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8454 - Contract Executed Docusign City Council Transmittal Coversheet File Name Purchasing Contact City Council Target Date Piggy Back Option Contract Expiration Ordinance Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 8454 Not Applicable FILE Service Center Design Erica Garcia N/A AUGUST 20, 2024 24-1561 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 1 of 19 STANDARD AGREEMENT FOR ARCHITECTURAL RELATED PROFESSIONAL SERVICES This AGREEMENT is between the City of Denton, a Texas home-rule municipality ("CITY"), and Quorum Architects, Inc. with its corporate office at 825 W. Vickery Blvd Ste 100 Fort Worth TX 76104 and authorized to do business in Texas, ("ARCHITECT"), for a PROJECT generally described as: Service Center Architectural Design (the "PROJECT"). SECTION 1 Scope of Services A. The CITY hereby agrees to retain the ARCHITECT, and the ARCHITECT hereby agrees to perform, professional architectural services set forth in the Scope of Services attached hereto as Attachment A. These services shall be performed in connection with the PROJECT. B. Additional services, if any, will be requested in writing by the CITY. CITY shall not pay for any work performed by ARCHITECT or its consultants, subcontractors and/or suppliers that has not been ordered in advance and in writing. It is specifically agreed that ARCHITECT shall not be compensated for any additional work resulting from oral orders of any person. SECTION 2 Compensation and Term of Agreement A. The ARCHITECT shall be compensated for all services provided pursuant to this AGREEMENT in an amount not to exceed $5,906,100 in the manner and in accordance with the fee schedule as set forth in Attachment A. Payment shall be considered full compensation for all labor, materials, supplies, and equipment necessary to complete the services described in Attachment A. B. Unless otherwise terminated pursuant to Section 6. D. herein, this AGREEMENT shall be for a term beginning upon the effective date, as described below, and shall continue for a period which may reasonably be required for the completion of the PROJECT, until the expiration of the funds, or completion of the PROJECT and acceptance by the CITY, whichever occurs first. ARCHITECT shall proceed diligently with the PROJECT to completion as described in the PROJECT schedule as set forth in Attachment A. SECTION 3 Terms of Payment Payments to the ARCHITECT will be made as follows: Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 2 of 19 A. Invoice and Payment (1) The Architect shall provide the City sufficient documentation, including but not limited to meeting the requirements set forth in the PROJECT schedule as set forth in Attachment A to reasonably substantiate the invoices. (2) The ARCHITECT will issue monthly invoices for all work performed under this AGREEMENT. Invoices for the uncontested performance of the particular services are due and payable within 30 days of receipt by City. (3) Upon completion of services enumerated in Section 1, the final payment of any balance for the uncontested performance of the services will be due within 30 days of receipt of the final invoice. (4) In the event of a disputed or contested billing, only that portion so contested will be withheld from payment, and the undisputed portion will be paid. The CITY will exercise reasonableness in contesting any bill or portion thereof. No interest will accrue on any contested portion of the billing until mutually resolved. (5) If the CITY fails to make payment in full to ARCHITECT for billings contested in good faith within 60 days of the amount due, the ARCHITECT may, after giving 7 days' written notice to CITY, suspend services under this AGREEMENT until paid in full. In the event of suspension of services, the ARCHITECT shall have no liability to CITY for delays or damages caused the CITY because of such suspension of services. SECTION 4 Obligations of the ARCHITECT A. General The ARCHITECT will serve as the CITY's professional architect representative under this AGREEMENT, providing professional architectural consultation and advice and furnishing customary services incidental thereto. B. Standard of Care The ARCHITECT shall perform its services: (1) with the professional skill and care ordinarily provided by competent architects practicing in the same or similar locality and under the same or similar circumstances and professional license; and Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 3 of 19 (2) as expeditiously as is prudent considering the ordinary professional skill and care of a competent architect. C. Subsurface Investigations (1) The ARCHITECT shall advise the CITY with regard to the necessity for subcontract work such as special surveys, tests, test borings, or other subsurface investigations in connection with design and architectural work to be performed hereunder. The ARCHITECT shall also advise the CITY concerning the results of same. Such surveys, tests, and investigations shall be furnished by the CITY, unless otherwise specified in Attachment A. (2) In soils, foundation, groundwater, and other subsurface investigations, the actual characteristics may vary significantly between successive test points and sample intervals and at locations other than where observations, exploration, and investigations have been made. Because of the inherent uncertainties in subsurface evaluations, changed or unanticipated underground conditions may occur that could affect the total PROJECT cost and/or execution. These conditions and cost/execution effects are not the responsibility of the ARCHITECT. D. Preparation of Architectural Drawings The ARCHITECT will provide to the CITY the original drawings of all plans in ink on reproducible mylar sheets and electronic files in .pdf format, or as otherwise approved by CITY, which shall become the property of the CITY. CITY may use such drawings in any manner it desires; provided, however, that the ARCHITECT shall not be liable for the use of such drawings for any project other than the PROJECT described herein. E. Architect's Personnel at Construction Site (1) The presence or duties of the ARCHITECT 's personnel at a construction site, whether as on-site representatives or otherwise, do not make the ARCHITECT or its personnel in any way responsible for those duties that belong to the CITY and/or the CITY's construction contractors or other entities, and do not relieve the construction contractors or any other entity of their obligations, duties, and responsibilities, including, but not limited to, all construction methods, means, techniques, sequences, and procedures 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 ARCHITECT and its personnel have no authority to exercise any control over any construction contractor or other entity or their employees in connection with their work or any health or safety precautions. (2) Except to the extent of specific site visits expressly detailed and set forth in Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 4 of 19 Attachment A, the ARCHITECT or its personnel shall have no obligation or responsibility to visit the construction site to become familiar with the progress or quality of the completed work on the PROJECT or to determine, in general, if the work on the PROJECT is being performed in a manner indicating that the PROJECT, when completed, will be in accordance with the AGREEMENT Documents, nor shall anything in the AGREEMENT Documents or this AGREEMENT between CITY and ARCHITECT be construed as requiring ARCHITECT to make exhaustive or continuous on-site inspections to discover latent defects in the work or otherwise check the quality or quantity of the work on the PROJECT. If the ARCHITECT makes on-site observation(s) of a deviation from the AGREEMENT Documents, the ARCHITECT shall inform the CITY. (3) When professional certification of performance or characteristics of materials, systems or equipment is reasonably required to perform the services set forth in the Scope of Services, the ARCHITECT shall be entitled to rely upon such certification to establish materials, systems or equipment and performance criteria to be required in the AGREEMENT Documents. F. Opinions of Probable Cost, Financial Considerations, and Schedules (1) The ARCHITECT shall provide opinions of probable costs based on the current available information at the time of preparation, in accordance with Attachment A. (2) In providing opinions of cost, financial analyses, economic feasibility projections, and schedules for the PROJECT, the ARCHITECT has no control over cost or price of labor and materials; unknown or latent conditions of existing equipment or structures that may affect operation or maintenance costs; competitive bidding procedures and market conditions; time or quality of performance by third parties; quality, type, management, or direction of operating personnel; and other economic and operational factors that may materially affect the ultimate PROJECT cost or schedule. Therefore, the ARCHITECT makes no warranty that the CITY's actual PROJECT costs, financial aspects, economic feasibility, or schedules will not vary from the ARCHITECT 's opinions, analyses, projections, or estimates. G. Construction Progress Payments Recommendations by the ARCHITECT to the CITY for periodic construction progress payments to the construction contractor will be based on the ARCHITECT 's knowledge, information, and belief from selective sampling and observation that the work has progressed to the point indicated. Such recommendations do not represent that continuous or detailed examinations have been made by the ARCHITECT to ascertain that the construction contractor has completed the work in exact accordance with the Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 5 of 19 AGREEMENT Documents; that the final work will be acceptable in all respects; that the ARCHITECT has made an examination to ascertain how or for what purpose the construction contractor has used the moneys paid; that title to any of the work, materials, or equipment has passed to the CITY free and clear of liens, claims, security interests, or encumbrances; or that there are not other matters at issue between the CITY and the construction contractor that affect the amount that should be paid. H. Record Drawings Record drawings, if required, will be prepared, in part, on the basis of information compiled and furnished by others, and may not always represent the exact location, type of various components, or exact manner in which the PROJECT was finally constructed. The ARCHITECT is not responsible for any errors or omissions in the information from others that is incorporated into the record drawings. I. Right to Audit (1) ARCHITECT agrees that the CITY shall, until the expiration of five (5) years after final payment under this AGREEMENT, have access to and the right to examine and photocopy any directly pertinent books, documents, papers and records of the ARCHITECT involving transactions relating to this AGREEMENT. ARCHITECT agrees that the CITY shall have access during normal working hours to all necessary ARCHITECT facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. The CITY shall give ARCHITECT reasonable advance notice of intended audits. (2) ARCHITECT further agrees to include in all its subconsultant agreements hereunder a provision to the effect that the subconsultant agrees that the CITY shall, until the expiration of five (5) years after final payment under the subcontract, have access to and the right to examine and photocopy any directly pertinent books, documents, papers and records of such subconsultant, involving transactions to the subcontract, and further, that the 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) ARCHITECT and subconsultant agree to photocopy such documents as may be requested by the CITY. The CITY agrees to reimburse ARCHITECT for the cost of copies at the rate published in the Texas Administrative Code in effect as of the time copying is performed. Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 6 of 19 J. INSURANCE (1) ARCHITECT’S INSURANCE a. Commercial General Liability – the ARCHITECT shall maintain commercial general liability (CGL) and, if necessary, commercial umbrella insurance with a limit of not less than $1,000,000.00 per each occurrence with a $2,000,000.00 aggregate. If such Commercial General Liability insurance contains a general aggregate limit, it shall apply separately to this PROJECT or location. i. The CITY shall be included as an additional insured with all rights of defense under the CGL, using ISO additional insured endorsement or a substitute providing equivalent coverage, and under the commercial umbrella, if any. This insurance shall apply as primary insurance with respect to any other insurance or self- insurance programs afforded to the CITY. The Commercial General Liability insurance policy shall have no exclusions or endorsements that would alter or nullify: premises/operations, products/completed operations, contractual, personal injury, or advertising injury, which are normally contained within the policy, unless the CITY specifically approves such exclusions in writing. ii. ARCHITECT waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the commercial general liability or commercial umbrella liability insurance maintained in accordance with this AGREEMENT. b. Business Auto – the ARCHITECT shall maintain business auto liability and, if necessary, commercial umbrella liability insurance with a limit of not less than $1,000,000 each accident. Such insurance shall cover liability arising out of “any auto”, including owned, hired, and non-owned autos, when said vehicle is used in the course of the PROJECT. If the architect owns no vehicles, coverage for hired or non-owned is acceptable. i. ARCHITECT waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the business auto liability or commercial umbrella liability insurance obtained by ARCHITECT pursuant to this AGREEMENT or under any applicable auto physical damage coverage. c. Workers’ Compensation – ARCHITECT shall maintain workers Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 7 of 19 compensation and employers liability insurance and, if necessary, commercial umbrella liability insurance with a limit of not less than $100,000.00 each accident for bodily injury by accident or $100,000.00 each employee for bodily injury by disease, with $500,000.00 policy limit. i. ARCHITECT waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by workers compensation and employer’s liability or commercial umbrella insurance obtained by ARCHITECT pursuant to this AGREEMENT. d. Professional Liability – ARCHITECT shall maintain professional liability, a claims-made policy, with a minimum of $1,000,000.00 per claim and aggregate. The policy shall contain a retroactive date prior to the date of the AGREEMENT or the first date of services to be performed, whichever is earlier. Coverage shall be maintained for a period of 5 years following the completion of the AGREEMENT. If commercially available 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 ARCHITECT has obtained all required insurance shall be attached to this AGREEMENT prior to its execution. b. Applicable policies shall be endorsed to name the CITY an Additional Insured thereon, subject to any defense provided by the policy, as its interests may appear. The term CITY shall include its employees, officers, officials, agents, and volunteers as respects the contracted 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 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 Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 8 of 19 76209. f. Insurers for all policies must be authorized to do business in the State of Texas and have a minimum rating of A:V or greater, in the current A.M. Best Key Rating Guide or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. g. Any deductible or self insured retention in excess of $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 ARCHITECT 's insurance policies including endorsements thereto and, at the CITY's discretion; the ARCHITECT may be required to provide proof of insurance premium payments. j. Lines of coverage, other than Professional Liability, underwritten on a claims-made basis, shall contain a retroactive date coincident with or prior to the date of the AGREEMENT. The certificate of insurance shall state both the retroactive date and that the coverage is claims-made. k. Coverages, whether written on an occurrence or claims-made basis, shall be maintained without interruption nor restrictive modification or changes from date of commencement of the PROJECT until final payment and termination of any coverage required to be maintained after final payments. l. The CITY shall not be responsible for the direct payment of any insurance premiums required by this AGREEMENT. m. Sub consultants and subcontractors to/of the ARCHITECT shall be required by the ARCHITECT to maintain the same or reasonably equivalent insurance coverage as required for the ARCHITECT. When sub consultants/subcontractors maintain insurance coverage, ARCHITECT shall provide CITY with documentation thereof on a certificate of insurance. K. Independent Consultant Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 9 of 19 The ARCHITECT agrees to perform all services as an independent consultant and not as a subcontractor, agent, or employee of the CITY. The doctrine of respondeat superior shall not apply. L. Disclosure The ARCHITECT acknowledges to the CITY that it has made full disclosure in writing of any existing conflicts of interest or potential conflicts of interest, including personal financial interest, direct or indirect, in property abutting the proposed PROJECT and business relationships with abutting property cities. The ARCHITECT further acknowledges that it will make disclosure in writing of any conflicts of interest that develop subsequent to the signing of this AGREEMENT and prior to final payment under the AGREEMENT. M. Asbestos or Hazardous Substances (1) If asbestos or hazardous substances in any form are encountered or suspected, the ARCHITECT will stop its own work in the affected portions of the PROJECT to permit testing and evaluation. (2) If asbestos or other hazardous substances are suspected, the CITY may request the ARCHITECT to assist in obtaining the services of a qualified subcontractor to manage the remediation activities of the PROJECT. N. Permitting Authorities - Design Changes If permitting authorities require design changes so as to comply with published design criteria and/or current architectural practice standards which the ARCHITECT should have been aware of at the time this AGREEMENT was executed, the ARCHITECT shall revise plans and specifications, as required, at its own cost and expense. However, if design changes are required due to the changes in the permitting authorities' published design criteria and/or practice standards criteria which are published after the date of this AGREEMENT which the ARCHITECT could not have been reasonably aware of, the ARCHITECT shall notify the CITY of such changes and an adjustment in compensation will be made through an amendment to this AGREEMENT. O. Schedule ARCHITECT shall manage the PROJECT in accordance with the schedule developed per Attachment A to this AGREEMENT. P. Equal Opportunity (1) Equal Employment Opportunity: ARCHITECT and ARCHITECT’s agents shall engage in any discriminatory employment practice. No person shall, on Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 10 of 19 the grounds of race, sex, sexual orientation, age, disability, creed, color, genetic testing, or national origin, be refused the benefits of, or be otherwise subjected to discrimination under any activities resulting from this AGREEMENT. (2) Americans with Disabilities Act (ADA) Compliance: ARCHITECT and ARCHITECT’s agents shall not engage in any discriminatory employment practice against individuals with disabilities as defined in the ADA. SECTION 5 Obligations of the City A. City-Furnished Data ARCHITECT may rely upon the accuracy, timeliness, and completeness of the information provided by the CITY. B. Access to Facilities and Property The CITY will make its facilities accessible to the ARCHITECT as required for the ARCHITECT 's performance of its services. The CITY will perform, at no cost to the ARCHITECT, such tests of equipment, machinery, pipelines, and other components of the CITY's facilities as may be required in connection with the ARCHITECT '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 ARCHITECT 's services or PROJECT construction. D. Timely Review The CITY will examine the ARCHITECT 's studies, reports, sketches, drawings, specifications, proposals, and other documents; obtain advice of an attorney, insurance counselor, accountant, auditor, bond and financial advisors, and other consultants as the CITY deems appropriate; and render in writing decisions required by the CITY in a timely manner in accordance with the PROJECT schedule prepared in accordance with Attachment A. E. Prompt Notice The CITY will give prompt written notice to the ARCHITECT whenever CITY observes or Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 11 of 19 becomes aware of any development that affects the scope or timing of the ARCHITECT 's services or of any defect in the work of the ARCHITECT or construction contractors. F. Asbestos or Hazardous Substances Release. (1) CITY acknowledges ARCHITECT will perform part of the work at CITY's facilities that may contain hazardous materials, including asbestos containing materials, or conditions, and that ARCHITECT had no prior role in the generation, treatment, storage, or disposition of such materials. In consideration of the associated risks that may give rise to claims by third parties or employees of City, City hereby releases ARCHITECT from any damage or liability related to the presence of such materials. (2) The release required above shall not apply in the event the discharge, release or escape of hazardous substances, contaminants, or asbestos is a result of ARCHITECT’s negligence or if ARCHITECT brings such hazardous substance, contaminant or asbestos onto the PROJECT. G. Contractor Indemnification and Claims The CITY agrees to include in all construction contracts the provisions of Article IV.E. regarding the ARCHITECT 's Personnel at Construction Site, and provisions providing for contractor indemnification of the CITY and the ARCHITECT 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 ARCHITECT, its officers, employees, and subcontractors, for any claim arising out of, in connection with, or resulting from the architectural services performed. Only the CITY will be the beneficiary of any undertaking by the ARCHITECT." (2) This AGREEMENT gives no rights or benefits to anyone other than the CITY and the ARCHITECT and there are no third-party beneficiaries. (3) The CITY will include in each agreement it enters into with any other entity or person regarding the PROJECT a provision that such entity or person shall have no third-party beneficiary rights under this AGREEMENT. (4) Nothing contained in this Section H. shall be construed as a waiver of any right the CITY has to bring a claim against ARCHITECT. Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 12 of 19 I. CITY's Insurance (1) The CITY may maintain property insurance on certain pre-existing structures associated with the PROJECT. (2) The CITY may secure Builders Risk/Installation insurance at the replacement cost value of the PROJECT. The CITY may provide ARCHITECT a copy of the policy or documentation of such on a certificate of insurance. J. Litigation Assistance The Scope of Services does not include costs of the ARCHITECT for required or requested assistance to support, prepare, document, bring, defend, or assist in litigation undertaken or defended by the CITY. In the event CITY requests such services of the ARCHITECT, this AGREEMENT shall be amended or a separate agreement will be negotiated between the parties. K. Changes The CITY may make or approve changes within the general Scope of Services in this AGREEMENT. If such changes affect the ARCHITECT 's cost of or time required for performance of the services, an equitable adjustment will be made through an amendment to this AGREEMENT with appropriate CITY approval. SECTION 6 General Legal Provisions A. Authorization to Proceed ARCHITECT shall be authorized to proceed with this AGREEMENT upon receipt of a written Notice to Proceed from the CITY. B. Reuse of Project Documents All designs, drawings, specifications, documents, and other work products of the ARCHITECT, whether in hard copy or in electronic form, are instruments of service for this PROJECT, whether the PROJECT is completed or not. Reuse, change, or alteration by the CITY or by others acting through or on behalf of the CITY of any such instruments of service without the written permission of the ARCHITECT will be at the CITY's sole risk. The CITY shall own the final designs, drawings, specifications and documents. Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 13 of 19 C. Force Majeure The ARCHITECT 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 ARCHITECT that prevent ARCHITECT’s performance of its obligations hereunder. D. Termination (1) This AGREEMENT may be terminated: a. by the City for its convenience upon 30 days' written notice to ARCHITECT. b. by either the CITY or the ARCHITECT for cause if either party fails substantially to perform through no fault of the other and the nonperforming party does not commence correction of such nonperformance within 5 days’ written notice or thereafter fails to diligently complete the correction. (2) If this AGREEMENT is terminated for the convenience of the City, the ARCHITECT will be paid for termination expenses as follows: a. Cost of reproduction of partial or complete studies, plans, specifications or other forms of ARCHITECT 'S work product; b. Out-of-pocket expenses for purchasing electronic data files and other data storage supplies or services; c. The time requirements for the ARCHITECT 'S personnel to document the work underway at the time of the CITY'S termination for convenience so that the work effort is suitable for long time storage. (3) Prior to proceeding with termination services, the ARCHITECT will submit to the CITY an itemized statement of all termination expenses. The CITY'S approval will be obtained in writing prior to proceeding with termination services. E. Suspension, Delay, or Interruption to Work The CITY may suspend, delay, or interrupt the services of the ARCHITECT for the convenience of the CITY. In the event of such suspension, delay, or interruption, an equitable adjustment in the PROJECT's schedule, commitment and cost of the ARCHITECT s personnel and subcontractors, and ARCHITECT 's compensation will be made. F. Indemnification Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 14 of 19 IN ACCORDANCE WITH TEXAS LOCAL GOVERNMENT CODE SECTION 271.904, THE ARCHITECT SHALL INDEMNIFY OR HOLD HARMLESS THE CITY AGAINST LIABILITY FOR ANY DAMAGE COMMITTED BY THE ARCHITECT OR ARCHITECT’S AGENT, CONSULTANT UNDER CONTRACT, OR ANOTHER ENTITY OVER WHICH THE ARCHITECT EXERCISES CONTROL TO THE EXTENT THAT THE DAMAGE IS CAUSED BY OR RESULTING FROM AN ACT OF NEGLIGENCE, INTENTIONAL TORT, INTELLECTUAL PROPERTY INFRINGEMENT, OR FAILURE TO PAY A SUBCONTRACTOR OR SUPPLIER. CITY IS ENTITLED TO RECOVER ITS REASONABLE ATTORNEY’S FEES IN PROPORTION TO THE ARCHITECT’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.I. shall survive termination of this AGREEMENT for any cause. J. Observe and Comply ARCHITECT shall at all times observe and comply with all federal and State laws and regulations and with all City ordinances and regulations which in any way affect this AGREEMENT and the work hereunder, and shall observe and comply with 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. ARCHITECT 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 Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 15 of 19 ARCHITECT shall verify the identity and employment eligibility of its employees who perform work under this AGREEMENT, including completing the Employment Eligibility Verification Form (I-9). Upon request by CITY, ARCHITECT shall provide CITY with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this AGREEMENT. ARCHITECT shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any ARCHITECT employee who is not legally eligible to perform such services. ARCHITECT SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY ARCHITECT, ARCHITECT’S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. CITY, upon written notice to ARCHITECT, shall have the right to immediately terminate this AGREEMENT for violations of this provision by ARCHITECT. L. Prohibition On Contracts With Companies Boycotting Israel Architect acknowledges that in accordance with Chapter 2271 of the Texas Government Code, City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms “boycott Israel” and “company” shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this agreement, Architect certifies that Architect’s signature provides written verification to the City that Architect: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the agreement. Failure to meet or maintain the requirements under this provision will be considered a material breach. M. Prohibition On Contracts With Companies Doing Business with Iran, Sudan, or a Foreign Terrorist Organization Sections 2252 and 2270 of the Texas Government Code restricts CITY from contracting with companies that do business with Iran, Sudan, or a foreign terrorist organization. By signing this agreement, Architect certifies that Architect’s signature provides written verification to the City that Architect, pursuant to Chapters 2252 and 2270, is not ineligible to enter into this agreement and will not become ineligible to receive payments under this agreement by doing business with Iran, Sudan, or a foreign terrorist organization. Failure to meet or maintain the requirements under this provision will be considered a material breach. N. Prohibition on Contracts with Companies Boycotting Certain Energy Companies Architect acknowledges that in accordance with Chapter 2274 of the Texas Government Code, City is prohibited from entering into a contract with a company for goods or Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 16 of 19 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, Architect certifies that Architect’s signature provides written verification to the City that Architect: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the agreement. Failure to meet or maintain the requirements under this provision will be considered a material breach. O. Prohibition on Contracts with Companies Boycotting Certain Firearm Entities and Firearm Trade Associations Architect acknowledges that in accordance with Chapter 2274 of the Texas Government Code, City is prohibited from entering into a contract with a company for goods or services unless the contract contains written verification from the company that it (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm trade association. The terms “discriminate against a firearm entity or firearm trade association,” “firearm entity” and “firearm trade association” shall have the meanings ascribed to those terms in Chapter 2274 of the Texas Government Code. By signing this agreement, Architect certifies that Architect’s signature provides written verification to the City that Architect: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm trade association. Failure to meet or maintain the requirements under this provision will be considered a material breach. P. Termination Right for Contracts with Companies Doing Business with Certain Foreign-Owned Companies The City of Denton may terminate this Contract immediately without any further liability if the City of Denton determines, in its sole judgment, that this Contract meets the requirements under Chapter 2274, and Engineer is, or will be in the future, (i) owned by or the majority of stock or other ownership interest of the company is held or controlled by individuals who are citizens of China, Iran, North Korea, Russia, or other designated country (ii) directly controlled by the Government of China, Iran, North Korea, Russia, or other designated country, or (iii) is headquartered in China, Iran, North Korea, Russia, or other designated country. Q. 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 Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 17 of 19 of any solicitation shall have a financial interest, direct or indirect, in the Contract resulting from that solicitation as defined in the City’s Ethics 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 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. 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 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: Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 18 of 19 Attachment A - Scope of Project, Compensation, Project Schedule, and Location Map These documents make up the AGREEMENT documents and what is called for by one shall be as binding as if called for by all. In the event of an inconsistency or conflict in any of the provisions of the AGREEMENT documents, the inconsistency or conflict shall be resolved by giving precedence first to the written AGREEMENT then to the AGREEMENT documents in the order in which they are listed above. The parties agree to transact business electronically. Any statutory requirements that certain terms be in writing will be satisfied using electronic documents and signing. Electronic signing of this document will be deemed an original for all legal purposes. Duly executed by each party’s designated representative to be effective on _____________________________ BY: CITY OF DENTON, TEXAS BY: ARCHITECT Sara Hensley, City Manager Quorum Architects, Inc. David Duman Vice President Date:____________________________ THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms. _________________________ Signature _________________________ Title _________________________ Department Date Signed: ______________ _______________________________ TEXAS ETHICS COMMISSION CERTIFICATE NUMBER Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 2024-1181980 Capital Projects Director of Capital Projects 07/16/2024 08/20/2024 07/16/2024 City of Denton, Texas Professional Services Agreement Revised Date: 3/22/22 Page 19 of 19 APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY By: ATTEST: LAUREN THODEN, CITY SECRETARY By:______________________________ Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 1 May 21, 2024 (Revision 2) Erica Garcia Senior Buyer City of Denton Procurement Department 901 Texas St. Denton, Texas 76209 RE: Denton Service Center - Proposal Quorum No: 24022 Erica, We are pleased to respond to your request for a proposal for Professional Design Services for the Denton Service Center. This proposal will be integrated into or become Attachment A to the City’s Professional Services Agreement. We anticipate developing a design in a collaborative effort, working closely with the City’s leadership and guidance. For the general basis of this proposal, we have made some assumptions, as listed below. As discussed in our scope development meeting we have assumed that the City will have a CMaR on board before Schematic Design or very early in Schematic Design to guide the entire team through constructability reviews and to provide cost and budget input. We anticipate regular meetings, workshops, and charrettes, with the CMaR, Denton’s Service Center leadership, and Denton’s Development Services team in order to maintain the schedule and create a truly collaborative effort on this approach. With all these groups involved we believe that communication will be integral to the success of this project especially as we will be relying on other ongoing City projects, multiple teams and timely decisions such as the new roadway alignment and construction which will need to be developed concurrent with this design and construction activity. We will generally use the Programming information in the 2024 Project Charter but review it with the City and modify it accordingly to meet the current plan for approximately 70,000 sf of building and approximately 300 employees. Of those 300 employees, it is understood that about half would be on site at all times. 2 Phase 1 – 3 13) Storage and Shops Building (bays) will likely be pull in or drive through. For the purpose of this proposal these bays are to be used for general maintenance, storage, shops, or for vehicle / material storage, and not full fleet maint 4 • Provide Bathroom/Toilet to meet ADA/TAS requirements, including new Shower and Locker Area • Provide (1) secured office on 1st 5 schematic at this point and be very conceptual to be refined in later design phases. Work during this phase will include initiating discussions with the City’s planning and development department as well as IT, Fire Marshall, and Facilities and possibly a preliminary Zoning Compliance Plan meeting. Architect will utilize the services of the Client selected CMaR for cost estimates, budgeting, and construction planning. As part of Schematic Design, a high-level analysis and evaluation of the OSCAR and CLARA systems will be provided. Following the decision and direction from the City, additional services can be provided to design the OSCAR and CLARA systems that best fit the City’s budget and operations. Please note that portions of these systems would require TCEQ permitting and coordination, and we believe we may mostly be cost-prohibitive. We are planning to include a rainwater collection system in our Basic Services to be utilized for irrigation purposes in an effort to include some of the OSCAR elements requested by the City. C. Design Development – Based on the approved Schematic Design Document and any adjustments authorized by the City in the program, schedule or construction budget, the Architect shall prepare, for approval by the Client, Design Development Documents consisting of drawings and other documents to fix and describe the size and character of the Project as to architectural, structural, mechanical, and electrical systems, site civil layouts, materials and such other elements as may be appropriate. Generally, most of the drawing sheets will be started as well as most specification sections, although the details of each will be completed during Construction Document development. Architect shall update the renderings from Schematic Design. Work during this phase will continue to be coordinated with the City’s planning and development department as well as IT, Fire Marshall, and Facilities culminating in another Preliminary Development meeting. Architect will utilize the services of the Client selected CMaR for cost estimates, budgeting, and construction planning. It is anticipated that Civil Engineer Plan reviews will begin at the end of this phase. D. Construction Documents – Based on the approved Design Development Documents and any further adjustments in the scope or quality of the Project or in the construction budget authorized by the Client, the Architect shall prepare, for approval by the City, Construction Documents consisting of Drawings and Specifications setting forth the requirements for the construction of the project as required to obtain building permit approvals. The architect will assist in the permit application and submission, with the final permit being obtained in the name of the selected contractor. Security, access control and IT device design will be included using information provided by Client’s IT department based off recent projects. The architect will coordinate TDLR plan reviews and inspection with the local TDLR RAS or the client's preferred RAS. This will be done separately for Phase 1 and for Phase 2 since each will require a plan review, registration with TDLR, and final site inspection. E. Bidding – The Architect will assist the City (or CMaR) in bidding, including attending Pre-proposal meeting, development of addenda as necessary and answering bidder’s RFI’s, questions of clarifications on the Documents, and other concerns. The Architect will provide electronic versions of conformed Documents and coordinate with the Contractor to execute ATTACHMENT ADocusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 6 contracts. Since there will be two design and construction sets, there will also be two bidding periods for this project along with multiple pricing sets developed and an early release bid package for long lead items. F. Construction Contract Administration (CCA) – The Architect shall provide administration of the Contract for Construction as set forth below including submittal review, RFIs, ASIs, and Pay App reviews, unless otherwise provided in this proposal. The Architect, as a representative of the City, shall visit the site at intervals appropriate to the stage of the Contractor’s operations, or as otherwise agreed by the City and the Architect, (1) to become generally familiar with and to keep the City informed about the progress and quality of the portion of the Work completed, (2) to endeavor to guard the City against defects and deficiencies in the Work, and (3) to determine, in general, if the Work is being performed in a manner indicating that the Work, when fully completed, will be in accordance with the Contract Documents. However, the Architect shall not be required to make exhaustive or continuous on-site inspections to check the quality or quantity of the Work. The Architect shall neither have control over or charge of, nor be responsible for, the construction means, methods, techniques, sequences nor procedures, or for safety precautions and programs in connection with the Work, since these are solely the Contractor’s rights and responsibilities under the Contract Documents. The Architect shall report to the City known deviations from the Contract Documents. However, the Architect shall not be responsible for the Contractor’s failure to perform the Work in accordance with the requirements of the Contract Documents. The Architect shall be responsible for the Architect’s negligent acts or omissions but shall not have control over or charge of and shall not be responsible for acts or omissions of the Contractor, Subcontractors, or their agents or employees, or of any other persons or entities performing portions of the Work. For the purpose of this proposal, and as stated in the project RFQ we have assumed two site visits a month for a maximum of fifty (50) site visits over a twenty-two (22) month construction period (for all phases of construction), including one (1) pre-construction meeting, two (2) substantial completion inspections and two (2) final review site visits. It is assumed that each phase will have a substantial completion and final review site visit. Additional visits or an extended CCA time period may become necessary depending on the contractor’s construction schedule and management of the project and will be performed as Additional Services if required. At the completion of construction, the Architect shall coordinate with the Contractor and use their provided as-built drawings, along with the architect’s changes during construction, to produce electronic Record Documents, mostly developed by the Contractor supplemented with the architect’s notes. Printing hard copy versions of construction sets is not included and should be part of the CMaR’s responsibility. SUPPLEMENTAL SERVICES A. Geotech and ESA - As directed by the City, the Architect shall procure the services of Geotechnical engineer to provide a geotechnical report and a Phase 1 Environmental Site Assessment (ESA) in accordance with terms and provisions of the "Standard Practice for Environmental Site Assessments: Phase I Environmental Site Assessment Process," ASTM ATTACHMENT ADocusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 7 Standard 1527-21 (the ASTM Standard) published by the American Society of Testing and Materials (ASTM) International. The ESA is intended to identify recognized environmental conditions (RECs) historical recognized environmental conditions (HRECs), and/or controlled recognized environmental conditions (CRECs) on the subject property. The scope of services does not include soil or groundwater sampling, or an evaluation of asbestos containing building materials, lead based paint, lead in drinking water, regulatory compliance, cultural and historical resources, industrial hygiene, health and safety, ecological resources, indoor air quality, mold, radon, geotechnical exploration (soils, foundations, site retention, etc.), wetlands, endangered species, ecological resources, methane, geotechnical exploration, or construction materials testing. Geotech and ESA provided as requested during project scoping meeting and Project Charter. Per City’s first proposal comments, ESA scope to be confirmed. B. Survey - Provide a boundary, topographic, and tree survey using the services of a professional surveyor. Quorum’s consultant will prepare a boundary and topographic survey for the site to be used for site planning and civil engineering design purposes, including observed (only if clearly visible from the surface) locations of existing water, sewer, storm drain, and franchised utility facility appurtenances; Dig Tess markings of subsurface utilities that are in place at the time that field work is being done; and two benchmarks established with the survey. The tree inventory will include tree locations, an aerial photo, approximate ROW limits, and handheld GPS-collected tree data. The collected data will include 6” and larger trees, GPS coordinates, diameter of trunk, species name, tag number, and general health assessment. While we will endeavor to tag and locate trees, as described above, it may not be practicable to do so in certain areas and some trees may be excluded in areas of heavy tree coverage or limited access. C. Traffic Impact Analysis – Quorum’s consultant will conduct a City-required scoping meeting to confirm the study area (data collection), trip generation, trip distribution, and analysis scenarios. They will conduct weekday AM (7-9) and PM (4-6) peak period turning movement counts at up to three (3) locations. These three (3) locations are anticipated to be the proposed site access locations serving the development and two (2) 24-hour machine recording tube counts adjacent to the proposed development. Trip generation estimates for this development will be based on the ITE Trip Generation Manual – 11th Edition. An electronic (.pdf) draft report that documents the study methodology, traffic volumes, analysis results, and recommendations for ingress/egress improvements (if necessary) will be prepared and submitted to the Client for review and comment. D. Subsurface Utility Exploration – Quorum’s subconsultant, will expose utilities using SUE methods and collect survey data on their exposed location. This task includes researching available existing utility records and performing in-field utility designating (Quality Level B) to find and map the horizontal location of existing utilities within the property boundary. ATTACHMENT ADocusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 8 E. Civil Engineering and Landscape Design – The Architect, through the services of a civil engineering consultant, shall include, on-site work such as Civil Engineering, Landscape and Irrigation Design, Tree Preservation Plans, and a Minor Replat. This task will include as grading, paving, and utility plans, as well as erosion control, hydrology and drainage plans with calculations if required, for the area disturbed and affected by development. At this point we have not included any off-site utility design or coordination with FEMA, Army Corps of Engineers, or other third-party entity. This task will also include the Zoning Compliance Plan (ZCP) and preparation of on-site preliminary civil engineering plans consisting of the information required on the Zoning Compliance Plan Checklist. That will be followed by final on-site civil engineering plans separated into three phases, Landscape and Hardscape Construction Documents and an irrigation plan for the development impact area included in the Landscape Construction Documents. This task also includes the preparation of a Tree Preservation Plan, and submittal of a Minor Replat, Checklist, and Application to the local jurisdiction for review. The consultant will attend one meeting with review staff and, if required, one public hearing at which the item is considered for approval. coordinate filing of the Replat with the County. Note that we assume the SWPPP Book and documentation will be prepared by the contractor and is excluded from this scope. F. Downstream Assessment & Drainage Study – Includes a Drainage Study submittal to the City and will respond to two rounds of City comments as part of this task. Responding to additional rounds of comments will be considered additional services. This task does not include any submittals to the FEMA. This task will also include, preparation of two drainage improvement options to convey the 100-Year flow through the subject property without causing adverse impacted on neighboring properties. The two options will be an open channel option and an enclosed storm sewer option. Consultant will prepare a schematic level exhibit for each option including drainage structure alignment, existing and proposed utility conflicts, existing and proposed easements, and an Opinion of Probable Construction Cost (OPCC) for each option. G. Equipment Coordination – Quorum will coordinate existing equipment (new items as well as that which is to be relocated) including necessary utility requirements as part of the construction contract, including lab equipment, shop equipment and testing equipment. Small portable equipment will be Owner provided / relocated, and is only included for basic space needs and general power locations and is not included in basic design or construction. H. Interior Design – Architect will utilize the services of an Interior Designer from Quorum to propose materials and finishes during Design Development and Construction Documents, as well as to review certain submittals during Construction Administration. I. Furniture Fixtures & Equipment (FF&E) – FF&E will include furniture programming, furniture specification, artwork specification, and contract administration. FFE selection and specifications will be developed utilizing Client-approved Group Purchasing Orders or Purchasing Cooperatives. For this proposal, We anticipate the project will go out to bid to dealerships to provide product cost and installation for city review. Upon dealership bids ATTACHMENT ADocusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 9 received, a review process will take place between the architect and designer for dealership selection. The Client is responsible for paying the deposit and invoices as noted per client’s agreement with the furniture dealer. This task also includes Artwork selection including an artwork and accessory’s location floor plan for reference. Quorum will recommend locations for custom artwork, poster prints, and the desired design intent. Upon review and approval from the Client, Quorum will facilitate a bidding process to select art consultants. Upon bids and concepts received, a review process will take place between the architect and designer for art consultant selection. Once an art consultant is awarded the project, Quorum will coordinate with an art consultant who supplies the art to assemble a document showing the conceptual design of the custom artwork, poster print, frame selection, etc. Artwork, accessories, and pricing will be presented to the client for review and approval. Upon approval, an invoice will be given to the client for the agreed upon amount for Artwork costs. Production of the artwork and purchase of the accessories will begin at that time. J. IT and Security – The MEP consultant for both phases and 3 buildings will provide a needs assessment, and design and specifications for the following: Entrance facility and equipment room (EF/ER i.e. MDF), Telecommunications rooms, (TR i.e. IDF), Structured cabling, Network connections, Audio-visual systems, Public address, Relocation of fiber loop, and Relocation of existing IT server. The Security design will include the following: Threat/needs assessment, Access control, Security structured cabling, Video surveillance, Intrusion detection, and Emergency, duress and panic signalization K. Building Envelope – The Building Envelope consultant will provide an independent review of design and construction documents and make recommendations in order to meet required building envelope performance requirements for enclosures and systems including openings, glazing systems, roofing, and waterproofing. This may investigation and analysis of the existing structure to remain as well as observations at critical points during construction. L. Additional Services Allowance – $50,000 Allowance allocated for additional service requested throughout design and approved by the Owner, including but not limited to additional site observations beyond those listed herein, or other items listed under additional services. Invoiced only if used by the Design team and approved by the Owner M. Direct Expense Fee – Architect shall invoice lump sum against the Direct Expense Fee based on using approximately 25% of the allocated fee during design and 75% of the allocated fee during bidding and construction mostly for printing, meals, and travel (mileage and tolls) expenses. ATTACHMENT ADocusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 10 COMPENSATION Compensation for Basic and Supplemental Services as described herein is proposed to be a combination of lump sum and hourly, Not to Exceed fee of $5,906,100 as summarized below. Note that for Basic Services and applicable Supplemental Services, we anticipate our work will be developed in two phases as described herein at roughly 65% for Phase 1 and 35% for Phase 2. 1. BASIC SERVICES A. Programming / Master plan $ 172,400 B. Schematic Design $ 610,600 C. Design Development $1,062,800 D. Construction Documents $1,456,500 E. Bidding $ 97,900 (Hourly, not to exceed) F. Construction Contract Admin $1,022,300 (Hourly, not to exceed) Total Basic Service $4,422,500 This is approximately 7.75% of the assumed $57 mil Construction cost for two separate design, bid and construction packages. 2. SUPPLEMENTAL SERVICES A. Geotech & ESA $ 55,000 B. Survey $ 55,000 C. Traffic Impact Analysis $ 28,000 D. Subsurface Utility Exploration $ 50,000 E. Civil Engineering and Landscape $ 780,000 F. Downstream Assessment & Drainage$ 60,000 G. Equipment Coordination $ 80,000 H. Interior Design $ 65,000 I. Furniture Fixtures & Equipment $ 72,000 J. IT, Security and Fiber $ 142,600 K. Building Envelope $ 28,000 L. Additional Services allowance $ 50,000 M. Direct Expenses fee $ 18,000 Total Supplemental Services $1,483,600 This is approximately 2.60% of the assumed $57 mil Construction cost. Total of Basic and Supplemental Services $5,906,100 ATTACHMENT ADocusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 11 The following 2024 Quorum hourly rate schedule will be utilized for additional services associated with this project in 2024. Rates are subject to change each calendar year. Principal $ 240 Associate $ 210 Project Manager $ 190 Project Architect $ 190 Architect/Interior Designer $ 165 Intern Architect/Designer $ 155 Technical Staff Project Clerical Administration Student Intern $ $ $ $ 150 90 90 75 Additional Services (Optional) – If there is a request to expand the scope of Basic Services, or to include Additional Services in the future, the fee will be negotiated based on the specific scope. This may include, but not be limited to, additional renderings or videos, cost projections (currently excluded since a CMaR will be on board early), fees paid for approvals of authorities having jurisdiction, detailed audio / visual, access control or security design beyond the City provided standards provided by Client’s IT department based off recent projects, Storm Shelter design, Special Inspections during construction, Fast track design, or more than two construction packages, *Commissioning, LEED Compliance, OSCAR and CLARA design, revisions to previously approved work, off-site utility design or other off-site work, Franchise utility work, Left turn or deceleration lanes, TX DOT driveway coordination, LOMR and CLOMR studies, water quality analysis, easement abandonments, environmental or wetland studies, coordination or permitting with USACE, TCEQ, or other local agencies outside of the normal municipal process, flood studies/floodplain development, Drainage and detention beyond the specific defined area of this project, etc. *As part of basic services, the design team shall provide documentation/requirements for either the owner or contractor to hire a third-party Commissioning agent. Additional Services work shall not be completed unless and until approved by the Client. SCHEDULE See Attachment “A” for our proposed schedule which may be affected or extended, based on the actual Notice to Proceed, scheduling of various meetings and response times, changes in Design after approval, delays in returning review comments or delays in the Client scheduling interim review meetings within each phase. ATTACHMENT ADocusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 12 CLIENT RESPONSIBILITIES The City shall provide copies of any pertinent information that affects the property, including, but not limited to, a recent title commitment for each site or parcel, information on hazardous materials, flood information, Zoning and Development Ordinances, etc. The City will also provide a list of all equipment to be stored at this site. The Client shall provide services for the discovery, presence, handling, removal, or disposal of hazardous materials in any form at the Project site, including Hazardous material studies or abatement made necessary due to the demolition of existing structures. For Geotechnical work, the client is responsible for accurately identifying the existence and location of all subterranean structures and utilities on or affecting the Site (including the type and location of utility lines). The geotechnical company will take reasonable precautions to avoid affecting subterranean structures and utilities disclosed to it in writing by the Client. In order to prepare the Phase I ESA the Client should provide the consultant with the following: • Copies of available site plans, plots, and/or surveys; • Current chain of ownership for the site (preferably dating back to 1940); • Site contact information for site access; • Owner contact information for interview and questionnaire; and, • Completed User Questionnaire The Client will provide appropriate Special Inspections and Construction Material Testing during construction, as well as Building Commissioning if required. ADDITIONAL INFORMATION 1. Quorum Architects, Inc. will provide the Client with architectural services as required and agreed upon for satisfactory and normal completion of this project. The Architect shall exercise usual and customary professional care in his efforts to comply with those laws, codes, ordinances, and regulations, which are in effect as of the date of this agreement. 2. The Architect and its Consultants shall have no responsibility for the discovery, presence, handling, removal, disposal, or exposure of persons to hazardous materials in any form at the Project site, including Hazardous material studies or abatement necessitated by the demolition of existing structures. 3. In performing Architectural Services, the Architect shall use that degree of care and skill ordinarily exercised under similar circumstances by competent members of the architecture profession. Notwithstanding compliance with this standard of care, the Client can normally anticipate that some changes and adjustments in the project will be required either during or after construction. The Client agrees to establish a construction contingency fund of no less than 5% of the estimated construction cost to cover the reasonably anticipated costs of these changes and adjustments as well as, changes due to code revisions and field conditions. The ATTACHMENT ADocusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 13 Client agrees not to seek any costs from the design team for changes or additions during construction unless contingency funds are exhausted by non-Client initiated changes. 4. The Architect has no control over the cost of labor, materials, equipment, or over the Contractor's methods of determining prices or over competitive bidding or market conditions. Opinions of probable costs that may be provided are based on the information known to Architect at the current time and represent only the Architect’s judgment as a design professional familiar with the construction industry. The Architect cannot and does not guarantee that proposals, bids, or actual construction costs will not vary from its opinions of probable costs. 5. Texas law requires registrants to provide all clients with the following written statement: “The Texas Board of Architectural Examiners, P.O. Box 12337, Austin, Texas 78711-2337 or 333 Guadalupe, Suite 2-350, Austin, Texas 78701-3942, (512) 305-9000, has jurisdiction over individuals licensed under the Architect’s Registration Law, Texas Civil Statutes, and Article 249a”. Thank you for trusting Quorum Architects, Inc. to assist you in this endeavor. Sincerely, Quorum Architects, Inc. David G. Duman, AIA Texas registration #14305 Quorum Architects, Inc ATTACHMENT ADocusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 PHASE 1PHASE 2A PHASE 2B PHASE 2C(POSSIBLE) APPROXIMATE REPRESENTATION OF PHASING AREAS, AREAS TO BE FINALIZED IN PROGRAMMING AND DESIGN DENTON SERVICE CENTER QAI #24022 Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 ID Task Name Duration Start Finish 1 Scoping, Proposals & Council 27 days?Tue 4/9/24 Wed 5/15/24 2 Phase 1 - Program & Survey 72 days Thu 5/16/24 Fri 8/23/24 3 Programming 27 days Thu 5/16/24 Fri 6/21/24 4 Survey 20 days Thu 5/16/24 Wed 6/12/24 5 Concept Development 29 days Mon 6/24/24 Thu 8/1/24 6 Owner Review 16 days Fri 8/2/24 Fri 8/23/24 7 CMAR SELECTION 0 days Fri 8/23/24 Fri 8/23/24 8 Phase 1 - Schematic Design 86 days Mon 8/26/24 Mon 12/23/24 9 Architectural Design, materials, outline specs (Additional Days for Holidays) 70 days Mon 8/26/24 Fri 11/29/24 10 Geotech Investigation 30 days Mon 8/26/24 Fri 10/4/24 11 ZCP Meeting 0 days Tue 10/1/24 Tue 10/1/24 12 Owner & CMAR Review and Comment 16 days Mon 12/2/24 Mon 12/23/24 13 Roadway Design (BY OTHERS)175 days Tue 4/9/24 Mon 12/9/24 14 Phase 1 - Design Development 124 days Wed 1/1/25 Mon 6/23/25 15 Architectural Design, Materials, outline Specs (Additional Days for Holidays) 98 days Wed 1/1/25 Fri 5/16/25 16 Interim consultant DD submittal 0 days Mon 3/3/25 Mon 3/3/25 17 Coordinate Owner Equipment - OF / CI 7 days Mon 2/3/25 Tue 2/11/25 18 CEP V.1 Submittals 7 days Tue 4/1/25 Wed 4/9/25 19 Owner & CMAR Review and Comment 26 days Mon 5/19/25 Mon 6/23/25 20 Phase 1 - Construction Documents 139 days Tue 7/1/25 Fri 1/9/26 21 Architectural Design, Materials, Outline Specs 139 days Tue 7/1/25 Fri 1/9/26 22 CMAR EARLY RELEASE PACKAGE 45 days Mon 8/25/25 Fri 10/24/25 24 Interim Consultant CD Submittal 7 days Mon 11/3/25 Tue 11/11/25 25 Owner & CMAR Review (50 %)16 days Wed 11/12/25 Wed 12/3/25 26 CEP V.2 Submmital (?)7 days Wed 11/12/25 Thu 11/20/25 27 Phase 1 - Permitting 30 days Mon 1/12/26 Fri 2/20/26 28 Phase 1 - Pricing 30 days Mon 2/23/26 Fri 4/3/26 29 Phase 1 - Construction 306 days Mon 4/6/26 Mon 6/7/27 30 Phase 2 - Schematic Design 66 days Mon 1/5/26 Mon 4/6/26 32 Phase 2 - Design Development 120 days Tue 4/7/26 Mon 9/21/26 34 Phase 2 - Construction Documents 120 days Tue 9/22/26 Mon 3/8/27 36 Phase 2 - Construction 239 days Tue 6/8/27 Fri 5/5/28 City of Denton Service Center Scoping and Proposals QAI# 24022 Tue 4/23/24 Page 1 to be updated upon contract award Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a) and by City of Denton Ethics Code, Ordinance 18-757. By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a misdemeanor. 1 Name of vendor who has a business relationship with local governmental entity. 2 Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 Name of local government officer about whom the information in this section is being disclosed. Name of Officer Describe each employment or other business relationship with the local government officer, or a family member of the officer, as described by Section 176.003(a)(2)(A). Also describe any family relations hip with the local government officer. This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the vendor has an employment or other business relationship as defined by Section 176.00 1(1-a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor? Yes No B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named in this section AND the taxable income is not received from the local governmental entity? Yes No C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership of one percent or more? Yes No D. Describe each employment or business and family relationship with the local government officer named in this section. 4 I have no Conflict of Interest to disclose. 5 Signature of vendor doing business with the governmental entity Date Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 Quorum Architects, Inc. 7/16/2024 X X David Duman X X CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity A complete copy of Chapter 176 of the Local Government Code may be found at http://www.statutes.legis.state.tx.us/ Docs/LG/htm/LG.176.htm. For easy reference, below are some of the sections cited on this form. Local Government Code § 176.001(1-a): "Business relationship" means a connection between two or more parties based on commercial activity of one of the parties. The term does not include a connection based on: (A) a transaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an agency of a federal, state, or local governmental entity; (B) a transaction conducted at a price and subject to terms available to the public; or (C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by, and reporting to, that agency. Local Government Code § 176.003(a)(2)(A) and (B): (A) A local government officer shall file a conflicts disclosure statement with respect to a vendor if: (2) the vendor: (A) has an employment or other business relationship with the local government officer or a family member of the officer that results in the officer or family member receiving taxable income, other than investment income, that exceeds $2,500 during the 12-month period preceding the date that the officer becomes aware that (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor; (B) has given to the local government officer or a family member of the officer one or more gifts that have an aggregate value of more than $100 in the 12-month period preceding the date the officer becomes aware that: (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor. Local Government Code § 176.006(a) and (a-1) (a) A vendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local governmental entity and: (1) has an employment or other business relationship with a local government officer of that local governmental entity, or a family member of the officer, described by Section 176.003(a)(2)(A); (2) has given a local government officer of that local governmental entity, or a family member of the officer, one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B), excluding any gift described by Section 176.003(a-1); or (3) has a family relationship with a local government officer of that local governmental entity. (a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator not later than the seventh business day after the later of: (1) the date that the vendor: (A) begins discussions or negotiations to enter into a contract with the local governmental entity; or (B) submits to the local governmental entity an application, response to a request for proposals or bids, correspondence, or another writing related to a potential contract with the local governmental entity; or (2) the date the vendor becomes aware: (A) of an employment or other business relationship with a local government officer, or a family member of the officer, described by Subsection (a); (B) that the vendor has given one or more gifts described by Subsection (a); or (C) of a family relationship with a local government officer. City of Denton Ethics Code Ordinance Number 18-757 Definitions: Relative: a family member related to a City Official within the third 3rd degree of affinity (marriage) or consanguinity (blood or adoption) City Official: for purpose of this article, the term consists of the Council Members, Department Heads, or member of the Board of Ethics, Planning and zoning Commission Members, Board of Adjustment, Historic Landmark Commission, or Public Utilities Board Vendor: a person who provides or seeks to provide goods, services, and/or real property to the City in exchange for compensation. This definition does not include those property owners from whom the City acquires public right-of-way or other real property interests for public use. Per the City of Denton Ethics Code, Section 2-273. – Prohibitions (3) It shall be a violation of this Article for a Vendor to offer or give a Gift to City Official exceeding fifty dollars ($50.00) per gift, or multiple gifts cumulatively valued at more than two hundred dollars ($200.00) per a single fiscal year. Per the City of Denton Ethics Code, Section 2-282. – Disposition (b), (5) Ineligibility If the Board of Ethics finds that a Vendor has violated this Article, the Board may recommend to the City Manager that the Vendor be deemed ineligible to enter into a City contract or other arrangement for goods, services, or real property, for a period of one (1) year. Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 11/30/2015 Docusign Envelope ID: D3412BF6-3CA2-49E8-BBDF-BC385E8FBD72 Certificate Of Completion Envelope Id: D3412BF63CA249E8BBDFBC385E8FBD72 Status: Completed Subject: Please DocuSign: City Council Contract 8454 Service Center Design Source Envelope: Document Pages: 38 Signatures: 6 Envelope Originator: Certificate Pages: 6 Initials: 1 Erica Garcia AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) 901B Texas Street Denton, TX 76209 erica.garcia@cityofdenton.com IP Address: 198.49.140.10 Record Tracking Status: Original 7/16/2024 10:09:54 AM Holder: Erica Garcia erica.garcia@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Erica Garcia erica.garcia@cityofdenton.com Senior Buyer City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 198.49.140.10 Sent: 7/16/2024 10:16:07 AM Viewed: 7/16/2024 10:16:37 AM Signed: 7/16/2024 10:18:14 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Sent: 7/16/2024 10:18:17 AM Viewed: 7/16/2024 1:21:53 PM Signed: 7/16/2024 1:22:13 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: 7/16/2024 1:22:16 PM Viewed: 7/16/2024 3:44:23 PM Signed: 7/16/2024 3:50:51 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign David Duman davidd@qarch.com Principal, Vice President Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 74.112.121.69 Sent: 7/16/2024 3:50:53 PM Viewed: 7/16/2024 3:57:20 PM Signed: 7/16/2024 4:29:25 PM Electronic Record and Signature Disclosure: Accepted: 7/16/2024 3:57:20 PM ID: c7c51269-a0ec-4076-a869-150b754e174b Signer Events Signature Timestamp Trevor Crain Trevor.Crain@cityofdenton.com Director of Capital Projects City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Sent: 7/16/2024 4:29:28 PM Viewed: 7/16/2024 4:31:27 PM Signed: 7/16/2024 4:31:54 PM Electronic Record and Signature Disclosure: Accepted: 7/16/2024 4:31:27 PM ID: 89273487-4ce3-4d23-b5f7-843e04daf3a3 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: 7/16/2024 4:31:56 PM Viewed: 8/21/2024 8:26:39 AM Signed: 8/21/2024 8:28:02 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: 47.190.47.120 Signed using mobile Sent: 8/21/2024 8:28:05 AM Viewed: 8/21/2024 9:40:36 AM Signed: 8/21/2024 9:40:43 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: 8/21/2024 9:40:46 AM Viewed: 8/21/2024 2:46:23 PM Signed: 8/21/2024 2:46:39 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Cheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication (None) Sent: 7/16/2024 10:18:17 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Carbon Copy Events Status Timestamp Gretna Jones gretna.jones@cityofdenton.com Legal Secretary City of Denton Security Level: Email, Account Authentication (None) Sent: 7/16/2024 4:31:57 PM Viewed: 7/17/2024 9:18:28 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign City Secretary Office citysecretary@cityofdenton.com Security Level: Email, Account Authentication (None) Sent: 8/21/2024 2:46:42 PM Viewed: 8/21/2024 4:33:47 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Aaron Skinner aaron.skinner@cityofdenton.com Project Manager Security Level: Email, Account Authentication (None) Sent: 8/21/2024 2:46:44 PM Electronic Record and Signature Disclosure: Accepted: 8/14/2024 4:38:32 PM ID: fa4c14c2-a4c0-4586-bcce-eeb56014e04e Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 7/16/2024 10:16:07 AM Certified Delivered Security Checked 8/21/2024 2:46:23 PM Signing Complete Security Checked 8/21/2024 2:46:39 PM Completed Security Checked 8/21/2024 2:46:44 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM Parties agreed to: David Duman, Trevor Crain, Aaron Skinner 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.. 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