Loading...
24-1075 - 7599-019 - Ordinance ExecutedORDINANCE NO. 24- 1075 AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICIPAL CORPORATION, AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH BINKLEY & BARFIELD, INC., FOR DESIGN SERVICES FOR NEIGHBORHOOD 5 A FOR THE CAPITAL PROJECTS DEPARTMENT AS SET FORTH IN THE CONTRACT; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFQ 7599-019 – PROFESSIONAL SERVICES AGREEMENT FOR DESIGN SERVICES AWARDED TO BINKLEY & BARFIELD, INC., IN THE NOT-TO-EXCEED AMOUNT OF $1,355,840.00). WHEREAS, on May 18, 2021, the City Council approved a pre-qualified professional engineering list (Ordinance 21-894); and WHEREAS, the professional services provider (the “Provider) mentioned in this ordinance is being selected as the most highly qualified on the basis of its demonstrated competence and qualifications to perform the proposed professional services; and WHEREAS, this procurement was undertaken as part of the City’s governmental function; and WHEREAS, the fees under the proposed contract are fair and reasonable and are consistent with, and not higher than, the recommended practices and fees published by the professional associations applicable to the Provider’s profession, and such fees do not exceed the maximum provided by law; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Manager, or their designee, is hereby authorized to enter into an agreement with Binkley & Barfield, Inc., for design services for Neighborhood 5 A for the Capital Projects Department, a copy of which is attached hereto and incorporated by reference herein. SECTION 2. The City Manager, or their designee, is authorized to expend funds as required by the attached contract. SECTION 3. The City Council of the City of Denton hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under this ordinance to the City Manager of the City of Denton, or their designee. SECTION 4. The findings in the preamble of this ordinance are incorporated herein by reference. SECTION 5. This ordinance shall become effective immediately upon its passage and approval. The motion to approve this ordinance was made by BrI c,& Beck and seconded by . This ordinance was passed and approved by the following vote U -A : Aye V / ./ Nay Abstain Absent Mayor Gerard Hudspeth: Vicki Byrd, District 1 : Brian Beck, District 2: Paul Meltzer, District 3 : Joe Holland, District 4: Brandon Chase McGee, At Large Place 5 : Jill Jester, At Large Place 6: /‘ / £ / PASSED AND APPROVED thi, th, qt'- day of Jy„c . 2024 Gg%(tn. ATTEST: LAUREN THODEN, CITY SECRETARY .*: CyCUAW APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY Digitally signed by MaKella Lunn DN: dc=com, dc=cityofdenton, nv , dc=cc>dad, ou=Department Users : X hIM\LU \\IAP\ :BiIEli::i:'"iT email=Marcella.Lunn@cityofdento bat: 2024.04.26 1 8,38,44 -05'oo' DocuSign Envelope ID: 0446DBOA-2BCFJ}205-9E70-79B8A861342D DENTON Docusign City Council Transmittal Coversheet 7599–019 File Name Neighborhood 5 A Deslgn PurchasingContact c ''i p ""'‘ City Council Target Date lune 4 2024 Piggy Back Option Contract Expiration Ordinance r an Not Applicab1 e N/A 24-1075 DocuSign Envelope ID: 0446DBOA-2BCFz1205-9E70-79B8A861342D CITY OF DENTON, TEXAS STANDARD AGREEMENT FOR ENGINEERING RELATED PROFESSIONAL SERVICES This AGREEMENT is between the City of Denton, a Texas home-rule municipality ("CITY"), and Binklev & Barfield, Inc., with its corporate office at 1801 Gateway Boulevard, Suite 101, Richardson, TX 75080 and authorized to do business in Texas, ("ENGINEER"), for a PROJECT generally described as: Neighborhood 5A Design (the "PROJECT"). SECTION 1 Scope of Services A. The CITY hereby agrees to retain the ENGINEER, and the ENGINEER hereby agrees to perform, professional engineering services set forth in the Scope of Services attached hereto as Exhibit 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 ENGINEER or its consultants, subcontractors and/or suppliers that has not been ordered in advance and in writing. It is specifically agreed that ENGINEER shall not be compensated for any additional work resulting from oral orders of any person. SECTION 2 Compensation and Term of Agreement A.The ENGINEER shall be compensated for all services provided pursuant to this AGREEMENT in an amount not to exceed $1,355,840.00 in the manner and in accordance with the fee schedule as set forth in Exhibit C. Payment shall be considered full compensation for all labor, materials, supplies, and equipment necessary to complete the services described in Exhibit 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. ENGINEER shall proceed diligently with the PROJECT to completion as described in the PROJECT schedule as set forth in Exhibit B. SECTION 3 Terms of Payment Payments to the ENGINEER will be made as follows: City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 1 of 18 DocuSign Envelope ID: 0446DBOA-2BCFJ+205-9E70-79B8A861342D A. Invoice and Payment (1 ) The Engineer shall provide the City sufficient documentation, including but not limited to meeting the requirements set forth in the PROJECT schedule as set forth in Exhibit B to reasonably substantiate the invoices. (2) The ENGINEER 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 ENGINEER for billings contested in good faith within 60 days of the amount due, the ENGINEER 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 ENGINEER shall have no liability to CITY for delays or damages caused the CITY because of such suspension of services. SECTION 4 Obligations of the Engineer A. General The ENGINEER will serve as the CITY's professional engineering representative under this AGREEMENT, providing professional engineering consultation and advice and furnishing customary services incidental thereto. B. Standard of Care The ENGINEER shall perform its services: (1 ) with the professional skill and care ordinarily provided by competent engineers 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 engineer. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 2 of 18 DocuSign Envelope ID: 0446DBOA-2BCF4205-9E70-79B8A861342D C. Subsurface Investigations (1) The ENGINEER 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 engineering work to be performed hereunder. The ENGINEER 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 Exhibit 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 ENGINEER. D. Preparation of Engineering Drawings The ENGINEER 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 ENGINEER shall not be liable for the use of such drawings for any project other than the PROJECT described herein. E. Engineer's Personnel at Construction Site (1) The presence or duties of the ENGINEER's personnel at a construction site, whether as on-site representatives or otherwise, do not make the ENGINEER 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 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 ENGINEER 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 Exhibit A, the ENGINEER or its personnel shall have no obligation or responsibility to visit the construction site to become familiar with the progress City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 3 of 18 DocuSign Envelope ID: 0446DBOA-2BCFJj205-9E70-79B8A861342D 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 ENGINEER be construed as requiring ENGINEER 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 ENGINEER makes on-site observation(s) of a deviation from the AGREEMENT Documents, the ENGINEER shall inform the CITY. (3) When professional certification of performance or characteristics of materials1 systems or equipment is reasonably required to perform the services set forth in the Scope of Services, the ENGINEER 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 ENGINEER shall provide opinions of probable costs based on the current available information at the time of preparation, in accordance with Exhibit A. (2) in providing opinions of cost, financial analyses, economic feasibility projections, and schedules for the PROJECT, the ENGINEER 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 ENGINEER makes no warranty that the CITY's actual PROJECT costs, financial aspects, economic feasibility, or schedules will not vary from the ENGINEER's opinions, analyses, projections, or estimates. G. Construction Progress Payments Recommendations by the ENGINEER to the CITY for periodic construction progress payments to the construction contractor will be based on the ENGINEER'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 ENGINEER 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 ENGINEER 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 City of Denton, Texas Standard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 4 of 1 8 DocuSign Envelope ID: 0446DBOA-2BCF4205-9E70-79B8A861342D 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 ENGINEER 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) ENGINEER 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 ENGINEER involving transactions relating to this AGREEMENT. ENGINEER agrees that the CITY shall have access during normal working hours to all necessary ENGINEER 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 ENGINEER reasonable advance notice of intended audits. (2) ENGINEER 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 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) ENGINEER and subconsultant agree to photocopy such documents as may be requested by the CITY. The CITY agrees to reimburse ENGINEER for the cost of copies at the rate published in the Texas Administrative Code in effect as of the time copying is performed. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 5 of 18 DocuSign Envelope ID: 0446DBOA-2BCF4205-9E70-79B8A861342D J. INSURANCE (1 ) ENGINEER’S INSURANCE a.Commercial General Liability – the ENGINEER 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. 11.ENGINEER 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 ENGINEER 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 PROJECT. If the engineer owns no vehicles, coverage for hired or non-owned is acceptable. 1.ENGINEER 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 ENGINEER pursuant to this AGREEMENT or under any applicable auto physical damage coverage. c. Workers’Compensation – ENGINEER shall maintain workers City of Denton, Texas Standard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 6 of 18 DocuSign Envelope ID: 0'M6DBOA-2BCF4205-9E70-79B8A861342D 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. 1.ENGINEER 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 ENGINEER pursuant to this AGREEMENT. d.Professional Liability – ENGINEER 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 ENGINEER 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 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. City of Denton, Texas Standard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 7 of 18 DocuSign Envelope ID= 0446DBOA-2BCF4205-9E70-79B8A861342D 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 $25,000.00 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 ENGINEER's insurance policies including endorsements thereto and, at the CITY's discretion; the ENGINEER 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 changes from date of commencement of the PROJECT until final payment and termination of any coverage required to be maintained after final payments. 1.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 ENGINEER shall be required by the ENGINEER to maintain the same or reasonably equivalent insurance coverage as required for the ENGINEER. When sub consultants/subcontractors maintain insurance coverage, ENGINEER shall provide CITY with documentation thereof on a certificate of insurance. K. Independent Consultant City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 8 of 18 DocuSign Envelope ID: 0446DBOA-2BCF4205-9E70-79B8A861342D The ENGINEER 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 ENGINEER 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 ENGINEER 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 ENGINEER 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 ENGINEER 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 engineering practice standards which the ENGINEER should have been aware of at the time this AGREEMENT was executed, the ENGINEER 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 ENGINEER could not have been reasonably aware of, the ENGINEER shall notify the CITY of such changes and an adjustment in compensation will be made through an amendment to this AGREEMENT. O. Schedule ENGINEER shall manage the PROJECT in accordance with the schedule developed per Exhibit B to this AGREEMENT. P. Equal Opportunity (1) Equal Employment Opportunity: ENGINEER and ENGINEER’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 City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 9 of 1 8 DocuSign Envelope ID: 0446DBOA-2BCFJt205-9E70-79B8A861342D 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: ENGINEER and ENGINEER’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 ENGINEER 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 ENGINEER as required for the ENGINEER's performance of its services. The CITY will perform, at no cost to the ENGINEER, such tests of equipment, machinery, pipelines, and other components of the CITY's facilities as may be required in connection with the ENGINEER's services. The CITY will be responsible for all acts of the CITY's personnel. 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 ENGINEER's services or PROJECT construction. D. Timely Review The CITY will examine the ENGINEER'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 Exhibit B E. Prompt Notice The CITY will give prompt written notice to the ENGINEER whenever CITY observes or becomes aware of any development that affects the scope or timing of the ENGINEER's services or of any defect in the work of the ENGINEER or construction contractors. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 10 of 18 DocuSign Envelope ID: 0446DBOA-2BCF4205-9E70-79B8A861342D F. Asbestos or Hazardous Substances Release. (1) CITY acknowledges ENGINEER will perform part of the work at CITY's facilities that may contain hazardous materials, including asbestos containing materials, or conditions, and that ENGINEER 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 ENGINEER 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 ENGINEER’s negligence or if ENGINEER 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 ENGINEER's Personnel at Construction Site, and provisions providing for contractor indemnification of the CITY and the ENGINEER for contractor's negligence. 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 ENGINEER, its officers, employees, and subcontractors, for any claim arising out of, in connection with, or resulting from the engineering services performed. Only the CITY will be the beneficiary of any undertaking by the ENGINEER." (2) This AGREEMENT gives no rights or benefits to anyone other than the CITY and the ENGINEER 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 ENGINEER. 1.CITYs Insurance City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 11 of 18 DocuSign Envelope ID: 0446DBOA-2BCF4205-9E70-79B8A861342D (1) The CITY may maintain property insurance on certain preexisting 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 ENGINEER 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 ENGINEER 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 ENGINEER, 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 AGREEMENT. If such changes affect the ENGINEER'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 ENGINEER 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 ENGINEER, 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 ENGINEER will be at the CITY's sole risk. The CITY shall own the final designs, drawings, specifications and documents. C. Force Majeure The ENGINEER is not responsible for damages or delay in performance caused by acts of God, strikes, lockouts, accidents, or other events beyond the control of the ENGINEER that prevent ENGINEER’s performance of its obligations hereunder. City of Denton, Texas Standard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 12 of 18 DocuSign Envelope ID: 0446DBOA-2BCF4205-9E70-79B8A861342D D. Termination (1 ) This AGREEMENT may be terminated: a. by the City for its convenience upon 30 days’ written notice to ENGINEER. b.by either the CITY or the ENGINEER 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 diligently complete the correction. (2) if this AGREEMENT is terminated for the convenience of the City, the ENGINEER will be paid for termination expenses as follows: a. Cost of reproduction of partial or complete studies, plans, specifications or other forms of ENGINEER'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 ENGINEER'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 ENGINEER 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 ENGINEER 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 ENGINEER's personnel and subcontractors, and ENGINEER's compensation will be made F. Indemnification IN ACCORDANCE WITH TEXAS LOCAL GOVERNMENT CODE SECTION 271.904, THE ENGINEER SHALL INDEMNIFY OR HOLD HARMLESS THE CITY AGAINST LIABILITY FOR ANY DAMAGE COMMiTrED BY THE ENGINEER OR ENGINEER’S AGENT, CONSULTANT UNDER CONTRACT, OR ANOTHER ENTITY OVER WHICH THE ENGINEER EXERCISES CONTROL TO THE EXTENT THAT THE DAMAGE IS City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 13 of 18 DocuSign Envelope ID: 0446DBOA-2BCFJj205-9E70-79B8A861342D 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 ATrORNEY’S FEES IN PROPORTION TO THE ENGINEER’S LIABILITY. G. Assignment Neither party shall assign all or any part of this AGREEMENT without the prior written 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 6.1. shall survive termination of this AGREEMENT for any cause. J. Observe and Comply ENGINEER 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 all orders, laws ordinances and regulations 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. ENGINEER AGREES TO DEFEND, INDEMNIFY AND HOLD HARMLESS CITY AND ALL OF ITS OFFICERS, AGENTS AND EMPLOYEES FROM AND AGAINST ALL CLAIMS OR LIABILITY ARISING OUT OF THE VIOLATION OF ANY SUCH ORDER, LAW, ORDINANCE, OR REGULATION, WHETHER IT BE BY ITSELF OR ITS EMPLOYEES. K. Immigration Nationality Act ENGINEER shall verify the identity and employment eligibility of its employees who perform work under this AGREEMENT, including completing the Employment Eligibility Verification Form (1-9). Upon request by CITY, ENGINEER shall provide CITY with copies of all 1-9 forms and supporting eligibility documentation for each employee who performs work under this AGREEMENT. ENGINEER shall adhere to all Federal and City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 14 of 18 DocuSign Envelope ID: 0446DBOA-2BCFJj205-9E70-79B8A861342D State laws as well as establish appropriate procedures and controls so that no services will be performed by any ENGINEER employee who is not legally eligible to perform such services. ENGINEER SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY ENGINEER, ENGINEER’S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. CITY, upon written notice to ENGINEER, shall have the right to immediately terminate this AGREEMENT for violations of this provision by ENGINEER L. Prohibition on Contracts with Companies Boycotting Israel Engineer 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, Engineer certifies that Engineer’s signature provides written verification to the City that Engineer: (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, Engineer certifies that Engineer’s signature provides written verification to the City that Engineer, 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 Engineer 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, Engineer certifies that City of Denton. Texas Standard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 15 of 18 DocuSign Envelope ID: 0446DBOA-2BCF4205-9E70-79B8A861342D Engineer’s signature provides written verification to the City that Engineer: (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. O. Prohibition on Contracts with Companies Boycotting Certain Firearm Entities and Firearm Trade Associations Engineer 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, Engineer certifies that Engineer’s signature provides written verification to the City that Engineer: (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. Prohibition Against Personal Interest in Contracts No officer, employee, independent consultant, or elected official of the City who is involved in the development, evaluation, or decision-making process of the performance of any solicitation shall have a financial interest, direct or indirect, in the Contract resulting from that solicitation as defined in the City’s Ethic Ordinance 23-1165 and in the City Charter chapter 2 article XI(Ethics). Any willful violation of this section shall constitute impropriety in office, and any officer or employee guilty thereof shall be subject to disciplinary action up to and including dismissal. Any violation of this City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 16 of 18 DocuSign Envelope ID: 0446DBOA-2BCF4205-9E70-79B8A861342D provision, with the knowledge, expressed or implied, of the Contractor shall render the Contract voidable by the City. The Contractor shall complete and submit the City’s Conflict of Interest Questionnaire. R. Certificate of Interested Parties Electronic Filing In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the Government Code. The law states that the City may not enter into this contract unless the Contractor submits a disclosure of interested parties (Form 1295) to the City at the time the Contractor submits the signed contract. The Texas Ethics Commission has adopted rules requiring the business entity to file Form 1295 electronically with the Commission. Contractor will be required to furnish a Certificate of Interest Parties before the contract is awarded, in accordance with Government Code 2252.908. The contractor shall: 1. 2 3 4 5 6. Log onto the State Ethics Commission Website at: https://www.ethics.state.tx.us/filinginfo/1295/ Register utilizing the tutorial provided by the State Print a copy of the completed Form 1295 Enter the Certificate Number on page 2 of this contract. Complete and sign the Form 1295 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. S. 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: Exhibit A - Scope of Services Exhibit B - Project Schedule Exhibit C - Compensation City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 17 of 18 DocuSign Envelope ID: 0446DBOA-2BCF4205-9E70-79B8A861342D 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. Duly executed by each 3une 4 , 2024 party’s designated representative to be effective on ENGINEER BINKLEY & BARFIELD, INC /p-DocuSigned br BY,1 %h'I IV LHemB80"signature CITY CITY OF DENTON, TEXAS D$cuSigned bV BY, I s'.' H„„Iq eWSLEY, CITY MANAGERBI Title: Corporate vlce Presldent 2024-1146655 Texas Ethics Commission 1295 Certificate Number ATTEST: LAUREN THODEN, CITY SECRETARY in-DoeuSigned by: BY,I W Jb.d'~ \D09D09CAD33D487 THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms. DocuSlgned by: IA.a &H& r}atuwBC4F2 APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY E:EnIM[A DoeuSigned by Director of caplta1 Projects Title Capita1 Projects Department City of Denton, Texas Standard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 18 of 18 DocuSign Envelope ID: 0zH6DBOA.2BCF4205-9E70-79B8A861342D EXHIBIT “A“ SCOPE OF SERVICES 2019 STREET RECONSTRUCTION BOND PROGRAM NEIGHBOORHOOD 5A PROJECT DESCRIPTION : The project is part of the 2019 Street Reconstruction Bond Program and designated as Neighborhood 5A. The project includes street reconstruction and replacement of water and wastewater lines for various streets within the City of Denton. A list of approximate lengths of street reconstruction and water/wastewater replacements are listed in the table below and shown in Exhibit “A-1 ”. Street reconstruction will typically consist of replacing existing streets at their current widths with asphalt and concrete curb and gutter. There are some existing roadways without concrete curb and gutter with roadside drainage ditches. The reconstruction of these roadways will not include curb and gutter, to avoid additional drainage infrastructure. Street reconstruction will also include select driveway replacement and sidewalk replacement as identified by the Engineer and City. Paving plans will also include replacing pavement at adjoining streets at intersections up to 50 feet into connecting street alignment. Water and wastewater replacement will consist of 8- inch water and wastewater lines. Plan and profile sheets for wastewater replacement will be prepared. Water plans will only consist of plan views and will not be profiled. The scope will also include the necessary topographic survey, geotechnical borings and report, select sidewalk replacement and photometric analysis. Photometric analysis is included in Basic Services and will consist of analyzing the existing system to identify areas for upgrade in lighting. A report will be prepared providing the City with lighting recommendations. If required, lighting construction plans will prepared and billed under Special Services on an hourly as needed basis. A list of street reconstruction segments along with anticipated length of street, water, and wastewater replacements are shown on the next page. DocuSign Envelope ID: 0446DBOA-2BCFd;205-9E70-79B8A861342D Street Name --F –––+–––TYLER STbTYLER ST :iF I Limit 1 1 Limit 2 Street Length } .., ' ._. I Wastewater! **Storm I (Fr)Water (FT)Wastewater (Fr) 1169 **Storm ( FT) RtmT8ml$rg%IFf©RI LATTIMORE sfi PERTAIN ST WAYN E ST BOYD ST TYLER ST SNYDER ST MOZINGO ST/PIULKEY LN POST OAK CT boYD ST CREEK AVE b DAVIS ST DAVIS ST JANfRqilmS CAMPBELL LN WOODFORD LN BROCK CIR N WOOD ST N RUDDELL ST MAY ST BOB-0.LINK LN IM6BEs II ALLEY NORTH OF OAK TREE DR L PERTAIN ST WAYNE ST BOYD ST WAYNE ST OAKTREE DR MULKEY LN SEMINOLE AVE BOYD sr M N BRADSHAW ST N RUDDELL ST E MCKINNEY ST E MCKINNEY ST CAMPBELL LN PAISLEY ST PAISLEY ST PAISLEY ST N RUDDELL ST BELLAIRE DR LATTIMORE ST P N BOYD ST TYLER ST M 1461 1661 714 734 1074 746 798 2050 4631 737 1 737 1 737 1 0 325 1 1543 1 1543 1 1543 1 50 M3 7481 1591 1 * 1 1193 1 0 580 1148E SAC 1 211 1 211 1 211 1 0 882 1451 400 713 2 1329 536 734 1074 482 f2 1428 50 0 0 0 1 339 1 677 50 0 0 50 0 0 0 0 734 806 746 798 339 DEAD END/CUL DE SAC CREEK AVE Rrm©f®r®r©igl PAISLEY ST N JANNINNE ST PAISLEY ST woW LN PAISLEY ST i TEX)Ms tI WILLIS ST DEAD ENMil DE SAC MOCMrGBEIR ala Totals 2050 737 325 1543 561 1193 0 Mr 882 1451 400 mr 1451 400 713 11,126 50 1088 132 50 'Water & Wastewater Replacment assumed not required '’ Storm shown for informational purposes 13,497 BASIC SERVICES: A. Project Coordination and Data Collection 1 Meet with CITY representatives for a kickoff meeting to discuss the details of the project and obtain design criteria, standard details, pertinent utility plans, record drawings, plats and right-of-way maps, existing easement information and other information available for the project area Perform site visits to verify existing conditions and document with site photos and field notes, as necessary. Prepare written progress reports to be submitted with monthly pay requests. The Engineer’s written progress report shall describe activities during the reporting period, activities planned for the following period, information needed from the City and overall status of the project. Develop and maintain a detailed project schedule. Attend meetings with stakeholders as necessary to coordinate the project design Use of Procore software throughout design, bidding, and construction of the project. 2. 3. 4. 5 6. B. Conceptual Design (30% Complete) 1 Prepare conceptual plans illustrating the following: a. Existing surveyed features (right-of-way, easements, pavement, curbs, walls, fences, fire hydrants, trees, sidewalks, water meters, valves, utility boxes, manholes, street lights, inlets, and all other visible surface features). 2 DocuSign Envelope ID: 0446DBOA-2BCF4205-9E70-79B8A861342D b. Existing utility locations (water, sanitary sewer, and storm sewer) c. Proposed typical section d. Proposed horizontal street and sidewalk alignments e. Proposed water and wastewater horizontal alignments f. Photometric Analysis Sheets and Reports g. Proposed right-of-way or easement acquisition (if required). h. Overall drainage area map Prepare an estimate of construction quantities and develop the conceptual statement of probable construction cost. Submit conceptual plans and Opinion of Probable Construction Cost (OPCC) to the City for review. Provide an electronic PDF format set of plans to the City for distribution to the franchise utility companies affected by construction Meet with City to discuss 30% plan set review. 2. 3. 4 5. C. Preliminary Design (60% Complete) 1 2. Incorporate City’s review comments from conceptual design submittal. Prepare preliminary construction plans. Prepare the following drawings to an approved scale: a. Cover Sheet b. General Notes Sheet c. Quantity Sheet d. Project Layout and Control Sheets e. Demolition Plan & Plan Sheets f. Typical Sections g. Roadway Plan & Profile Sheets h. Water Plan Sheets Wastewater Plan Profile SheetsI j. Proposed lighting layout k. Pavement Marking Sheets I. Erosion Control Sheets m. Cross Sections at 50’ intervals and driveways n. Detail Sheets Photometric Report Provide an updated electronic PDF format set of plans to the City for distribution to the franchise utility companies affected by the construction. Prepare an estimate of construction quantities and develop the preliminary statement of probable construction cost. Submit preliminary plans and cost estimate to the City for review. Incorporate standard details into the construction plans and prepare additional details as required . Meet with City staff to discuss comments regarding 60% submittal review. 3 4. 5. 6 7. 8 3 DocuSign Envelope ID: 0446DBOA-2BCF4205-9E70-79B8A861342D D. Pre-Final Design (90% Complete) 1. 2 3 4 5 6. 7. 8. Adjust proposed street grades as needed and adjust limits of driveway and sidewalk replacements as needed. Revise plans incorporating comments from preliminary submittal. Incorporate comments from franchise utility companies. Revise estimate of construction quantities and preliminary statement of probable construction cost. Prepare list of bid item descriptions. Submit pre-final plans, opinion of probable construction costs, and list of bid item descriptions Provide an electronic PDF format set of plans to the City for distribution to the franchise utility companies affected by the construction. Meet with City to discuss 90% submittal review. E. Final Design (100% Complete) 1 2 3 4. 5 6 7. 8 9 Revise plans incorporating comments from the pre-final submittal. Incorporate comments from franchise utility companies. Prepare plans for Final submittal. Update standard details in the construction plans and prepare additional details as required . Prepare final construction quantity take-offs and final construction cost estimates. Finalize list of bid item descriptions. Submit final plans, opinion of probable construction costs, bid schedule, and bid item descriptions. Incorporate City final comments into the plans and bid documents. Prepare construction plans and specifications to be issued for bidding. F. Bid Phase Services 1 2 3 4 5. Assist City staff in advertising for bids Provide responses to questions submitted during bidding process. Assist City in interpreting bid documents. Attend pre-bid meeting. Prepare and provide the City with addenda to bid documents, if necessary. G. Construction Phase Services 1 2 3 4 5 Attend and assist City in holding a pre-construction conference and a public meeting. Review shop drawings and material submittals. Review proposed construction schedules, if requested by City Staff. Review and provide written responses to Requests for Information (F:FIs). Assist City PM with construction change orders, if necessary. 4 DocuSign Envelope ID: 0446DBOA-2BCFJt205-9E70-79B8A861342D 6. • • Site visits by the design Engineer, as required during construction and attendance of one (1 ) construction meeting per month. Assist City Staff in conducting final inspection. Recommend final acceptance of completed work. Prepare construction “Record Drawings” updating the project plans to reflect any field changes or plan revisions. Record drawings shall be delivered in a digital format. The drawings shall be 24” x 36” in size and shall bear “Record Drawing” stamp and the seal and signature of the Engineer along with the date. 10. Construction Phase Services will be billed on an hourly not to exceed basis and includes the following estimated time: 40 hours of a Sr. Project Manager at $314/hr 75 hours of a Project Engineer at $174/hr 140 hours of EIT II at $157/hr 7 8 9. • SPECIAL SERVICES: A. Survey Services 1.Survey Control a. Establish horizontal and vertical control points along in project areas and place the points where they will be unlikely to be disturbed during the construction phase of the project. b. Prepare Survey Control and Index sheet(s) for the PS&E plan set c. Control will be established based on City of Denton GPS Benchmarks or other as required . 2.Topographic and Existing ROW Survey The survey limits shall extend from ROW to ROW for all streets. Services shall include: a. Perform abstracting (deed/plat research) b. Locate and tie boundary corners and intersecting streets. c. Determine the existing ROW streets, intersecting streets and adjacent land boundaries. The existing ROW will be shown on the topographic survey. d. Obtaining elevations and locations of existing paving, improvements, driveways, signs, natural ground, ditches, irregularities in the natural ground and other visible features within and adjacent to the project. Full topo will include cross sections of roadway at approximate 50-foot intervals. “Texas 811 ” will be notified to have utilities marked and flagged prior to beginning the fieldwork. Utilities within and adjacent to the limits shall be located and tied based on visual evidence and provided plans and maps. The flow line elevations and pipe sizes shall be obtained on storm sewer lines, sanitary sewer lines and culverts. The top and flow line elevations will be obtained on 5 DocuSign Envelope ID: 0446DBOA-2BCFH4205-9E70-79B8A861342D inlets, manholes, and drainage structures. Trees with a trunk diameter of 4- inches or greater will be tied. e. Existing utility information shall be based on visible evidence and as-built or other information provided by the City. 3.Parcels for Acquisition – Survey Legal Description (if Required) Prepare surveys of parcels for acquisition or easement purposes to support construction. The requirements of parcels are unknown, and it is assumed four parcels for the purposes of this proposal. Services shall include preparing signed and sealed survey drawings and metes and bounds descriptions for each tract of land. The proposed easement/ROW will be staked on the ground and the surveys will be signed and sealed by a Texas Registered Professional Land SUIveyor. 4.Right-of-Way Staking (if Required) Staking of ROW can be provided if required by the City. The ROW can be staked at every 50-foot station. This task will be charged daily if needed (minimum 0.5 days). It has been determined a total of 1 3.5 days will be required to stake the ROW for the entire project. B. Geotechnical 1. Field Exploration a. Field location of borings using a handheld GPS device. Ground surface elevations at the boring locations will be interpolated from survey data. b. Boring will be drilled along the roadway within ROW. ROW permit will be obtained from City of Denton c. Mobilization of a truck-mounted drilling rig to the site, d. Completion of 34 borings (spaced approximately 500 to 600 feet). The borings will be performed within the existing roadways to a depth of 1 0 feet below pavement surface. e. Representative soil samples obtained by means of the split-barrel and/or Shelby tube sampling procedures in general accordance with ASTM D1586 and D1587, respectively. f. Texas Cone Penetrometer test performed to evaluate the bearing capacity of the bedrock, if encountered in the borings, in general accordance with TxDOT method Tex-132-E g. Groundwater depth measurements at each boring during drilling and prior to backfilling. 6 DocuSign Envelope ID: 0446DBOA-2BCF4205-9E70-79B8A861342D 2. Laboratory Testing - Laboratory Testing of representative soil samples will be performed to determine physical and engineering properties of the soil. The laboratory testing will include the following: Moisture Content Atterberg limits Passing No. 200 sieve Swell Test Soluble sulfates Lime / pH series Standard Proctor California Bearing Ratio 3. Engineering Report – Upon completion of the field exploration, laboratory testing, and engineering analyses, a written engineering report will be prepared by a licensed professional engineer that will include: a. b. C. d. e. f. g. h. i. J. A review of published soils mapping and/or geologic information. Observations from our site reconnaissance and field personnel, including current site conditions, surface drainage features, topography, and available satellite imagery. A description of the field exploration and laboratory test procedures. Computer generated soil boring logs prepared in accordance with industry standard practices for geotechnical engineering. A boring location diagram. Laboratory tests results plotted on the boring logs and/or included on separate report pages. Discussion of the subsurface materials and groundwater conditions encountered Subsurface cross sections/profiles that graphically represent the general subsurface conditions Recommendations for subgrade preparation . Concrete and asphalt pavement design recommendations according to the City of Denton Transportation Design Criteria Manual, 2023 specification requirements, and based on site-specific traffic data (ADT, % truck type, growth rate, and/or ESALS) and roadway classification. Discussion of earthwork considerations for compaction, reuse of soils, groundwater, expansive soils, shallow rock, drainage, or other applicable considerations. k. C. Roadway Illumination Coordination/Design (if Required)- This task scope is undefined at this point and has been included for budgetary purposes. This task will be billed on an as needed hourly basis. The task will include coordination with Denton Municipal Electric (DME) and the City to provide street light construction plans. The design would include street lighting, conduits layout, light pole foundations and details. This task does not include electrical design elements. A contingency fee of $40,000 has been added for this task. 7 DocuSign Envelope ID: 0446DBOA-2BCF4205-9E70-79B8A861342D E. TDLR Registration, Review, and Inspection 1.TDLR Services Register the project with TDLR Texas Architectural Barriers System.a b. Provide a PROWAG compliance review of the construction plans. The compliance review shall be performed by a licensed RAS. Provide a post construction inspection and final report. The inspection and report to be performed by a licensed RAS. Provide follow up inspections following corrective action by the Contractor, to confirm compliance . e.Complete all necessary documentation and submit to TDLR. Reimbursable Expenses: Costs for any required mailing, printing, and mileage. Client Provided Services: The Client shall provide to Binkley & Barfield, Inc. the following: 1 2 3 4 5 6 7 8. 9. Available record drawings Available planimetric data Available aerial imagery Contract Documents boiler plate Standard details Design criteria Other information pertinent to the project Right-of-entry coordination with property owners for surveyor to access yards and driveways (if needed) Direction concerning extent of lighting elements an storm drain upgrades. Exclusions: • • • • • • • • • • • • Right-of-entry coordination for surveying and construction Construction staking SWPPP Preparation of bid tabulations Evaluation of bidders Providing recommendation of contract award Preparation of construction change orders Environmental studies or reports Traffic signalization or traffic studies Wastewater flow determinations Computer modeling of water system Franchise utility design or plans 8 DocuSign Envelope ID: 0446DBOA-2BCF4205-9E70-79B8A861342D • • • • • • • • • • • Storm drain design or analysis Floodplain reclamation plans or floodplain analysis Drainage studies or hydrologic analysis Construction inspection Desing for trench safety Consulting services by others not included in this proposal Quality control and testing services during construction Alternate additions not included in the original scope Improvements outside the project limits Preparation of technical specifications Items listed as CITY responsibilities. C/) I E J F-Z LUE LU C)<a LU nc-bbZ0b C)D nc1- C/)Z0 C) LUa a LLIb-<B1- C/)<g ed a( LLIhI< B cr)h- LU LUnc 1- C/) I b--Ii ! ;IF • !!} =J r :[ It g ac LU1-< B LU F- C/)< BaZ< C/) F- LU LU nd1- C/) • Era !&It nc LU1-< BaZ< C/)1- LLI LU ac 1- C/) I aZ LU \I © jIE El --1 C/)1- LU LU nc1- C/) G] -a El:+{ rO't N ;!%B++ r P j K#3f:b'&q=X=;eLpg C) b, 0. maRiE/a §@B+ IB :#@W:+F= I< 1- = LU on X k+ t i fIa a Laaal I F C) onr\1 & rna *J a eN a (00 on WLa) a LII } C A a)al0 7) E LUCU) tB a0a fd k;@::1.: DocuSign Envelope ID: 0446DBOA-2BCF4205-9E70-79B8A861342D EXHIBIT “B” SCHEDULE OF WORK City of Denton 2019 Street Reconstruction Bond Program Neighborhood 5A Esitmated Schedule Feb 2024 '“„,“'“,„“„ Il:::::'::*.:;:; I '„„,„'„..*.Activity 1 2 3 4 6 7 8 9 10 11 12 13 15 Notice to Proceed (Professlona1 Services) Design SUIvey Conceptual Design (30%) City Review (30%) Preliminary Design (60%) 25-Mar-24 1 25-Mar-24 26-Mar-24 50 15-May-24 4-Jul-2415-May-24 1 4-Jul-24 1 15 1 19-J.1-24 50 15 19-Jul-24 1 19-Jul-24 1 75 1 2-o,t-24 :75 2-Oct-24 City Review Pre-Final Design (90%) 1 2-Oct-24 1 15 17-Oct-24 17-Oct-24 40 26-Nov-24 City Review Final Design (100% Review Set) 26-Nov-24 15 11-Dec-24 11-Dec-24 30 10-Jan-25 City Review Signed & Sealed Submitta Bid Phase 10-Jan-25 15 25-Jan-25 25-Jan-25 5 30-Jan-25 30-Jan-25 30 1 -Mar-25 Construction 1 -Mar-25 500 14-Jul-26 10 DocuSign Envelope ID: 0446DBOA-2BCFz1205-9E70-79B8A861342D EXHIBIT “C” FEE PROPOSAL DESCRIPTION AMOUNT BASIC SERVICES A. Project Coordination and Data Collection (Lump Sum)$16,000.00 $273,500.00 $400,000.00 $193,500.00 $81 ,500.00 $5,000.00 $47,590.00 B. Conceptual Design - 300/, Plans (Lump Sum) C. Preliminary Design - 60% Plans (Lump Sum) D. Pre-final Design 90% Plans (Lump Sum) E. Final Design 100% Plans (Lump Sum) F. Bid Phase Services (Lump Sum) G. Construction Phase Services (Est. Hourly)* Total Basic Services Fee: $1 ,017,090.00 Reimbursable Expenses:$2,000 Costs for any required mailing, printing, and mileage. Total Reimbursable Fee: $2,000 SPECIAL SERVICES A. Design Survey (Lump Sum) 1. Survey Control 2. Topographic and Exist. ROW Survey $15,000.00 $167,500.00 $12,000.00 $44,550.00 $52,700.00 $40,000.00 $5,000.00 Parcels for Acquisition (4 @ $3,000 Ea.) Right-of-Way Staking (if Required $3,300/day) 3 4 B. Geotechnical (Lump Sum) C. Roadway Illumination (if Required Est. Hourly) D. TDLR Registration, Review, Inspection (Lump Sum) Total Special Services Fee: $336,750.00 Total Fee: $1,355,840.00 11 DocuSign Envelope ID: 0446DBOA-2BCF4205-9E70-79B8A861342D Binkley6’pprfield HBHH•LAu BUnb=•VR Binkley & Barfield, Inc. 2024 Billable Rates by Classification Classification Unit Billable Rate Principal Sr. Project Manager Project Manager Structural Engineer Construction Manager Sr. Project Engineer Project Engineer Field Engineer Electrical & Instrumentation Engineer Engineer Technician EIT II Hour Hour Hour Hour Hour Hour Hour Hour Hour Hour Hour Hour Hour Hour Hour Hour Hour Hour Hour Hour Hour Hour Hour Hour Hour Hour Hour Hour Hour Hour Day $344.00 $314.00 $243.00 $243.00 $243.00 $206.00 $174.00 $189.00 $206.00 $171.00 $157.00 $138.00 $ 157.00 $157.00 $146.00 $119.00 $132.00 $1 14.00 $191 .00 $167.00 $256.00 $107.00 $179.00 $170.00 $154.00 $127.00 $162.00 $1 16.00 $108.00 $100.00 $1 ,032.00 Graduate Engineer/EIT I Structural Inspector Construction Observer/Sr. Inspector III Construction Observer/Inspector II Construction Observer/Inspector I Sr. Designator Designator Sr. Utility Coordinator Utility Coordinator Production Manager Production Technician Sr. Electrical Designer Sr. CADD/Designer CADD/Designer CADD Technician GIS Manager GIS Analyst Sr. Clerical/Administrator/Document Specialist/Recordkeeper Clerical/Administrator 3D Modeling *These rates are subject to a Consumer Price Index (CPI) adjustment. Direct Expenses 1. SuE)consultant, reproduction, delivery, and other associated expenses shall be reimbursed at cost plus 10% 2. Mileage shall be reimbursed at the current federal rate as published by the IRS. Revised: 1/19/2024 DocuSign Envelope ID: 0446DBOA-2BCF4205-9E70-79B8A86134E2Phi b1 t CIQ CONFLICT OF INTEREmtUESTIONNAIRE - For vendor or other Derson doing business with local governmental enti This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. FORM CIQ 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 thI date the vendor becomes aware of facts that require the statement to be filed . See Section 176.006(a-l), Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. misdemeanor. a M An offense under this section is a Blnkley & Barfield, Inc. 2 [X] 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.) d N,m, of local go„ernment ofnc,r ,b,ut wh,m 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?a Yes B 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 namcd in this section AND the taxable income is not received from the local governmental entity?n ,„,A ,„, 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? =1 Yes m No D. Describe each employment or business and family relationship with the local government officer named in this section. None 4 5 LJ I have no Conflict of Interest to disclose. 4/23/2024 !ith the governmental entitymr Date DocuSign Envelope ID: 0446DBOA-2BCF4205-9E70-79B8A861342D CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity Acomplete copy of Chapter 176 ofthe Local Govemment Code may be found at http://www.statutes.legis.state.a.us/ Docs/LG/htm/LG 1 76.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 ofa federal9 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 ofgoods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by9 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 ie (2) thevendor (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 incomel that exceeds $2 p500 during the 12-month period preceding the date that the officer becomes aware that (i) acontract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the venck>c O) has given to the local govemment officer or a family member ofthe officer one or more gifts that have an aggregate value ofmore than $100 in the 12-monthperiodpreceding the date the officer becomes aware that: (i) a contract between the local govemmental entity and vendor has been executed; or (ii) the local govemmental entity is considering entering into a contract with the vendor. Local Government Code $ 176.006(a) and fa-1) (a) Avendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local govenunental entity urd: ( 1) has an employment or other business relationship with a local government officer of that local governmental entity! or a family member ofthe officer, described by Section 176,003(a)(2)(A): (2) has given a local government officer of that local govemmental entity, or a family member of the officerp one or more gifts with he 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 govemmental entity. (a- 1) TIle completed conflict of interest questionnaire must be filed with the appropriate records administrator not later than the seventh business dayafter 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) submitsto the local governmental entity an application, response to a request for proposals or bids7 correspondencep 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 omcer. City of Denton Ethics Code Ordinance Number 18-757 Definitions Relative: a family member related to a City Official within the third 3-1 degree of affinity {marriage) or consanguinitv (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 Conunission, 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 rightof-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 (850.00) per gi& or multiple gia 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. ’orm provided by Texas Ethics Commission www. ethics .state . tx . us Revised 11/30/2015 DocuSign Certificate Of Completion Envelope Id: 0446DBOA2BCF42059E7079B8A861342D Subject: Please DocuSign: City Council Contract 7599-019 Neighborhood 5A Design PSA Status: Completed Source Envelope: Document Pages: 34 Certificate Pages: 6 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) Signatures: 6 Initials: 1 Envelope Originator: Cod Power 901B Texas Street Denton, TX 76209 cori.power@cityofdenton.com IP Address: 198.49.140.10 Record Tracking Status: Original 4/1 5/2024 1:12:17 PM Holder: Cori Power cori.power@cityofdenton,com Location: DocuSign Signer Events Cod Power cori .power@cityofdenton.com Purchasing Supervisor City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Signature Timestamp Sent: 4/15/2024 1 :26:20 PM Viewed : 4/1 5/2024 1 :26:29 PM Signed: 4/1 5/2024 1 :26:52 PM Completed Using IP Address: 198.49.140.10 Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Sent: 4/1 5/2024 1 :26:56 PM Viewed: 4/1 5/2024 2:00:35 PM Signed: 4/15/2024 2:01 :10 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Not Offered via DocuSign Marcella Lunn marcella.lunn@cityofdenton.com Senior Deputy City Attorney City of Denton Security Level: Email, Account Authentication (None) •DocuSIOn•d by: IM&rtLLht&hpl ,4B070&31B4AA438 Sent: 4/1 5/2024 2:01 :15 PM Viewed: 4/1 6/2024 1:13:18 PM Signed: 4/1 6/2024 1:15:43 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Not Offered via DocuSign Richard Arvizu rarvizu@binkleybarfield.com Corporate Vice President Security Level: Email, Account Authentication (None) '[knuSlgn•d by: 1 %hM X-+ .A9B9B5AB05FE400. Sent: 4/16/2024 1:15:48 PM Resent: 4/23/2024 3:27:05 PM Viewed: 4/23/2024 3:46:19 PM Signed: 4/23/2024 3:50:30 PMSignature Adoption: Pre-selected Style Using IP Address: 47.185.198.35 Electronic Record and Signature Disclosure: Accepted: 4/23/2024 3:46:19 PM ID: 95dclf22-c719-+cf9-b81b-lb7226645e8c Signer Events Trevor Crain Trevor.Crain@cityofdenton.com Director of Capital Projects City of Denton Security Level: Email, Account Authentication (None) Signature Timestamp Sent: 4/23/2024 3:50:35 PM Viewed: 4/23/2024 3:58:22 PM Signed: 4/23/2024 3:58:47 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Accepted: 4/23/2024 3:58:22 PM ID: 06986bf3-6b964b2b-9afc-e5f211de99b7 Cori Power cori.power@cityofdenton.com Purchasing Supervisor City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Completed Sent: 4/23/2024 3:58:53 PM Viewed: 4/23/2024 4:04:06 PM Signed: 4/23/2024 4:04:22 PM Using IP Address: 198.49.140.104 Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Completed Sent: 4/23/2024 4:04:26 PM Resent: 5/28/2024 1 1 :36:44 AM Viewed: 6/4/2024 7:06:22 PM Signed: 6/4/2024 7:07:19 PMUsing IP Address: 198.49.140.104 Sara Hensley sara.hensley@cityofdenton.com City Manager City of Denton Security Level: Email, Account Authentication (None) Sent: 6/4/2024 7:07:25 PM Viewed: 6/4/2024 7:10:55 PM Signed: 6/4/2024 7:11 :23 PM Signature Adoption: Pre-selected Style Using IP Address: 47.190.47.120 Signed using mobile Electronic Record and Signature Disclosure: Not Offered via DocuSign Lauren Thoden lauren.thoden@cityofdenton.com City Secretary Security Level: Email, Account Authentication (None) 'DocuSlgned br I Maw&b Sent: 6/4/2024 7:11 :27 PM Viewed: 6/5/2024 1 :25:57 PM Signed: 6/5/2024 1 :26:20 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Status Timestamp Editor Delivery Events Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Status Timestamp Certified Delivery Events Timestamp Carbon Copy Events Status Timestamp Carbon Copy Events Cheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Status Timestamp Sent: 4/1 5/2024 1 :26:57 PM Gretna Jones gretna.jones@cityofdenton.com Legal Secretary City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Sent: 4/23/2024 3:58:52 PM Viewed: 4/23/2024 4:26:36 PM City Secretary Office citysecretary@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Sent: 6/5/20241 :26:24 PM Viewed: 6/5/2024 2:48:51 PM Taylor Holt Taylor.Holt@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 6/4/2024 2:12:29 PM ID: 2a3a6d49-500d4095-b744-3987eb5c8e5e Sent: 6/5/2024 1 :26:25 PM Viewed: 6/5/2024 1 :34:40 PM Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Envelope Sent Envelope Updated Envelope Updated Certified Delivered Signing Complete Completed Status Timestamps 4/1 5/2024 1 :26:20 PM 5/28/2024 11 :36:43 AM 5/28/2024 11 :36:43 AM 6/5/2024 1 :25:57 PM 6/5/2024 1 :26:20 PM 6/5/2024 1 :26:25 PM Hashed/Encrypted Security Checked Security Checked Security Checked Security Checked Security Checked Payment Events Status Timestamps Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM Parties agreed to: Richard Arvizu, Trevor Crain, Taylor Holt ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through your DocuSign, Inc. (DocuSign) Express user account. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to these terms and conditions, please confirm your agreement by clicking the 'I agree’ button at the bottom of this document. Getting paper copies At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. For such copies, as long as you are an authorized user of the DocuSign system you will have the ability to download and print any documents we send to you through your DocuSign user account for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a $0.00 per-page fee. You may request delivery of such paper copies from us by following the procedure described below. Withdrawing your consent If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below. Consequences of changing your mind If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. To indicate to us that you are changing your mind, you must withdraw your consent using the DocuSign 'Withdraw Consent’ form on the signing page of your DocuSign account. This will indicate to us that you have withdrawn your consent to receive required notices and disclosures electronically from us and you will no longer be able to use your DocuSign Express user account to receive required notices and consents electronically from us or to sign electronically documents from us. All notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through your DocuSign user account all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. How to contact City of Denton: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: purchasing@cityofdenton.com To advise City of Denton of your new e-mail address To let us know of a change in your e-mail address where we should send notices and disclosures electronically to you, you must send an email message to us at melissa.kraft@cityofdenton.com and in the body of such request you must state: your previous e-mail address, your new e-mail address. We do not require any other information from you to change your email address. . In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected in your DocuSign account by following the process for changing e-mail in DocuSign. To request paper copies from City of Denton To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an e-mail to purchasing @cityofdenton.com and in the body of such request you must state your e-mail address, full name, US Postal address, and telephone number. We will bill you for any fees at that time, if any. To withdraw your consent with City of Denton To inform us that you no longer want to receive future notices and disclosures in electronic format you may: i. decline to sign a document from within your DocuSign account, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may; ii. send us an e-mail to purchasing@cityofdenton.com and in the body of such request you must state your e-mail, full name, IS Postal Address, telephone number, and account number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process.. uired hardware and software Operating Systems Browsers (for SENDERS): Browsers (for SIGNERS): r I mlet Explorer 6.0?, Mozilla FireFox 1.0 NetScape 7.2 (or above c x Email Screen Resolution Enabled Security Settings •Allow per session cookies •Users accessing the internet behind a Proxy Server must enable HTTP 1.1 settings via roxy 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.