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6590-097 - Formal Amendment 2 Executed Docusign City Council Transmittal Coversheet File Name Purchasing Contact City Council Target Date Piggy Back Option Contract Expiration Ordinance Docusign Envelope ID: D2830CFD-CD9E-43D1-A75D-F893D20438D0 Erica Garcia 6590-0997 Ryan Rd Design Amendment 2 Not Applicable FILE N/A MAY 6, 2025 25-828 6590-097 PSA – Amendment #2 Page 1 of 2 SECOND AMENDMENT TO CONTRACT BY AND BETWEEN THE CITY OF DENTON, TEXAS AND KIMLEY-HORN AND ASSOCIATES, INC. PSA 6590-097 THE STATE OF TEXAS § COUNTY OF DENTON § THIS SECOND AMENDMENT TO CONTRACT 6590-097 (“Amendment”) by and between the City of Denton, Texas (“City”) and Kimley-Horn and Associates, Inc. (“Engineer”); to that certain contract executed on February 23, 2021, in the original not- to-exceed amount of $461,100 (the “Original Agreement”); amended on July 16, 2024 in the additional amount of $1,238,265.15 aggregating a not-to-exceed amount of $1,699,365.15 (the “First Amendment”); (collectively, the Original Agreement, and the First Amendment, are the “Agreement”) for services related to Ryan Road Corridor Improvements. WHEREAS, the City deems it necessary to further expand the services provided by Engineer to the City pursuant to the terms of the Agreement, and to provide an additional not-to-exceed amount $614,500 with this Amendment for an aggregate not-to-exceed amount of $2,313,865.15; and FURTHERMORE, the City deems it necessary to further expand the goods/services provided by Engineer to the City; NOW THEREFORE, the City and Engineer (hereafter collectively referred to as the “Parties”), in consideration of their mutual promises and covenants, as well as for other good and valuable considerations, do hereby AGREE to the following Amendment, which amends the following terms and conditions of the said Agreement, to wit: 1. The additional services described in Exhibit “A” of this Amendment, attached hereto and incorporated herein for all purposes, for professional services related to the Ryan Road Corridor Improvements, are hereby authorized to be performed by Engineer. For and in consideration of the additional services to be performed by Engineer, the City agrees to pay, based on the cost estimate detail attached as Exhibit “A”, a total fee, including reimbursement for non-labor expenses an amount not to exceed $614,500. 2. This Amendment modifies the Agreement amount to provide an additional $614,500 for the additional services with a revised aggregate not to exceed total of $2,313,865.15. Docusign Envelope ID: D2830CFD-CD9E-43D1-A75D-F893D20438D0 6590-097 PSA – Amendment #2 Page 2 of 2 The Parties hereto agree, that except as specifically provided for by this Amendment, that all of the terms, covenants, conditions, agreements, rights, responsibilities, and obligations of the Parties, set forth in the Agreement remain in full force and effect. IN WITNESS WHEREOF, the City and the Engineer, have each executed this Amendment electronically, by and through their respective duly authorized representatives and officers on this date _________________________. “Engineer” KIMLEY-HORN AND ASSOCIATES, INC. By: ______________________________ AUTHORIZED SIGNATURE, TITLE APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY By: _________________________________ “CITY” CITY OF DENTON, TEXAS A Texas Municipal Corporation By: _______________________________ ATTEST: LAUREN THODEN, CITY SECRETARY 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: D2830CFD-CD9E-43D1-A75D-F893D20438D0 Vice President Capital Prijects Interim Director of Capital Projects Seth Garcia 05/06/2025 Amendment No. 2 Ryan Road Corridor Improvements March 19, 2025 1 of 4 AMENDMENT NO. 2 TO PROFESSIONAL SERVICES AGREEMENT ADDITIONAL SERVICES Professional Services Agreement: RYAN ROAD CORRIDOR IMPROVEMENTS Amendment Scope of Services This is Amendment number 2 dated March 19, 2025 to the agreement between City of Denton ("CITY") and Kimley-Horn and Associates, Inc. ("ENGINEER") dated February 24, 2021 (“the Agreement") concerning Ryan Road Corridor Improvements (the "Project"). The ENGINEER has entered into the AGREEMENT with CITY for the furnishing of professional services, and the parties now desire to amend the Agreement. The AGREEMENT is amended to include services to be performed by ENGINEER for compensation as set forth below in accordance with the terms of the ENGINEER, which are incorporated by reference. A.Scope of Services The CITY has requested that the services currently authorized to be performed by the ENGINEER in accordance with the original Agreement be modified. The CITY has requested that the ENGINEER perform additional services consisting of: ·Property Acquisition Services Task 4 Property Acquisition Services Task 4.1 Right-of-Way and Temporary Construction Easement Documentation 4.1.1 The ENGINEER will prepare a metes and bounds description and sketch showing the location and dimensions for proposed easements. Easement language will either be the unaltered standard language provided by the local jurisdiction, or as agreed to by the Grantor and Grantee and provided complete to the ENGINEER. The CITY will file the documents. The ENGINEER will prepare up to fifty-one (51) temporary construction easement or right-of-way documents. Task 4.2 Property Acquisition Services 4.2.1 ENGINEER will perform the following services for Easement Acquisition Services: 1.ENGINEER’s Real Estate Agent shall provide appraisals for proposed easements on up to sixty (60) parcels for the proposed dedication lines. Appraisals will be approved by the CITY prior to beginning negotiations with property owners. The appraisals will be prepared by State Certified Appraisers in accordance with the Uniform Standards of Professional Appraisal Practice Act (USPAP). The appraisals will be suitable for use in condemnation proceedings, if necessary. 2.Provide property negotiation services for up to sixty (60) parcels for the proposed dedication lines as follows: EXHIBIT A Docusign Envelope ID: D2830CFD-CD9E-43D1-A75D-F893D20438D0 Amendment No. 2 Ryan Road Corridor Improvements March 19, 2025 2 of 4 a.The offer to purchase the properties will be based on the appraisals as indicated above. The CITY will establish the value to be used in negotiation and the range of negotiating authority to be given to the right-of-way agent. ENGINEER’s Real Estate Agent will provide the services of qualified right-of- way agents to secure the required easements for the project. The right-of-way agents will provide each property owner a copy of The Texas Landowner Bill of Rights, but will NOT be required to provide negotiation services under the Uniform Relocation and Acquisition Act (Uniform Act). b.ENGINEER’s Real Estate Agent will negotiate on behalf of the CITY and utilize conveyance documents and other necessary forms as prescribed by the CITY. ENGINEER’s Real Estate Agent will provide a good faith effort to acquire the rights-of-way through a negotiation process, which will generally consist of three (3) contacts with the property owner, or their authorized representative. A maximum of five (5) total contacts will be provided to reach an agreement with the property owner, or to determine that further negotiations will be non-productive and that eminent domain actions will be necessary to acquire the property. If absentee owners are involved, the negotiations may be conducted via telephone, fax, or by mail. If the schedule for acquisition of the easement or other factors arise, which make it expedient, travel outside the project area to meet with the absentee owners may be desirable. If such events arise, the travel must be specifically authorized by the CITY. If such travel is authorized, the expenses involved, including the agent’s services, will be considered additional services. c.The initial offer made to the property owner will be based on the value authorized by the CITY. All counter-offers by the property owner, along with ENGINEER’s Real Estate Agent recommendations will be presented to the City for consideration. The CITY must establish and recommend such counter offers before ENGINEER’s Real Estate Agent will be authorized to agree to the requested changes. All monetary offers made to the property owners will be within the limits authorized by the CITY in the various stages of the negotiation. d.After reaching an agreement with the landowner on the consideration and all other terms of the transaction, ENGINEER’s Real Estate Agent will forward to the CITY a Memorandum of Agreement (M/A) executed by the property owner to be ratified by the CITY. This M/A sets forth the compensation and any other terms and conditions agreed upon. The CITY will be responsible for obtaining the CITY’s ratification and for returning the ratified M/A to ENGINEER’s Real Estate Agent. ENGINEER’s Real Estate Agent will then inform the Title Company that the parcel is ready for closing. 3.ENGINEER’s Real Estate Agent will coordinate contacts with the CITY to deliver any payments to the Title Company prior to closing. 4.This Scope of Services assumes that costs for Title Commitments, Title Policies and recording fees will be purchased by the CITY through the assistance of the Real Estate Agent. The amount paid for the Title Policies will not exceed premium amounts set by the Texas Department of Insurance and agreed upon in advance between the CITY and the Title Company. Any additional Title Company services such as recording fees shall be agreed upon in advance between the CITY and the Title Company. ENGINEER’s Real Estate Agent will review liens or other exceptions reported in the Title Commitment. ENGINEER will EXHIBIT A Docusign Envelope ID: D2830CFD-CD9E-43D1-A75D-F893D20438D0 Amendment No. 2 Ryan Road Corridor Improvements March 19, 2025 3 of 4 coordinate the location and the effect of any utility easements. ENGINEER will report the results of the Title Commitment to the CITY, recommending the disposition of the exceptions. The decision whether the reported exceptions are acceptable or must be eliminated will be the responsibility of the CITY. Any action required to clear title is not included in the Scope of Work for this project, and if required, will be considered Additional Services. 5.ENGINEER’s Real Estate Agent will coordinate and attend all closings at the Title Company. 6.ENGINEER’s Real Estate Agent will confirm that the Title Company records all documents at the Denton County Courthouse after closing. 7.ENGINEER’s Real Estate Agent will confirm that the Title Company forwards copies of all recorded documents to the CITY. Compensation The additional services described above will be accommodated by increasing the contract amount by $614,500.00. The CITY shall compensate the ENGINEER as follows: Lump Sum The ENGINEER will perform the services in Tasks 2 and 5-7 for the total lump sum fee below. Individual task amounts are informational only. All permitting, application, and similar project fees will be paid directly by the CITY. Task Amendment No. 1 Contract Amendment No. 2 Revised Contract Task 2 – Data Collection 2.1 – Base Mapping $22,217.97 - $22,217.97 2.2 – Topographic Survey $75,099.54 - $75,099.54 2.4.1 – SUE (Level B) $160,200.00 - $160,200.00 Task 5 – Roadway Design $274,900.00 - $274,900.00 Task 6 – Utility Design $207,100.00 - $207,100.00 Task 7 – Drainage Design $278,000.00 - $278,000.00 Totals: $1,017,517.51 - $1,017,517.51 Lump sum fees will be invoiced monthly based upon the overall percentage of services performed. Individual task amounts are provided for budgeting purposes only. The ENGINEER reserves the right to reallocate amounts among tasks as necessary. Hourly Not to Exceed The ENGINEER will perform the services in Tasks 1-4, and 8-11 on a labor fee plus expense basis with the maximum labor fee shown below. The ENGINEER will not exceed the total maximum labor fee shown without authorization from the CITY. Individual task amounts are provided for budgeting purposes only. The ENGINEER EXHIBIT A Docusign Envelope ID: D2830CFD-CD9E-43D1-A75D-F893D20438D0 Amendment No. 2 Ryan Road Corridor Improvements March 19, 2025 4 of 4 reserves the right to reallocate amounts among tasks as necessary. Labor fee will be billed on an hourly basis according to our then-current rates. As to these tasks, direct reimbursable expenses such as express delivery services, fees, air travel, and other direct expenses will be billed at 1.10 times cost. A percentage of labor fee will be added to each invoice to cover certain other expenses as to these tasks such as telecommunications, in- house reproduction, postage, supplies, project related computer time, and local mileage. Administrative time related to the project may be billed hourly. All permitting, application, and similar project fees will be paid directly by the CITY. Payment will be due within 30 days of your receipt of the invoice and should include the invoice number and Kimley-Horn project number. Duly executed by each party’s designated representative to be effective on the date subscribed by the CITY. BY: CITY OF DENTON, TEXAS BY: ENGINEER Title:______________________ Date:_______________________ Kimley-Horn and Associates, Inc Title: Scott Arnold, Vice President Date:____________________________ Task Amendment No. 1 Contract Amendment No. 2 Revised Contract Task 1 – Project Management $72,707.49 - $72,707.49 Task 2 – Data Collection - 2.3 – Geotechnical Analysis $56,237.50 -$56,237.50 2.4.2 – SUE (Level A)$41,800.00 - $41,800.00 Task 3 – Conceptual Design (30% Submittal)$146,102.65 -$146,102.65 Task 4 – Property Acquisition Services $198,000.00 $614,500.00 $812,500.00 Task 8 – Illumination Design $60,500.00 -$60,500.00 Task 9 – Construction Phase Services $89,900.00 - $89,900.00 Task 10 – Record Drawings $14,400.00 -$14,400.00 Task 11 – Reimbursable Expenses $2,200.00 - $2,200.00 Totals: $681,847.64 $614,500.00 $1,296,347.64 EXHIBIT A Docusign Envelope ID: D2830CFD-CD9E-43D1-A75D-F893D20438D0 04/04/202505/07/2025 City Manager Certificate Of Completion Envelope Id: D2830CFD-CD9E-43D1-A75D-F893D20438D0 Status: Completed Subject: Please DocuSign: City Council Contract 6590-097 Ryan Road Design Amendment 2 Source Envelope: Document Pages: 7 Signatures: 7 Envelope Originator: Certificate Pages: 6 Initials: 1 Erica Garcia AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) 901B Texas Street Denton, TX 76209 erica.garcia@cityofdenton.com IP Address: 198.49.140.104 Record Tracking Status: Original 4/4/2025 9:26:38 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: 198.49.140.104 Sent: 4/4/2025 9:33:00 AM Viewed: 4/4/2025 9:34:12 AM Signed: 4/4/2025 9:34:35 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: 198.49.140.104 Sent: 4/4/2025 9:34:36 AM Viewed: 4/4/2025 11:22:06 AM Signed: 4/4/2025 11:22:36 AM 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: 4/4/2025 11:22:38 AM Viewed: 4/4/2025 4:44:26 PM Signed: 4/4/2025 4:46:02 PM Electronic Record and Signature Disclosure: Not Offered via Docusign Scott Arnold Scott.arnold@kimley-horn.com Vice President Kimley-Horn and Associates, Inc. Security Level: Email, Account Authentication (None) Signature Adoption: Uploaded Signature Image Using IP Address: 108.147.171.29 Signed using mobile Sent: 4/4/2025 4:46:04 PM Viewed: 4/4/2025 5:02:45 PM Signed: 4/4/2025 5:03:15 PM Electronic Record and Signature Disclosure: Accepted: 3/27/2020 10:55:11 AM ID: a1f38400-e5cc-4b57-8548-4dd7e031355d Signer Events Signature Timestamp Seth Garcia seth.garcia@cityofdenton.com Interim Director of Capital Projects Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 107.77.199.25 Signed using mobile Sent: 4/4/2025 5:03:17 PM Viewed: 4/4/2025 5:08:23 PM Signed: 4/4/2025 5:08:55 PM Electronic Record and Signature Disclosure: Accepted: 4/4/2025 5:08:23 PM ID: 7811dc15-08c6-4bef-a2a4-b1caf2591e12 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: 4/4/2025 5:08:58 PM Viewed: 5/7/2025 9:34:31 AM Signed: 5/7/2025 9:35:21 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: 5/7/2025 9:35:23 AM Viewed: 5/7/2025 9:36:05 AM Signed: 5/7/2025 9:36:13 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: 5/7/2025 9:36:15 AM Viewed: 5/7/2025 11:10:02 AM Signed: 5/7/2025 11:10:59 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: 4/4/2025 9:34:37 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: 4/4/2025 5:08:57 PM Viewed: 4/7/2025 11:12:21 AM Electronic Record and Signature Disclosure: Not Offered via Docusign City Secretary Office citysecretary@cityofdenton.com Security Level: Email, Account Authentication (None) Sent: 5/7/2025 11:11:01 AM Electronic Record and Signature Disclosure: Not Offered via Docusign Sheldon Gatewood sheldon.gatewood@cityofdenton.com Security Level: Email, Account Authentication (None) Sent: 5/7/2025 11:11:02 AM Electronic Record and Signature Disclosure: Accepted: 5/7/2025 10:59:04 AM ID: 3958c9e6-93ac-4788-8695-779d02b555df Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 4/4/2025 9:33:00 AM Certified Delivered Security Checked 5/7/2025 11:10:02 AM Signing Complete Security Checked 5/7/2025 11:10:59 AM Completed Security Checked 5/7/2025 11:11:02 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. 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