December 31, 2027. DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Hickory Creek Trail The City of Denton April 26, 2023 Page 19 ATTACHMENT B EXCLUSIONS / AVAILABLE ADDITIONAL SERVICES The following services are not included in the scope or fees for this proposal; but can be provided by CONSULTANT, subject to negotiation: GENERAL: 1. Any additional work not specifically included in the Proposed Scope of Work will be accomplished as Additional Services. 2. Revisions to the plans requested by the CLIENT after the plans are approved, unless necessitated by errors on the plans. 3. Design of areas outside the limits of the defined project site. 4. Design and coordination existing utility relocations and modifications, including, gas, telephone, or other franchise utility improvements. 5. Additional graphic products. 6. Additional meetings not identified in the project scope of services. 7. Printing of additional drawings, specifications and contract documents not identified in the project deliverables. 8. The construction documentation of trail amenities, including, but not limited to landscaping, bike repair/air stations, trash receptacles, seating, drinking fountains, kiosks, wayfinding signage, artwork. PUBLIC ENGAGEMENT: 9. Public Engagement, such as public meetings or hearings, is excluded. 10. Community Engagement and coordination with impacted stakeholders, adjacent property owners, and agencies are excluded. TRAFFIC: 11. Preparation of Traffic engineering reports or studies is excluded. PERMITTING: 12. Payment of permit fees, filing fees, pro-rated fees, impact fees, taxes, federal and/or state regulatory agency review fees. CONSTRUCTION DOCUMENTATION: 13. The preparation and development of Construction Documentation (60%, 90%, and 100%) is excluded. SUE: 14. SUE services are excluded. SURVEY: 15. Survey Services are excluded. 16. Boundary Research and Resolution services are excluded 17. Survey Services for the Preparation of Easement or Right-of-Way Exhibits are excluded. 18. Field survey of channel cross sections other than what is identified in the scope above is excluded. 19. Field survey of area outside the identified project area is excluded. 20. Bathymetric survey is excluded. 21. Geospatial Survey Services are excluded. 22. Any fees associated with public notices are excluded. GEOTECH 23. Geotechnical Engineering services is excluded. DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Hickory Creek Trail The City of Denton April 26, 2023 Page 20 ATTACHMENT B TRAIL ALIGNMENT EXHIBIT CONSULTANT will work closely with the CLIENT on the proposed improvements (conceptual alignment provided by CLIENT below) and shall remain in accordance with the overall vision of the PROJECT. DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Hickory Creek Trail The City of Denton April 26, 2023 Page 21 ATTACHMENT B PROJECT SCHEDULE CONSULTANT will work closely with the CLIENT on the PROJECT schedule which Tasks 1-5 are anticipated to require approximately eight (08) months to complete; but may be subject to delays, depending upon agency review turnaround. DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 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) and by City of Denton Ethics Code, Ordinance 18-757. 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 Describe each employment or other business relationship with the local government officer, or a family member of the officer, as described by Section 176.003(a)(2)(A). Also describe any family relations hip with the local government 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 176.00 1(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: D6EDC42C-8E59-4283-9266-BF22D9C78389 Halff Associates Inc. X 7/12/2023 CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity A complete copy of Chapter 176 of the Local Government Code may be found at http://www.statutes.legis.state.tx.us/ Docs/LG/htm/LG.176.htm. For easy reference, below are some of the sections cited on this form. Local Government Code § 176.001(1-a): "Business relationship" means a connection between two or more parties based on commercial activity of one of the parties. The term does not include a connection based on: (A) a transaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an agency of a federal, state, or local governmental entity; (B) a transaction conducted at a price and subject to terms available to the public; or (C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by, and reporting to, that agency. Local Government Code § 176.003(a)(2)(A) and (B): (A) A local government officer shall file a conflicts disclosure statement with respect to a vendor if: (2) the vendor: (A) has an employment or other business relationship with the local government officer or a family member of the officer that results in the officer or family member receiving taxable income, other than investment income, that exceeds $2,500 during the 12-month period preceding the date that the officer becomes aware that (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor; (B) has given to the local government officer or a family member of the officer one or more gifts that have an aggregate value of more than $100 in the 12-month period preceding the date the officer becomes aware that: (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor. Local Government Code § 176.006(a) and (a-1) (a) A vendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local governmental entity and: (1) has an employment or other business relationship with a local government officer of that local governmental entity, or a family member of the officer, described by Section 176.003(a)(2)(A); (2) has given a local government officer of that local governmental entity, or a family member of the officer, one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B), excluding any gift described by Section 176.003(a-1); or (3) has a family relationship with a local government officer of that local governmental entity. (a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator not later than the seventh business day after the later of: (1) the date that the vendor: (A) begins discussions or negotiations to enter into a contract with the local governmental entity; or (B) submits to the local governmental entity an application, response to a request for proposals or bids, correspondence, or another writing related to a potential contract with the local governmental entity; or (2) the date the vendor becomes aware: (A) of an employment or other business relationship with a local government officer, or a family member of the officer, described by Subsection (a); (B) that the vendor has given one or more gifts described by Subsection (a); or (C) of a family relationship with a local government officer. City of Denton Ethics Code Ordinance Number 18-757 Definitions: Relative: a family member related to a City Official within the third 3rd degree of affinity (marriage) or consanguinity (blood or adoption) City Official: for purpose of this article, the term consists of the Council Members, Department Heads, or member of the Board of Ethics, Planning and zoning Commission Members, Board of Adjustment, Historic Landmark Commission, or Public Utilities Board Vendor: a person who provides or seeks to provide goods, services, and/or real property to the City in exchange for compensation. This definition does not include those property owners from whom the City acquires public right-of-way or other real property interests for public use. Per the City of Denton Ethics Code, Section 2-273. – Prohibitions (3) It shall be a violation of this Article for a Vendor to offer or give a Gift to City Official exceeding fifty dollars ($50.00) per gift, or multiple gifts cumulatively valued at more than two hundred dollars ($200.00) per a single fiscal year. Per the City of Denton Ethics Code, Section 2-282. – Disposition (b), (5) Ineligibility If the Board of Ethics finds that a Vendor has violated this Article, the Board may recommend to the City Manager that the Vendor be deemed ineligible to enter into a City contract or other arrangement for goods, services, or real property, for a period of one (1) year. Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 11/30/2015 DocuSign Envelope ID: D6EDC42C-8E59-4283-9266-BF22D9C78389 Certificate Of Completion Envelope Id: D6EDC42C8E5942839266BF22D9C78389 Status: Completed Subject: Please DocuSign: City Council Contract 7850-006 Source Envelope: Document Pages: 43 Signatures: 6 Envelope Originator: Certificate Pages: 6 Initials: 1 Erica Garcia AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) 901B Texas Street Denton, TX 76209 erica.garcia@cityofdenton.com IP Address: 198.49.140.104 Record Tracking Status: Original 7/11/2023 8:32:19 AM Holder: Erica Garcia erica.garcia@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Erica Garcia erica.garcia@cityofdenton.com Buyer City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 198.49.140.104 Sent: 7/11/2023 8:36:54 AM Viewed: 7/11/2023 8:37:01 AM Signed: 7/11/2023 8:38:19 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: 198.49.140.10 Sent: 7/11/2023 8:38:22 AM Viewed: 7/11/2023 1:50:49 PM Signed: 7/11/2023 1:51:30 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Marcella Lunn marcella.lunn@cityofdenton.com Mack Reinwand City Attorney City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Sent: 7/11/2023 1:51:32 PM Viewed: 7/12/2023 8:57:39 AM Signed: 7/12/2023 9:07:43 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Joe D. Buchanan dbuchanan@halff.com Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 12.5.135.162 Sent: 7/12/2023 9:07:47 AM Viewed: 7/12/2023 9:21:27 AM Signed: 7/12/2023 9:23:51 AM Electronic Record and Signature Disclosure: Accepted: 7/12/2023 9:21:27 AM ID: 5c968812-0d05-4055-82b6-f0082926ac02 Signer Events Signature Timestamp Gary Packan Gary.Packan@cityofdenton.com Director of Parks and Recreation Parks and Recreation Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 107.77.197.209 Sent: 7/12/2023 9:23:54 AM Viewed: 7/12/2023 11:59:24 AM Signed: 7/12/2023 12:00:09 PM Electronic Record and Signature Disclosure: Accepted: 7/12/2023 11:59:24 AM ID: e3aba57c-f52a-4a87-bf35-788571500617 Cheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 198.49.140.104 Sent: 7/12/2023 12:00:12 PM Viewed: 8/2/2023 8:06:22 AM Signed: 8/2/2023 8:06:34 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Sara Hensley sara.hensley@cityofdenton.com City Manager City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Sent: 8/2/2023 8:06:37 AM Viewed: 8/2/2023 8:42:02 AM Signed: 8/2/2023 8:42:11 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Jesus Salazar jesus.salazar@cityofdenton.com Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Sent: 8/2/2023 8:42:13 AM Viewed: 8/2/2023 12:20:24 PM Signed: 8/2/2023 12:20:46 PM Electronic Record and Signature Disclosure: Accepted: 8/2/2023 12:20:24 PM ID: eb4b78a2-4565-4463-982a-1a281ca6e90f 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 Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication (None) Sent: 7/11/2023 8:38:21 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Carbon Copy Events Status Timestamp Gretna Jones gretna.jones@cityofdenton.com Legal Secretary City of Denton Security Level: Email, Account Authentication (None) Sent: 7/12/2023 12:00:12 PM Viewed: 7/12/2023 4:32:08 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign City Secretary Office citysecretary@cityofdenton.com Security Level: Email, Account Authentication (None) Sent: 8/2/2023 12:20:49 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Chris Escoto Chris.Escoto@cityofdenton.com Park Planner City of Denton Security Level: Email, Account Authentication (None) Sent: 8/2/2023 12:20:51 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 7/11/2023 8:36:54 AM Certified Delivered Security Checked 8/2/2023 12:20:24 PM Signing Complete Security Checked 8/2/2023 12:20:46 PM Completed Security Checked 8/2/2023 12:20:51 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: Joe D. Buchanan, Gary Packan, Jesus Salazar 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.