8430 - Contract Executed
Docusign City Council Transmittal Coversheet
File Name
Purchasing Contact
City Council Target Date
Piggy Back Option
Contract Expiration
Ordinance
DocuSign Envelope ID: AAE7D562-D2F8-485C-9CD0-EECD26B1C393
Christina Dormady
Not Applicable
8430RFP
Vision Zero Phase II
JUNE 18, 2024
N/A
24-1153
City of Denton, Texas Contract 8430
Revised Date: 5.13.24
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PROFESSIONAL SERVICES AGREEMENT
FOR CONSULTING SERVICES
FILE 8430
STATE OF TEXAS §
COUNTY OF DENTON §
THIS AGREEMENT (the “Agreement”) is made and entered into on
________________________, by and between the City of Denton, Texas, a Texas municipal
corporation, with its principal office at 215 East McKinney Street, Denton, Denton County,
Texas 76201, hereinafter called “OWNER” and Kimley-Horn and Associates, Inc.
, with its corporate office at 421 Fayetteville Street, Suite 600, Raleigh, NC 27601
, hereinafter called “CONSULTANT,” acting herein, by and through their duly authorized
representatives.
WITNESSETH, that in consideration of the covenants and agreements herein contained,
the parties hereto do mutually agree as follows:
ARTICLE I
CONSULTANT AS INDEPENDENT CONTRACTOR
The OWNER has selected CONSULTANT on the basis of demonstrated competence and
qualifications to perform the services herein described for a fair and reasonable price pursuant to
Chapter 2254 of the Texas Government Code. The OWNER hereby contracts with the
CONSULTANT as an independent contractor and not as an employee, and as such, the OWNER
will not assert control over the day-to-day operations of the CONSULTANT. The
CONSULTANT is customarily engaged to provide services as described herein independently
and on a nonexclusive basis in the course of its business. This Agreement does not in any way
constitute a joint venture between OWNER and CONSULTANT. The CONSULTANT hereby
agrees to perform the services described herein based on the skills required for the scope of work
in connection with the Project as stated in the sections to follow, with diligence and in
accordance with the highest professional standards customarily obtained for such services in the
State of Texas. The professional services set out herein are in connection with the following
described project:
The Project shall include, without limitation, a Vision Zero Phase II as described in
Exhibit A, which is on file at the purchasing office and incorporated herein (the
“Project”).
ARTICLE II
SCOPE OF BASIC SERVICES
The CONSULTANT shall perform the following services in a professional manner:
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A. The CONSULTANT shall perform all those services as necessary and as described in the
OWNER’s RFQ 8430 – Vision Phase II, which is on file at the purchasing office and
made a part hereof as Exhibit A as if written word for word herein.
B. To perform all those services set forth in CONSULTANT’s proposal, which proposal is
attached hereto and made a part hereof as Exhibit B as if written word for word herein.
C. CONSULTANT shall perform all those services set forth in individual task orders, as
described in Exhibit B, which shall be attached to this Agreement and made a part
hereof.
D. If there is any conflict between the terms of this Agreement and the exhibits attached to
this Agreement, the terms and conditions of this Agreement will control over the terms
and conditions of the attached exhibits or task orders.
ARTICLE III
ADDITIONAL SERVICES
Additional services to be performed by the CONSULTANT, if authorized by the
OWNER, which are not included in the above-described Basic Services, may be negotiated as
needed, per rates included in Exhibit B.
A. Preparing applications and supporting documents for government grants, loans, or
planning advances and providing data for detailed applications.
B. Preparing data and reports for assistance to OWNER in preparation for hearings before
regulatory agencies, courts, arbitration panels or mediator, giving testimony, personally or
by deposition, and preparations therefore before any regulatory agency, court, arbitration
panel or mediator.
C. Assisting OWNER in preparing for, or appearing at litigation, mediation, arbitration,
dispute review boards, or other legal and/or administrative proceedings in the defense or
prosecution of claims disputes with Contractor(s).
D. Assisting OWNER in the defense or prosecution of litigation in connection with or in
addition to those services contemplated by this AGREEMENT. Such services, if any, shall
be furnished by CONSULTANT on a fee basis negotiated by the respective parties outside
of and in addition to this AGREEMENT.
E. Visits to the site in excess of the number of trips included in Exhibit B.
F. Preparing statements for invoicing or other documentation for billing other than for the
standard invoice for services attached to this professional services agreement.
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ARTICLE IV
TIME OF COMPLETION
CONSULTANT is authorized to commence work under this contract upon execution of this
AGREEMENT. CONSULTANT shall perform and complete its obligations herein in a prompt
and continuous manner, so as to not delay the completion of the Project in accordance with the
schedules as described in Exhibit D. The contract shall remain effective for a period which may
reasonably be required for the completion of the Project, acceptance by an authorized
representative of the OWNER, exhaustion of authorized funds, or termination as provided in this
Agreement, whichever occurs first.
ARTICLE V
COMPENSATION
A. COMPENSATION TERMS:
1. “Subcontract Expense” is defined as expenses incurred by the CONSULTANT in
employment of others in outside firms for services related to this agreement.
2. “Direct Non-Labor Expense” is defined as that expense for any assignment
incurred by the CONSULTANT for supplies, transportation and equipment,
travel, communications, subsistence, and lodging away from home, and similar
incidental expenses in connection with that assignment.
B. BILLING AND PAYMENT: For and in consideration of the professional services to be
performed by the CONSULTANT herein, the OWNER agrees to pay, based on the lump
sum amounts shown in Exhibit B which is attached hereto and made a part of this
Agreement as if written word for word herein, a total fee, including reimbursement for
direct non-labor expenses not to exceed $190,000.
Partial payments to the CONSULTANT will be made on the basis of detailed monthly
statements rendered to and approved by the OWNER through its City Manager or his
designee; however, under no circumstances shall any monthly statement for services
exceed the value of the work performed at the time a statement is rendered.
Nothing contained in this Article shall require the OWNER to pay for any work which is
unsatisfactory, as reasonably determined by the City Manager or his designee, or which is
not submitted in compliance with the terms of this Agreement. The OWNER shall not be
required to make any payments to the CONSULTANT when the CONSULTANT is in
default under this Agreement.
It is specifically understood and agreed that the CONSULTANT shall not be authorized
to undertake any work pursuant to this Agreement which would require additional
payments by the OWNER for any charge, expense, or reimbursement above the
maximum not to exceed fee as stated, without first having obtained written authorization
from the OWNER. The CONSULTANT shall not proceed to perform the services listed
in Article III “Additional Services,” without obtaining prior written authorization from
the OWNER.
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C. ADDITIONAL SERVICES: For additional services authorized in writing by the
OWNER in Article III, the CONSULTANT shall be paid based on the Schedule of
Charges at an hourly rate shown in Exhibit B. Payments for additional services shall be
due and payable upon submission by the CONSULTANT and approval by the City staff,
and shall be in accordance with subsection B hereof. Statements shall not be submitted
more frequently than monthly.
D. PAYMENT: If the OWNER fails to make payments due the CONSULTANT for
services and expenses within thirty (30) days after receipt of the CONSULTANT’s
undisputed statement thereof, the amounts due the CONSULTANT will be paid interest
in accordance with the Texas Government Code 2251.025. Additionally, the
CONSULTANT may, after giving seven (7) days’ written notice to the OWNER,
suspend services under this Agreement until the CONSULTANT has been paid in full all
amounts due for services, expenses, and charges. Nothing herein shall require the
OWNER to pay the late charge if the OWNER reasonably determines that the work is
unsatisfactory, in accordance with this Article V, “Compensation,” there is a bona fide
dispute concerning the amount due, or the invoice was not mailed to the address or in the
form as described in this Agreement. The OWNER will notify CONSULTANT of any
disputes within twenty-one (21) days of receipt of the invoice.
E. Invoices shall be sent directly to the City of Denton Accounts Payable Department, 215
E McKinney St, Denton, TX, 76201-4299. A pro-forma invoice shall be sent to the
contract administrator. It is the intention of the City of Denton to make payment on
completed orders within thirty days after receipt of invoice or items; whichever is later,
unless unusual circumstances arise. Invoices must be fully documented as to labor,
materials, and equipment provided, if applicable, and must reference the City of
Denton Purchase Order Number in order to be processed. No payments shall be
made on invoices not listing a Purchase Order Number.
ARTICLE VI
OBSERVATION AND REVIEW OF THE WORK
The CONSULTANT will exercise reasonable care and due diligence in discovering and
promptly reporting to the OWNER any defects or deficiencies in the work of the
CONSULTANT or any subcontractors or subconsultants.
ARTICLE VII
OWNERSHIP OF DOCUMENTS
All documents prepared or furnished by the CONSULTANT (and CONSULTANT’s
subcontractors or subconsultants) pursuant to this Agreement are instruments of service, and
shall become the property of the OWNER upon the termination of this Agreement. The
CONSULTANT is entitled to retain copies of all such documents. The documents prepared and
furnished by the CONSULTANT are intended only to be applicable to this Project, and
OWNER’s use of these documents in other projects shall be at OWNER’s sole risk and expense.
In the event the OWNER uses any of the information or materials developed pursuant to this
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Agreement in another project or for other purposes than specified herein, CONSULTANT is
released from any and all liability relating to their use in that project.
ARTICLE VIII
INDEMNITY AGREEMENT
THE CONSULTANT SHALL INDEMNIFY AND SAVE AND HOLD HARMLESS
THE OWNER AND ITS OFFICERS, OFFICIALS, AGENTS, AND EMPLOYEES FROM
AND AGAINST ANY AND ALL LIABILITY, CLAIMS, DEMANDS, DAMAGES,
LOSSES, AND EXPENSES, INCLUDING, BUT NOT LIMITED TO COURT COSTS
AND REASONABLE ATTORNEY FEES ASSERTED AGAINST OR INCURRED BY
THE OWNER, AND INCLUDING, WITHOUT LIMITATION, DAMAGES FOR
BODILY AND PERSONAL INJURY, DEATH AND PROPERTY DAMAGE, TO THE
EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OF THE
CONSULTANT OR ITS OFFICERS, SHAREHOLDERS, AGENTS, OR EMPLOYEES
INCIDENTAL TO, RELATED TO, AND IN THE EXECUTION, OPERATION, OR
PERFORMANCE OF THIS AGREEMENT.
Nothing in this Agreement shall be construed to create a liability to any person who is not
a party to this Agreement, and nothing herein shall waive any of the parties’ defenses, both at
law or equity, to any claim, cause of action, or litigation filed by anyone not a party to this
Agreement, including the defense of governmental immunity, which defenses are hereby
expressly reserved.
ARTICLE IX
INSURANCE
During the performance of the services under this Agreement, CONSULTANT shall
maintain insurance in compliance with the requirements of Exhibit C which is attached hereto
and made a part of this Agreement as if written word for word herein.
ARTICLE X
ALTERNATIVE DISPUTE RESOLUTION
The parties may agree to settle any disputes under this Agreement by submitting the
dispute to mediation with each party bearing its own costs of mediation. No mediation arising
out of or relating to this Agreement, involving one party’s disagreement may include the other
party to the disagreement without the other’s approval. Mediation will not be a condition
precedent to suit.
ARTICLE XI
TERMINATION OF AGREEMENT
A. Notwithstanding any other provision of this Agreement, either party may terminate by
giving thirty (30) days’ advance written notice to the other party.
B. This Agreement may be terminated in whole or in part in the event of either party
substantially failing to fulfill its obligations under this Agreement. No such termination
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will be affected unless the other party is given (1) written notice (delivered by certified
mail, return receipt requested) of intent to terminate and setting forth the reasons
specifying the non-performance, and not less than fifteen (15) calendar days to cure the
failure; and (2) an opportunity for consultation with the terminating party prior to
termination.
C. If the Agreement is terminated prior to completion of the services to be provided
hereunder, CONSULTANT shall immediately cease all services and shall render a final
bill for services to the OWNER within thirty (30) days after the date of termination. The
OWNER shall pay CONSULTANT for all services properly rendered and satisfactorily
performed and for reimbursable expenses to termination incurred prior to the date of
termination, in accordance with Article V “Compensation.” Should the OWNER
subsequently contract with a new consultant for the continuation of services on the
Project, CONSULTANT shall cooperate in providing information. The CONSULTANT
shall turn over all documents prepared or furnished by CONSULTANT pursuant to this
Agreement to the OWNER on or before the date of termination, but may maintain copies
of such documents for its use.
ARTICLE XII
RESPONSIBILITY FOR CLAIMS AND LIABILITIES
Approval by the OWNER shall not constitute, nor be deemed a release of the
responsibility and liability of the CONSULTANT, its employees, associates, agents,
subcontractors, and subconsultants for the accuracy and competency of their designs or other
work; nor shall such approval be deemed to be an assumption of such responsibility by the
OWNER for any defect in the design or other work prepared by the CONSULTANT, its
employees, subcontractors, agents, and consultants.
ARTICLE XIII
NOTICES
All notices, communications, and reports required or permitted under this Agreement
shall be personally delivered or mailed to the respective parties by depositing same in the United
States mail to the address shown below, certified mail, return receipt requested, unless otherwise
specified herein. Mailed notices shall be deemed communicated as of three (3) days’ mailing:
To CONSULTANT: To OWNER:
Kimley-Horn and Associates City of Denton
C. Brian Shamburger, P.E., PTOE, Principal Purchasing Manager –File 8430
801 Cherry Street, Unit 11, Suite 1300 901B Texas Street
Fort Worth, Texas 76102 Denton, Texas 76201
All notices shall be deemed effective upon receipt by the party to whom such notice is
given, or within three (3) days’ mailing.
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ARTICLE XIV
ENTIRE AGREEMENT
This Agreement and related exhibits constitute the complete and final expression of this
Agreement of the parties, and is intended as a complete and exclusive statement of the terms of
their agreements, and supersedes all prior contemporaneous offers, promises, representations,
negotiations, discussions, communications, and agreements which may have been made in
connection with the subject matter hereof.
ARTICLE XV
SEVERABILITY
If any provision of this Agreement is found or deemed by a court of competent
jurisdiction to be invalid or unenforceable, it shall be considered severable from the remainder of
this Agreement and shall not cause the remainder to be invalid or unenforceable. In such event,
the parties shall reform this Agreement to replace such stricken provision with a valid and
enforceable provision which comes as close as possible to expressing the intention of the stricken
provision.
ARTICLE XVI
COMPLIANCE WITH LAWS
The CONSULTANT shall comply with all federal, state, and local laws, rules,
regulations, and ordinances applicable to the work covered hereunder as those laws may now
read or hereinafter be amended.
ARTICLE XVII
DISCRIMINATION PROHIBITED
In performing the services required hereunder, the CONSULTANT shall not discriminate
against any person on the basis of race, color, religion, sex, sexual orientation, national origin or
ancestry, age, or physical handicap.
ARTICLE XVIII
PERSONNEL
A. The CONSULTANT represents that it has or will secure, at its own expense, all
personnel required to perform all the services required under this Agreement. Such
personnel shall not be employees or officers of, or have any contractual relations with the
OWNER. CONSULTANT shall inform the OWNER of any conflict of interest or
potential conflict of interest that may arise during the term of this Agreement.
B. All services required hereunder will be performed by the CONSULTANT or under its
supervision. All personnel engaged in work shall be qualified, and shall be authorized
and permitted under state and local laws to perform such services.
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ARTICLE XIX
ASSIGNABILITY
The CONSULTANT acknowledges that this Agreement is based on the demonstrated
competence and specific qualifications of the CONSULTANT and is therefore personal as to the
CONSULTANT. Therefore, the CONSULTANT shall not assign any interest in this Agreement,
and shall not transfer any interest in this Agreement (whether by assignment, novation, or
otherwise) without the prior written consent of the OWNER.
ARTICLE XX
MODIFICATION
No waiver or modification of this Agreement or of any covenant, condition, or limitation
herein contained shall be valid unless in writing and duly executed by the party to be charged
therewith, and no evidence of any waiver or modification shall be offered or received in evidence
in any proceeding arising between the parties hereto out of or affecting this Agreement, or the
rights or obligations of the parties hereunder, and unless such waiver or modification is in
writing and duly executed; and the parties further agree that the provisions of this section will not
be waived unless as set forth herein.
ARTICLE XXI
MISCELLANEOUS
A. The following exhibits are attached to and made a part of this Agreement:
Exhibit A – RFQ 8430 – Vision Zero Phase II for the City of Denton (on file at the
purchasing office)
Exhibit B – Consultant’s Scope of Services Offer, Project Schedule, and Fee Schedule
Exhibit C – Consultant’s Insurance Requirements
Exhibit D – Consultant’s Schedule
What is called for by one exhibit shall be as binding as if called for by all. In the event of
an inconsistency or conflict in this Agreement and any of the provisions of the exhibits,
the inconsistency or conflict shall be resolved by giving precedence first to this
Agreement then to the exhibits in the order in which they are listed above.
B. This Agreement shall be governed by, construed, and enforced in accordance with, and
subject to, the laws of the State of Texas or federal law, where applicable, without regard
to the conflict of law principles of any jurisdiction. In the event there shall be any dispute
arising out of the terms and conditions of, or in connection with, this Agreement, the
party seeking relief shall submit such dispute to the District Courts of Denton County or
if federal diversity or subject matter jurisdiction exists, to the United States District Court
for the Eastern District of Texas-Sherman Division.
C. For the purpose of this Agreement, the key persons who will perform most of the work
hereunder shall be C. Brian Shamburger, P.E, PTOE. However, nothing herein shall
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limit CONSULTANT from using other equally qualified and competent members of its
firm to perform the services required herein.
D. CONSULTANT shall commence, carry on, and complete any and all projects with all
applicable dispatch, in a sound, economical, and efficient manner and in accordance with
the provisions hereof. In accomplishing the projects, CONSULTANT shall take such
steps as are appropriate to ensure that the work involved is properly coordinated with
related work being carried on by the OWNER.
E. The OWNER shall assist the CONSULTANT by placing at the CONSULTANT’s
disposal all available information pertinent to the Project, including previous reports, any
other data relative to the Project, and arranging for the access thereto, and make all
provisions for the CONSULTANT to enter in or upon public and private property as
required for the CONSULTANT to perform services under this Agreement.
F. The captions of this Agreement are for informational purposes only, and shall not in any
way affect the substantive terms or conditions of this Agreement.
G. The parties agree to transact business electronically. Any statutory requirements that
certain terms be in writing will be satisfied using electronic documents and signing.
Electronic signing of this document will be deemed an original for all legal purposes.
ARTICLE XXII
INDEPENDENT CONTRACTOR
CONSULTANT shall provide services to OWNER as an independent contractor, not as
an employee of the OWNER. CONSULTANT shall not have or claim any right arising from
employee status.
ARTICLE XXIII
RIGHT TO AUDIT
The OWNER shall have the right to audit and make copies of the books, records and
computations pertaining to this agreement. The CONTRACTOR shall retain such books,
records, documents and other evidence pertaining to this agreement during the contract period
and five years thereafter, except if an audit is in progress or audit findings are yet unresolved, in
which case records shall be kept until all audit tasks are completed and resolved. These books,
records, documents and other evidence shall be available, within 10 business days of written
request. Further, the CONTRACTOR shall also require all Subcontractors, material suppliers,
and other payees to retain all books, records, documents and other evidence pertaining to this
agreement, and to allow the OWNER similar access to those documents. All books and records
will be made available within a 50 mile radius of the City of Denton. The cost of the audit will
be borne by the OWNER unless the audit reveals an overpayment of 1% or greater. If an
overpayment of 1% or greater occurs, the reasonable cost of the audit, including any travel costs,
must be borne by the CONTRACTOR which must be payable within five business days of
receipt of an invoice.
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Failure to comply with the provisions of this section shall be a material breach of this contract
and shall constitute, in the OWNER’S sole discretion, grounds for termination thereof. Each of
the terms "books", "records", "documents" and "other evidence", as used above, shall be
construed to include drafts and electronic files, even if such drafts or electronic files are
subsequently used to generate or prepare a final printed document.
ARTICLE XXIV
PROHIBITION ON CONTRACTS WITH COMPANIES BOYCOTTING ISRAEL
Contractor 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, Contractor certifies that Contractor’s signature
provides written verification to the City that Contractor: (1) does not boycott Israel; and (2)
will not boycott Israel during the term of the agreement. Failure to meet or maintain the
requirements under this provision will be considered a material breach.
ARTICLE XXV
PROHIBITION ON CONTRACTS WITH COMPANIES DOING BUSINESS WITH
IRAN, SUDAN, OR A FOREIGN TERRORIST ORGANIZATION
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, Contractor certifies that Contractor’s signature provides written verification to the
City that Contractor, 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.
ARTICLE XXVI
PROHIBITION ON CONTRACTS WITH COMPANIES BOYCOTTING CERTAIN
ENERGY COMPANIES
Contractor 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, Contractor
certifies that Contractor’s signature provides written verification to the City that Contractor:
(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.
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ARTICLE XXVII
PROHIBITION ON CONTRACTS WITH COMPANIES BOYCOTTING CERTAIN
FIREARM ENTITIES AND FIREARM TRADE ASSOCIATIONS
Contractor 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,
Contractor certifies that Contractor’s signature provides written verification to the City that
Contractor: (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.
ARTICLE XXVIII
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 Contractor 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.
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ARTICLE XXIX
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
Consultant submits a disclosure of interested parties (Form 1295) to the City at the time the
Consultant submits the signed contract. The Texas Ethics Commission has adopted rules
requiring the business entity to file Form 1295 electronically with the Commission.
Consultant will be required to furnish a Certificate of Interest Parties before the contract is
awarded, in accordance with Government Code 2252.908.
The consultant shall:
1. Log onto the State Ethics Commission Website at :
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 OWNER must acknowledge the receipt of the filed Form 1295 not later than the 30th day
after Council award. Once a Form 1295 is acknowledged, it will be posted to the Texas Ethics
Commission’s website within seven business days.
ARTICLE XXX
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 provision, with the knowledge, expressed or implied, of the
Contractor shall render the Contract voidable by the City. The Consultant shall complete and
submit the City’s Conflict of Interest Questionnaire.
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.
IN WITNESS HEREOF, the City of Denton, Texas has caused this Agreement to be
executed by its duly authorized City Manager, and CONSULTANT has executed this Agreement
through its duly authorized undersigned officer on this date______________________.
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CONSULTANT
BY:______________________________
AUTHORIZED SIGNATURE
Printed Name:_____________________
Title:____________________________
__________________________________
PHONE NUMBER
_________________________________
EMAIL ADDRESS
___________________________________
TEXAS ETHICS COMMISSION
1295 CERTIFICATE NUMBER
CITY OF DENTON, TEXAS
BY: _____________________________
SARA HENSLEY
CITY MANAGER
ATTEST:
LAUREN THODEN, CITY SECRETARY
BY: _______________________________
APPROVED AS TO LEGAL FORM:
MACK REINWAND, CITY ATTORNEY
BY: _______________________________
THIS AGREEMENT HAS BEEN
BOTH REVIEWED AND APPROVED
as to financial and operational obligations and business terms.
_______________ ________________
SIGNATURE PRINTED NAME
__________________________________
TITLE
__________________________________
DEPARTMENT
DocuSign Envelope ID: AAE7D562-D2F8-485C-9CD0-EECD26B1C393
Scott.Arnold@kimley-horn.com
817-335-6511
Scott Arnold
2024-1160897
Scott R. Arnold
Development Services
Scott McDonald
Development Services
City of Denton, Texas Contract 8430
Revised Date: 5.13.24
Page 14 of 15
Exhibit A
RFQ 8430 – Vision Zero Phase II
(on file in the purchasing office)
DocuSign Envelope ID: AAE7D562-D2F8-485C-9CD0-EECD26B1C393
City of Denton, Texas Contract 8430
Revised Date: 5.13.24
Page 15 of 15
DocuSign Envelope ID: AAE7D562-D2F8-485C-9CD0-EECD26B1C393
EXHIBIT B PROFESSIONAL SERVICES FOR
VISION ZERO PHASE II IMPLEMENTATION PLAN
City of Denton, Texas
Attachment A
Page 1 of 8
Exhibit B
Scope for Professional Services for:
Vision Zero Phase II Implementation Plan
The CONSULTANT will perform its services pursuant to the requirements delineated below.
Project Understanding
Denton’s Vision Zero Implementation Plan (VZIP) aims to develop an equitable, well-defined
strategy to eliminate roadway fatalities and serious injuries in the City of Denton. The
implementation plan will analyze safety needs, identify high-risk locations and factors
contributing to crashes, prioritize strategies to address them, and serve as a guide for future local
government implementation of the improvements, including for implementation funding requests
to the Federal Highway Administration (FHWA). The implementation plan will inform Denton’s
safety solutions when implementing systemic and equity-based safety policies and
improvements.
Future phases of the implementation plan will include the following:
• Conduct detailed field reviews and road safety audits of the highest priority corridors and
intersections throughout the OWNER [PUBLIC ENTITIES];
• Identify safety countermeasures and application of crash modification factors to project
the anticipated safety benefits from the applied safety improvements; and
• Develop an interactive web-based and public-facing dashboard to summarize crash data
and track the progress of the OWNER’s [PUBLIC ENTITIE’S] safety program.
Work under this agreement consists of project management and coordination, stakeholder and
public engagement, data collection, safety analysis, countermeasure toolkit, implementation
matrix, documentation, and executive summary and fact sheet.
WORK TO BE PERFORMED
Task 1. Project Management and Coordination
Task 2. Stakeholder and Public Engagement
Task 3. Data Collection
Task 4. Safety Analysis
Task 5. Countermeasure Toolkit
Task 6. Implementation Matrix
Task 7. Documentation
Task 8. Executive Summary and Fact Sheet
DocuSign Envelope ID: AAE7D562-D2F8-485C-9CD0-EECD26B1C393
EXHIBIT B PROFESSIONAL SERVICES FOR
VISION ZERO PHASE II IMPLEMENTATION PLAN
City of Denton, Texas
Attachment A
Page 2 of 8
TASK 1: PROJECT MANAGEMENT AND COORDINATION
Task 1.1. Project Workplan
The CONSULTANT will kick off the project by creating a workplan that serves as a living
document for both the internal project team and the OWNER’s [PUBLIC ENTITIES] team and
sets expectations for communication guidelines, upcoming tasks, and overall project progress.
The workplan will be revisited during regular project meetings to illustrate how our progress
compares with the original schedule and provide timely delivery of milestones.
Task 1.2. Project Coordination Meetings
The CONSULTANT will prepare for and attend up to ten (10) monthly project coordination
meetings (up to six [6] in-person) to communicate with the OWNER [PUBLIC ENTITIES] and
report on project progress. Each project coordination meeting will include a report of all project
deliverables and their progress.
Task 1.3. Vision Zero Task Force Meetings
A Vision Zero Task Force (VZTF) will be created to oversee the Vision Zero Implementation
Plan (VZAP) development at key touchpoints. The format of these meetings is anticipated to be
in-person, with the OWNER [PUBLIC ENTITIES] identifying the members to serve on the
VZTF. It is recommended that VZTF members represent a variety of professionals relevant to
the commitment and improvement of roadway safety, such as engineers, planners, first
responders, community leaders, healthcare professionals, other public professionals, and
representatives from historically underrepresented communities. We anticipate sending two (2)
team members to facilitate five (5) in-person VZTF meetings following the format below.
VZTF Meetings
1. Kick-Off and Goal Setting
2. Safety Analysis (High-Injury Network)
3. Equity Review and Priority Considerations
4. Implementation Matrix
5. Administrative Draft and Recognition of VZTF, Annual Reporting Next Steps
Task 1.4. City Council Meetings
The CONSULTANT will prepare for and make a presentation at up to two (2) City Council
meetings to introduce the project, provide a progress update, and present the VZIP for adoption.
The CONSULTANT will produce meeting materials, present to City Council, and prepare a
summary of feedback received during the meetings (1-hour, in-person meetings).
Task 1 Deliverables: Project Work Plan, Monthly Project Coordination Meetings, VZTF
Meetings (5), City Council Meetings (2)
DocuSign Envelope ID: AAE7D562-D2F8-485C-9CD0-EECD26B1C393
EXHIBIT B PROFESSIONAL SERVICES FOR
VISION ZERO PHASE II IMPLEMENTATION PLAN
City of Denton, Texas
Attachment A
Page 3 of 8
TASK 2: STAKEHOLDER AND PUBLIC ENGAGEMENT
Task 2.1. Public Engagement Plan
The CONSULTANT will develop a plan for community and stakeholder (public) outreach and a
strategy for communication at the beginning of the project. This Public Engagement Plan (PEP)
will incorporate outreach and engagement methods and provide needed input for developing and
implementing the VZAP. The PEP will also identify a list of key stakeholders to involve and
address a diverse cross section of the community and listen to their concerns. The strategy will
leverage existing communication channels and identify any supplemental strategies needed to
educate and engage the community on the project. The PEP will consist of considerations of the
following:
• Identification of, and engagement activities for, key communities that may be
disproportionately impacted by traffic risks and traditionally underserved by safety
efforts
• Examination of perceived safety culture and concerns in the Denton area
• Timeline for stakeholder and public engagement activities
• Communication methods for sharing information with residents and community members
• Strategy for effective and consistent messaging
Task 2.2. Online Engagement
The CONSULTANT will create an online hub for engagement through a Social Pinpoint
website. This website will serve as a platform for engagement by hosting surveys, informational
videos, and interactive mapping tools. This hub will allow users to provide input on a wide range
of projects, with this feedback being seamlessly integrated into GIS analysis. Survey activities
for the website to host consist of:
• Two (2) interactive map surveys, one (1) intended for each round of public workshops
• Two (2) form-based surveys, one (1) intended for each round of public workshops
• One (1) email subscribe survey
Task 2.3. Public Workshops
The CONSULTANT will prepare for and lead four (4) public workshops. These workshops will
be open to the public and advertised to local stakeholders as identified by the OWNER [PUBLIC
ENTITIES].
The first round of two (2) workshops will follow Task 4 (Safety Analysis). The workshops will
present the analysis findings for the OWNER [PUBLIC ENTITIES, including the high-injury
networks, and discuss systemic approaches, emphasis focus areas, crash types, and potential
countermeasures.
The second round of two (2) workshops will be held during Task 6 (Implementation Matrix) and
will focus on project development and implementation throughout the OWNER [PUBLIC
DocuSign Envelope ID: AAE7D562-D2F8-485C-9CD0-EECD26B1C393
EXHIBIT B PROFESSIONAL SERVICES FOR
VISION ZERO PHASE II IMPLEMENTATION PLAN
City of Denton, Texas
Attachment A
Page 4 of 8
ENTITIES]. This will consist of high-crash locations and identified countermeasure projects
throughout the OWNER [PUBLIC ENTITIES].
DocuSign Envelope ID: AAE7D562-D2F8-485C-9CD0-EECD26B1C393
EXHIBIT B PROFESSIONAL SERVICES FOR
VISION ZERO PHASE II IMPLEMENTATION PLAN
City of Denton, Texas
Attachment A
Page 5 of 8
Task 2.4. Community Pop-Up Events
The CONSULTANT will host two (2) public meetings as community “pop-up” style events that
leverage the OWNER’s [PUBLIC ENTITIES] existing public events. One pop-up meeting will
take place after the data collection is completed but will be presented as a “blank canvas”
opportunity to give feedback without recommendations to respond to. At the second pop-up
meeting, we will incorporate public ideas with other technical analyses to present as
recommendations, maps, and policy recommendations to confirm draft results.
Task 2 Deliverables: Social Pinpoint project website, public workshops (4), in-person
community pop-up meetings (2)
TASK 3: DATA COLLECTION
Task 3.1. Data Collection Request
The CONSULTANT will create a data needs request that lists technical data and applicable
documents needed from the OWNER [PUBLIC ENTITIES] for review, including items
identified in the scope of work. Upon request, this data will be provided by the OWNER
[PUBLIC ENTITIES], which includes, but is not limited to, the following:
• GIS Data for City Limits
• ETJ
• Land Use Public Facilities
• Zoning
• Trails
• Sidewalks
• Floodplains
• Currently Planned Projects
Task 3.2. Existing Conditions
The CONSULTANT will use the data collected from the OWNER [PUBLIC ENTITIES], Texas
Department of Transportation (TxDOT), and the Census/American Community Survey. The
CONSULTANT will create the following six (6) maps to understand existing transportation and
demographic conditions for the VZAP:
• Current OWNER [PUBLIC ENTITIES] and TxDOT Roadway Projects
• Roadway Functional Classification
• Existing Congestion (Estimated daily volumes from Replica)
• Overall Disadvantaged Census Tracts (USDOT Equitable Transportation Community
data)
• Transportation Disadvantaged Census Tracts (USDOT Equitable Transportation
Community data)
• 2020 Census Majority Minority Areas (MMAs) and Super MMAs
DocuSign Envelope ID: AAE7D562-D2F8-485C-9CD0-EECD26B1C393
EXHIBIT B PROFESSIONAL SERVICES FOR
VISION ZERO PHASE II IMPLEMENTATION PLAN
City of Denton, Texas
Attachment A
Page 6 of 8
Task 3 Deliverables: Data Request Letter, Existing Conditions Maps (6)
TASK 4: SAFETY ANALYSIS
Task 4.1. Crash History Analysis
The CONSULTANT will collect crash data from 2019-2023 (subject to data availability) using
the TxDOT Crash Records Information System (CRIS) Database. Using this available data, the
project team will create the following nine (9) maps to understand existing crash hotspots and
severity outcomes Citywide:
• Crash Heat Map
• High-Crash Intersections Map
• Bicycle Crash Map
• Pedestrian Crash Map
• Freight-Related Crash Map
• Distracted Driving Crash Map
• Impaired/Drunk Driving Crash Map
• Roadway/Lane Departure Crash Map
• Speed-Related Crash Map
Task 4.2. High-Injury Network (HIN)
The CONSULTANT will create a custom model in ArcGIS Pro to calculate which roads have
the highest crash rates for fatal and injury-related crashes (KABs). Based on the results of these
calculations, a subset of the OWNER’s [PUBLIC ENTITIES]roadways will be identified as the
high-injury network (HIN). This HIN will identify which roads should be the OWNER’s
[PUBLIC ENTITIES] priority for short- or long-range safety projects.
Task 4.3. Prioritization of HIN Projects
Using information gathered in Tasks 1.3. Vision Zero Task Force Meetings, 2.3. Public
Workshops, and 3.2. Existing Conditions, the CONSULTANT will develop a methodology for
prioritizing segments on the HIN. The OWNER [PUBLIC ENTITIES] will have two (2)
opportunities to revise the methodology based on feedback from the project management team.
This prioritization is intended to sort all HIN locations based on an overall score that factors in
equity, public support, crash severity, proximity to vulnerable road users, and other data-based
categories. The resulting scores will identify a short list of HIN locations for the OWNER
[PUBLIC ENTITIES] to address first in their implementation plan.
Task 4 Deliverables: Crash History Analysis Maps, HIN Map, HIN ArcGIS Pro Model,
Prioritization Methodology, HIN Project Shortlist
DocuSign Envelope ID: AAE7D562-D2F8-485C-9CD0-EECD26B1C393
EXHIBIT B PROFESSIONAL SERVICES FOR
VISION ZERO PHASE II IMPLEMENTATION PLAN
City of Denton, Texas
Attachment A
Page 7 of 8
TASK 5: COUNTERMEASURE TOOLKIT
Task 5.1. Countermeasure Toolkit
The CONSULTANT will develop a safety toolkit with graphic illustrations that illustrate safety
countermeasures, context-sensitive solutions, and systemic components specific to Denton.
These countermeasures will include information on expected crash reduction benefits, best-use
cases for implementation, and specifications for design. Up to twelve (12) countermeasures will
be defined in the toolkit.
Task 5 Deliverables: Countermeasure Toolkit
TASK 6: IMPLEMENTATION MATRIX
The CONSULTANT will create an implementation matrix that discusses implementation
through adopting revised or new policies, guidelines, and/or standards that address each of the
eight Texas SHSP Emphasis Areas. Once identified, the list of projects and strategies is
prioritized in a list that provides time ranges for when the strategies and countermeasures should
be deployed (e.g., short-, mid-, and long-term time frames). The list will consist of specific
projects and strategies or descriptions of programs or policies recommended for implementation.
Task 6 Deliverables: Implementation Matrix in .xlsx Format
TASK 7: DOCUMENTATION
Task 7.1. Report
The CONSULTANT will create a report document detailing the plan’s vision, goals, existing
conditions, public outreach, safety analysis, prioritization results, and implementation matrix.
Our team will provide two (2) opportunities for internal review before presenting the report to
the public.
The review process for the report by the OWNER [PUBLIC ENTITIES] is intended to be:
• 50% - Technical materials – Full Review (occurs during other Tasks)
• 60% - Word version of the report – Full Review
• 90% - Final layout – Minor Review
Task 7.2. Adoption Presentation
The CONSULTANT will attend up to two (2) additional meetings to present the final report
before its adoption. These meetings are anticipated to be a work session for the City Council and
the adoption meeting. The materials for these meetings are anticipated to be pulled from the
report or previous meetings to summarize the efforts conducted over the last year.
DocuSign Envelope ID: AAE7D562-D2F8-485C-9CD0-EECD26B1C393
EXHIBIT B PROFESSIONAL SERVICES FOR
VISION ZERO PHASE II IMPLEMENTATION PLAN
City of Denton, Texas
Attachment A
Page 8 of 8
Task 7 Deliverables: Draft Report in Word (.docx), Final Layout Report in PDF, Final Report in
PDF, Adoption Presentation
TASK 8: EXECUTIVE SUMMARY AND FACT SHEET
After Task 7.1 is complete, the CONSULTANT will create a brief executive summary or fact
sheet in PDF format, which relays all pertinent information in an easy-to-follow format. The
summary will be concise and highly graphic, highlighting major assumptions, strategies, and
recommendations.
Task 8 Deliverables: PDF Executive Summary
ADDITIONAL SERVICES NOT INCLUDED IN THE EXISTING SCOPE OF SERVICES
Additional Services not included in the existing Scope of Services – OWNER [PUBLIC
ENTITIES] and CONSULTANT agree that the following services are beyond the Scope of
Services described in the tasks above. However, CONSULTANT can provide these services, if
needed, upon the OWNER’s [PUBLIC ENTITIES written request. Any additional amounts paid
to the CONSULTANT as a result of any material change to the Scope of the Project shall be
agreed upon in writing by both parties before the services are performed. These additional
services include the following:
• Attending and facilitating additional meetings and public workshops;
• Additional safety analysis, including crash research, analysis, and crash exhibit;
• Developing an interactive web-based and public-facing crash data and safety analysis
dashboard;
• Conducting field observations and road safety audits for project corridors and intersections;
• Performance of miscellaneous and supplemental services related to the project as requested
by the OWNER [PUBLIC ENTITIES].
DocuSign Envelope ID: AAE7D562-D2F8-485C-9CD0-EECD26B1C393
ATTACHMENT B COMPENSATION FOR
VISION ZERO PHASE II IMPLEMENTATION PLAN
City of Denton, Texas
Attachment B
Page 1 of 1
Exhibit B
Compensation for Professional Services for:
Vision Zero Phase II Implementation Plan
Total compensation for the CONSULTANT contemplated under the terms of this agreement shall be
lump sum total not-to-exceed $190,000 for all services including reimbursable expenses. The
OWNER [PUBLIC ENTITIES] shall compensate the CONSULTANT as follows:
The total compensation for Task 1 – Task 8 shall be on a lump sum basis and not to exceed
$190,000.
Progress payments shall be paid monthly based on the actual work satisfactorily completed per
month.
• Task 1 – Project Management and Coordination $ 25,000
• Task 2 – Stakeholder and Public Engagement $ 58,000
• Task 3 – Data Collection $ 10,000 $ 20,000
• Task 4 – Safety Analysis $ 34,000
• Task 5 – Countermeasure Toolkit $ 20,000
• Task 6 – Implementation Matrix $ 14,000
• Task 7 – Documentation $ 21,000
• Task 8 – Executive Summary And Fact Sheet $ 8,000
Grand Total $ 190,000
CONSULTANT will not exceed the total maximum fee shown without authorization from the
OWNER [PUBLIC ENTITIES]. Individual task amounts are provided for budgeting purposes only.
All permitting, application, and similar project fees will be paid directly by the OWNER [PUBLIC
ENTITIES].
Payment will be due within 30 days of your receipt of the invoice and should include the invoice
number and CONSULTANT project number.
CONSULTANT anticipates following funding breakdown for each budget year. The breakdown is
included per the request from OWNER [PUBLIC ENTITIES] and is for information purpose only.
FY 2024 Budget Year (On or before September 30, 2024) $100,000
FY 2025 Budget Year (Starts on October 1, 2024) $ 90,000
DocuSign Envelope ID: AAE7D562-D2F8-485C-9CD0-EECD26B1C393
Vision Zero Phase II - 8430
INSURANCE REQUIREMENTS
Respondent’s attention is directed to the insurance requirements below. It is highly
recommended that respondents confer with their respective insurance carriers or
brokers to determine in advance of Proposal/Bid submission the availability of insurance
certificates and endorsements as prescribed and provided herein. If an apparent low
respondent fails to comply strictly with the insurance requirements, that respondent may
be disqualified from award of the contract. Upon c o n t r a c t a w a r d , a l l
i n s u r a n c e r e q u i r e m e n t s shall become contractual obligations, which the
successful contractor shall have a duty to maintain throughout the course of this
contract.
STANDARD PROVISIONS:
Without limiting any of the other obligations or liabilities of the
Contractor, the Contractor shall provide and maintain until the contracted work
has been completed and accepted by the City of Denton, Owner, the minimum
insurance coverage as indicated hereinafter.
As soon as practicable after notification of contract award, Contractor shall file
with the Purchasing Department satisfactory certificates of insurance including
any applicable addendum or endorsements, containing the contract number and
title of the project. Contractor may, upon written request to the Purchasing
Department, ask for clarification of any insurance requirements at any time;
however, Contractors are strongly advised to make such requests prior to
proposal/bid opening, since the insurance requirements may not be modified
or waived after proposal/bid opening unless a written exception has been
submitted with the proposal/bid. Contractor shall not commence any work
or deliver any material until he or she receives notification that the contract has
been accepted, approved, and signed by the City of Denton.
All insurance policies proposed or obtained in satisfaction of these requirements
shall comply with the following general specifications, and shall be maintained in
compliance with these general specifications throughout the duration of the
Contract, or longer, if so noted:
• Each policy shall be issued by a company authorized to do business in the
State of Texas with an A.M. Best Company rating of at least A- or better.
• Any deductibles or self-insured retentions shall be declared in the proposal. If
requested by the City, the insurer shall reduce or eliminate such deductibles or
self-insured retentions with respect to the City, its officials, agents, employees,
and volunteers; or, the contractor shall procure a bond guaranteeing payment of
losses and related investigations, claim administration and defense expenses.
• Liability policies shall be endorsed to provide the following:
DocuSign Envelope ID: AAE7D562-D2F8-485C-9CD0-EECD26B1C393
Vision Zero Phase II - 8430
o Name as Additional Insured the City of Denton, its Officials, Agents,
Employees, and volunteers.
o That such insurance is primary to any other insurance available to the
Additional Insured with respect to claims covered under the policy and that
this insurance applies separately to each insured against whom claim is
made or suit is brought. The inclusion of more than one insured shall not
operate to increase the insurer's limit of liability.
o Provide a Waiver of Subrogation in favor of the City of Denton, its
officials, agents, employees, and volunteers.
• Cancellation: City requires 30 day written notice should any of the
policies described on the certificate be cancelled or materially changed
before the expiration date.
• Should any of the required insurance be provided under a claims made form,
Contractor shall maintain such coverage continuously throughout the term of this
contract and, without lapse, for a period of three years beyond the contract
expiration, such that occurrences arising during the contract term which give rise
to claims made after expiration of the contract shall be covered.
• Should any of the required insurance be provided under a form of coverage that
includes a general annual aggregate limit providing for claims investigation or legal
defense costs to be included in the general annual aggregate limit, the
Contractor shall either double the occurrence limits or obtain Owners and
Contractors Protective Liability Insurance.
• Should any required insurance lapse during the contract term, requests for
payments originating after such lapse shall not be processed until the City
receives satisfactory evidence of reinstated coverage as required by this
contract, effective as of the lapse date. If insurance is not reinstated, City may,
at its sole option, terminate this agreement effective on the date of the lapse.
SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS:
All insurance policies proposed or obtained in satisfaction of this Contract shall
additionally comply with the following specifications, and shall be maintained in
compliance with these additional specifications throughout the duration of the
Contract, or longer, if so noted:
A. COMMERCIAL GENERAL LIABILITY INSURANCE
Commercial General Liability Insurance including, but not limited to,
Premises/Operations, Personal & Advertising Injury, Products/Completed
Operations, Independent Contractors, and Contractual Liability with minimum
DocuSign Envelope ID: AAE7D562-D2F8-485C-9CD0-EECD26B1C393
Vision Zero Phase II - 8430
combined bodily injury (including death) and property damage limits of
$1,000,000.00 per occurrence and $2,000,000.00 general aggregate.
B. WORKERS’ COMPENSATION and EMPLOYERS LIABILITY INSURANCE
Workers’ Compensation within the regulations of the Texas Workers’
Compensation Act. The minimum policy limits for Employers Liability are:
Bodily Injury by Accident: $100,000.00 Each Accident
Bodily Injury by Disease: $100,000.00 Each Employee
Bodily Injury by Disease: $500,000.00 Policy Limit
NOTES:
a. If CONTRACTOR will not be providing services under the contract at a City
facility, has no employees and/or is operating as a sole owner and single
operator, CONTRACTOR shall provide a signed letter, with the current date,
on official letterhead stating such to meet the requirement.
b. If CONTRACTOR is a non-subscriber or is self-insured CONTRACTOR
shall provide a copy of its Certificate of Authority to Self-Insure from the
Texas Department of Insurance, Division of Workers’ Compensation Self
Insurance Regulation Program, evidence of alternative coverage and
internal safety and injury coverage policies and procedures.
C. BUSINESS AUTOMOBILE LIABILITY INSURANCE
Business Automobile Liability Insurance covering owned, hired, and non-
owned vehicles, with a minimum combined single limit for bodily injury (including
death) and property damage limit of $500,000.00 per occurrence.
NOTE:
a. If CONTRACTOR does not have owned, hired and non-owned autos
or vehicles and/or no autos or vehicles will not be used in the
performance of services under the contract, CONTRACTOR shall
provide a signed letter, with the current date, on official letterhead
stating such to meet the requirement for owned autos.
SUBCONTRACTING LIABILITY
(1) Without limiting any of the other obligations or liabilities of the CONTRACTOR,
the CONTRACTOR shall require each Subcontractor performing work under the
contract, at the Subcontractor's own expense, to maintain during the engagement
DocuSign Envelope ID: AAE7D562-D2F8-485C-9CD0-EECD26B1C393
Vision Zero Phase II - 8430
with the CITY, types and limits of insurance that are appropriate for the
services/work being performed, comply with all applicable laws and are consistent
with industry standards. The Subcontractor’s liability insurance shall name
CONTRACTOR as an additional insured.
(2) CONTRACTOR shall obtain and monitor the certificates of insurance from each
Subcontractor. CONTRACTOR must retain the certificates of insurance for the
duration of the contract and shall have the responsibility of enforcing insurance
requirements among its subcontractors. The CITY shall be entitled, upon request
and without expense, to receive copies of these certificates.
DocuSign Envelope ID: AAE7D562-D2F8-485C-9CD0-EECD26B1C393
TASK START
DATE
END
DATE
Project Initiation
Design Notice to Proceed May-24 May-24
Task 1. Project Management and Coordination
Project Workplan May-24 May-24
Project Coordination Meetings Jun-24 Apr-25
Vision Zero Task Force Meetings Jun-24 Mar-25
City Council Meetings Aug-24 May-25
Task 2. Stakeholder and Public Engagement
Public Engagement Plan May-24 Jun-24
Online Engagement Jun-24 May-25
Public Workshops Jul-24 Jan-25
Community Pop-Up Events Jul-24 Jan-25
Task 3. Data Collection
Data Collection Request May-24 May-24
Existing Conditions Jun-24 Jul-24
Task 4. Safety Analysis
Crash History Analysis Jul-24 Aug-24
High-Injury Network Aug-24 Sep-24
Prioritization of HIN Projects Sep-24 Nov-24
Task 5. Countermeasure Toolkit
Countermeasure Toolkit Aug-24 Oct-24
Task 6. Implementation Matrix
Implementation Matrix Nov-24 Jan-25
Task 7. Documentation
Report Jan-25 Mar-25
Task 8. Executive Summary and Fact Sheet
Executive Summary and Fact Sheet Mar-25 May-25
Exhibit D
Vision Zero Phase II Implementation PlanKimley-Horn and Associates, Inc.
Project Schedule
DocuSign Envelope ID: AAE7D562-D2F8-485C-9CD0-EECD26B1C393
Certificate Of Completion
Envelope Id: AAE7D562D2F8485C9CD0EECD26B1C393 Status: Completed
Subject: Please DocuSign: City Council Contract 8430 Vision Zero Phase II Contract
Source Envelope:
Document Pages: 30 Signatures: 5 Envelope Originator:
Certificate Pages: 6 Initials: 1 Christina Dormady
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-06:00) Central Time (US & Canada)
901B Texas Street
Denton, TX 76209
christina.dormady@cityofdenton.com
IP Address: 198.49.140.10
Record Tracking
Status: Original
5/17/2024 2:36:37 PM
Holder: Christina Dormady
christina.dormady@cityofdenton.com
Location: DocuSign
Signer Events Signature Timestamp
Christina Dormady
christina.dormady@cityofdenton.com
Buyer
City of Denton
Security Level: Email, Account Authentication
(None)
Completed
Using IP Address: 198.49.140.10
Sent: 5/17/2024 2:41:45 PM
Viewed: 5/17/2024 2:41:55 PM
Signed: 5/17/2024 2:42:24 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Lori Hewell
lori.hewell@cityofdenton.com
Purchasing Manager
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.104
Sent: 5/17/2024 2:42:25 PM
Viewed: 5/17/2024 2:50:45 PM
Signed: 5/17/2024 2:51:50 PM
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)
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Sent: 5/17/2024 2:51:52 PM
Viewed: 5/20/2024 12:17:50 PM
Signed: 5/20/2024 12:19:14 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Scott Arnold
Scott.Arnold@kimley-horn.com
Scott R. Arnold
Security Level: Email, Account Authentication
(None)Signature Adoption: Uploaded Signature Image
Using IP Address: 130.41.212.55
Sent: 5/20/2024 12:19:16 PM
Viewed: 5/20/2024 12:33:58 PM
Signed: 5/20/2024 12:39:46 PM
Electronic Record and Signature Disclosure:
Accepted: 5/20/2024 12:33:58 PM
ID: 216765e2-c9d9-4fe0-a8d7-cc6eb8c4e00d
Signer Events Signature Timestamp
Scott McDonald
Scott.mcdonald@cityofdenton.com
Development Services
Security Level: Email, Account Authentication
(None)Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Sent: 5/20/2024 12:39:48 PM
Viewed: 5/20/2024 1:17:35 PM
Signed: 5/20/2024 1:17:55 PM
Electronic Record and Signature Disclosure:
Accepted: 5/20/2024 1:17:35 PM
ID: 0dc39ff9-60dd-43d9-811c-7cc6f88fb3c2
Cheyenne Defee
cheyenne.defee@cityofdenton.com
Procurement Administration Supervisor
City of Denton
Security Level: Email, Account Authentication
(None)
Completed
Using IP Address: 198.49.140.10
Sent: 5/20/2024 1:17:58 PM
Viewed: 6/20/2024 9:16:35 AM
Signed: 6/20/2024 9:16:43 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: 6/20/2024 9:16:45 AM
Viewed: 6/20/2024 10:48:51 AM
Signed: 6/20/2024 10:49:01 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Lauren Thoden
lauren.thoden@cityofdenton.com
City Secretary
Security Level: Email, Account Authentication
(None)Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Sent: 6/20/2024 10:49:03 AM
Viewed: 6/20/2024 11:14:02 AM
Signed: 6/20/2024 11:14:40 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Cheyenne Defee
cheyenne.defee@cityofdenton.com
Procurement Administration Supervisor
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 5/17/2024 2:42:26 PM
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: 5/20/2024 1:17:57 PM
Viewed: 5/20/2024 3:27:24 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
City Secretary Office
citysecretary@cityofdenton.com
Security Level: Email, Account Authentication
(None)
Sent: 6/20/2024 11:14:42 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Charlie Rosendahl
Charlie.rosendahl@cityofdenton.com
Security Level: Email, Account Authentication
(None)
Sent: 6/20/2024 11:14:43 AM
Electronic Record and Signature Disclosure:
Accepted: 9/1/2023 1:19:34 PM
ID: 9eacd901-8cd3-4a60-8c2c-c969979098ce
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 5/17/2024 2:41:45 PM
Certified Delivered Security Checked 6/20/2024 11:14:02 AM
Signing Complete Security Checked 6/20/2024 11:14:40 AM
Completed Security Checked 6/20/2024 11:14:43 AM
Payment Events Status Timestamps
Electronic Record and Signature Disclosure
ELECTRONIC RECORD AND SIGNATURE DISCLOSURE
From time to time, City of Denton (we, us or Company) may be required by law to provide to
you certain written notices or disclosures. 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: Scott Arnold, Scott McDonald, Charlie Rosendahl
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.