PSA Engineering Services SW Permit Amendment-6097-Award/Ordinance/Pricing
Docusign City Council T ransmittal Coversheet
File Name
Purchasing Contact
City Council Target Date
Granicus #
Ordinance #
DocuSign Envelope ID: A1E17B1F-EBD5-432B-BB54-A53109A49178
6097
Rebecca Hunter
Parkhill Smith & Cooper - Engineering Services for SW Permit Amendment
4/5/2016
FILE
Page 1
FILE 6097 – Parkhill Smith & Cooper
PROFESSIONAL SERVICES AGREEMENT
FOR ARCHITECT OR ENGINEER
(FILE 6097 )
THIS AGREEMENT is made and entered into on ____________________________, by and between
the City of Denton, Texas, a Texas municipal corporation, with its principal office at 215 East McKinney Street,
Denton, Denton County, Texas 76201, hereinafter called “Owner” and PARKHILL SMITH & COOPER , with
its corporate office at 4222 85 TH STREET, LUBBOCK, TEXAS 79423 hereinafter called “Design
Professional,” acting herein, by and through their duly authorized representatives.
In consideration of the covenants and agreements herein contained, the parties hereto do mutually agree as
follows:
SECTION 1
EMPLOYMENT OF DESIGN PROFESSIONAL
The Owner hereby contracts with the Design Professional, a licensed Texas architect or engineer, as an
independent contractor. The Design Professional hereby agrees to perform the services as described herein and
in the Proposal, the General Conditions, and other attachments to this Agreement that are referenced in Section
3, in connection with the Project. The Project shall include Permit Amendment submittal to the Texas
Commission of Environmental Quality (TCEQ) for MSW Permit 1590B .
SECTION 2
COMPENSATION
The Owner shall compensate the Design Professional as follows:
2.1 BASIC SERVICES
For Basic Services the total compensation shall not exceed $274,150 .
2.2 ADDITIONAL SERVICES
See fee schedule , included in Exhibit A . These services shall be included in the not -to -exceed amount above.
2.3 REIMBUR SABLE EXPENSES
Reimbursable Expenses shall be included in the not -to -exceed amount above .
DocuSign Envelope ID: A1E17B1F-EBD5-432B-BB54-A53109A49178
April 5, 2016
Page 2
FILE 6097 – Parkhill Smith & Cooper
SECTION 3
ENTIRE AGREEMENT
This Agreement includes this executed agreement and the following documents all of which are attached hereto and
made a part hereof by reference as if fully set forth herein:
1. City of Denton General Conditions to Agreement for Engineering Services.
2. Exhibit A – Proposal from Parkhill Smith & Cooper, dated March 8 , 201 6 .
This Agreement is signed by the parties hereto effecti ve as of the date first above written.
CITY OF DENTON
BY:__________________________
GEORGE C. CAMPBELL
CITY MANAGER
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY: __________________________________
APPROVED AS TO LEGAL F ORM:
ANITA BURGESS, CITY ATTORNEY
BY: __________________________________
PARKHILL SMITH & COOPER, INC.
BY:__________________________
Authorized Signature
DocuSign Envelope ID: A1E17B1F-EBD5-432B-BB54-A53109A49178
Page 3
FILE 6097 – Parkhill Smith & Cooper
CITY OF DENTON
GENERAL CONDITIONS
TO
AGREEMENT FOR ENGINEERING SERVICES
ARTICLE 1. ARCHITECT OR ENGINEER'S RESPONSIBILITIES
1.1 The Architect or Engineer's services consist of those services for the Project (as defined in the agreement (the “Agreement”) and proposal (the “Proposal”) to which these
Ge neral Conditions are attached) performed by the Architect or Engineer (hereinafter called the “Design Professional”) or Desig n Professional's employees and consultants as
enumerated in Articles 2 and 3 of these General Conditions as modified by the Agreeme nt and Proposal (the “Services”).
1.2 The Design Professional will perform all Services as an independent contractor to the prevailing professional standards consi stent with the level of care and skill ordinarily
exercised by members of the same professi on currently practicing in the same locality under similar conditions, including reasonable, informed judgments and prompt ti mely
actions (the “Degree of Care”). The Services shall be performed as expeditiously as is consistent with the Degree of Care nec e ssary for the orderly progress of the Project.
Upon request of the Owner, the Design Professional shall submit for the Owner's approval a schedule for the performance of th e Services which may be adjusted as the Project
proceeds, and shall include allow a nces for periods of time required for the Owner's review and for approval of submissions by author ities having jurisdiction over the Project.
Time limits estab lished by this schedule and approved by the Owner shall not, except for reasonable cause, be e xceeded by the Design Professional or Owner, and any
adjustments to this schedule shall be mutually acceptable to both parties.
ARTICLE 2 SCOPE OF BASIC SERVICES
2.1 BASIC SERVICES DEFINED The Design Professional’s Basic Services consist of those de s crib ed in Sections 2.2 through 2.6 of these General Conditions and include
without limi tation normal structural, civil, mechanical and electrical engineering services and any other engineering services necessary to produce a complete and accurate set of
Construction Documents, as described by and required in Section 2.4. The Basic Services may be modified by the Agreement.
2.2 SCHEMATIC DESIGN PHASE
2.2.1 The Design Professional, in consultation with the Owner, shall develop a written program for t he Project to ascertain Owner's needs and to establish the
requirements for the Project.
2.2.2 The Design Professional shall provide a preliminary evaluation of the Owner's program, construction schedule and construction budget requirements, each in
term s of the other, subject to the limita tions set forth in Subsection 5.2.1.
2.2.3 The Design Professional shall review with the Owner alter native approaches to design and construction of the Project.
2.2.4 Based on the mutually agreed -upon program, sch e dule and construction budget requirements, the Design Professional shall prepare, for approval by the Owner,
Schematic Design Documents consisting of drawings and other documents illustrating the scale and re la tion ship of Project components. The Sche matic Design shall
contemplate compliance with all applicable laws, statutes, ordinances, codes and regulations.
2.2.5 The Design Professional shall submit to the Owner a prelimi nary detailed estimate of Construction Cost based on current area, volume o r other unit costs and
which indicates the cost of each category of work involved in constructing the Project and estab lishes an elapsed time factor for the period of time from the
commencement to the completion of construction.
2.3 DESIGN DEVELOPMENT P HASE
2.3.1 Based on the approved Schematic Design Documents and any adjustments authorized by the Owner in the program, sche dule or construction budget, the Design
Professional shall prepare for approval by the Owner, Design Development Documents consis ting of drawings and other documents to fix and describe the size and
character of the Project as to architectural, structural, mechanical and electrical systems, materials and such other element s as may be appropriate, which shall comply
with all applicab le laws, statutes, ordinances, codes and regulations. Notwithstanding Owner's approval of the documents, Design Professional represents that the
Documents and specifications will be suf ficient and adequate to fulfill the purposes of the Project.
2.3.2 The Design Professional shall advise the Owner of any adjust ments to the preliminary estimate of Construction Cost in a further Detailed Statement as described
in Section 2.2.5.
2.4 CONSTRUCTION DOCUMENTS PHASE
2.4.1 Based on the approved Design Develo pment Documents and any further adjustments in the scope or quality of the Pro ject or in the construction budget
authorized by the Owner, the Design Professional shall prepare, for approval by the Owner, Construction Documents consisting of Drawings and S pecifications set ting
forth in detail requirements for the construction of the Pro ject, which shall comply with all applicable laws, statutes, ordinances, codes and regulations.
2.4.2 The Design Professional shall assist the Owner in the prepa ration o f the necessary bidding or procurement information, bidding or procurement forms, the
Conditions of the contract, and the form of Agreement between the Owner and contractor.
2.4.3 The Design Professional shall advise the Owner of any adjustments to previ ous preliminary estimates of Construction Cost indicated by changes in requirements
or general market conditions.
2.4.4 The Design Professional shall assist the Owner in connection with the Owner's responsibility for filing documents required fo r the app roval of governmental
authorities having jurisdic tion over the Project.
2.5 CONSTRUCTION CONTRACT PROCUREMENT
2.5.1 The Design Professional, following the Owner's approval of the Construction Documents and of the latest preliminary detailed estimate o f Construction Cost,
shall assist the Owner in procuring a construction contract for the Project through any procurement method that is legally ap plicable to the Project including without
DocuSign Envelope ID: A1E17B1F-EBD5-432B-BB54-A53109A49178
Page 4
FILE 6097 – Parkhill Smith & Cooper
limitation, the competitive sealed bidding process. Although the Ow ner will consider the advice of the Design Professional, the award of the construction contract is in
the sole discretion of the Owner.
2.5.2 If the construction contract amount for the Project exceeds the total construction cost of the Project as set fo rth in the approved Detailed Statement of Probable
Con struc tion Costs of the Project submitted by the Design Professional, then the Design Professional, at its sole cost and expense, w ill revise the Con struc tion
Documents as may be required by the Owne r to reduce or modify the quantity or quality of the work so that the total construction cost of the Project will not exceed
the total construction cost set forth in the approved Detailed Statement of Probable Construction Costs.
2.6 CONSTRUCTION PHASE - ADMINISTRATION OF THE CONSTRUCTION CONTRACT
2.6.1 The Design Professional's responsibility to provide Basic Ser vices for the Construction Phase under this Agreement commences with the award of the Contract
for Construction and ter m inates at the i ssu ance to the Owner of the final Certificate for Payment, unless ex tended under the terms of Subsection 8.3.2.
2.6.2 The Design Professional shall provide detailed administration of the Contract for Construction as set forth below. For design professi onals the administration
shall also be in accordance with AIA document A201, General Conditions of the Con tract for Con struc tion, current as of the date of the Agree ment as may be
amended by the City of Denton special conditions, unless other wise pro vided in the Agreement. For engineers the administration shall also be in accordance with the
Standard Specifications for Public Works Construction by the North Central Texas Council of Governments, current as of the da te of the Agree ment, unless other wise
provided in the Agreement.
2.6.3 Construction Phase duties, responsibilities and limit a tions of authority of the Design Professional shall not be restricted, modi fied or extended without written
agreement of the Owner and Design Professional.
2 .6.4 The Design Professional shall be a representative of and shall advise and consult with the Owner (1) during construction, and (2) at the Owner's direction from
time to time during the cor rection, or warranty period described in the Contract for Con struc tion. The Design Professional shall have author ity to act on behalf of the
Owner only to the extent pro vided in the Agreement and these General Conditions, unless otherwise modified by written instrument.
2.6.5 The Design Professional shall obse rve the construction site at least one time a week, while construction is in progress, and as reasonably necessary while
construction is not in progress, to become familiar with the progress and quality of the work completed and to determine if t he work is being performed in a manner
indicating that the work when completed will be in accord ance with the Contract Documents. Design Professional shall provide Owner a written report subsequent to
each on -site visit. On the basis of on -site observations the D esign Professional shall keep the Owner informed of the pro gress and quality of the work, and shall
exercise the Degree of Care and dili gence in discovering and promptly reporting to the Owner any observable defects or deficiencies in the work of C ontractor or any
sub con trac tors. The Design Professional represents that he will follow Degree of Care in perform ing all Services under the Agreement. The Design Professional shall
promptly cor rect any defective designs or specifica tions furnished by the Design Professional at no cost to the Owner. The Owner's approval, ac cep tance, use of or
payment for all or any part of the Design Professional's Services hereunder or of the Project itself shall in no way alter th e Design Professional's obligat ions or the
Owner's rights here under.
2.6.6 The Design Professional shall not have control over or charge of and shall not be responsible for construction means, methods , tech niques, sequences or
procedures, or for safety precautions and pro grams in c onnection with the work. The Design Professional shall not be responsible for the Contractor's schedules or
failure to carry out the work in accordance with the Contract Documents except insofar as such failure may result from Design Professional's neglig ent acts or omis -
sions. The Design Professional shall not have control over or charge of acts or omis sions of the Contractor, Subcontractors, or their agents or em ploy ees, or of any
other persons performing portions of the work.
2.6.7 The Design Prof essional shall at all times have access to the work wherever it is in preparation or progress.
2.6.8 Except as may otherwise be provided in the Contract Docu ments or when direct communications have been specially author ized, the Owner and Contractor
sh all communicate through the Design Professional. Communications by and with the Design Professional's consultants shall be t hrough the Design Professional.
2.6.9 Based on the Design Professional's observations at the site of the work and evaluations of the Contractor's Applications for Payment, the Design Professional
shall review and certify the amounts due the Contrac tor.
2.6.10 The Design Professional's certification for payment shall consti tute a representation to the Owner, based on the Design P rofessional 's obser vations at the site as
provided in Subsection 2.6.5 and on the data comprising the Contractor's Application for Payment, that the work has progresse d to the point indi cated and that the
quality of the Work is in accordance with the Co ntract Documents. The fore going representations are subject to minor deviations from the Con tract Documents cor -
rectable prior to completion and to specific qualifications expressed by the Design Professional. The issuance of a Certi ficate for Payment shall further constitute a
representation that the Contractor is entitled to payment in the amount certified. However, the issuance of a Certificate fo r Payment shall not be a represen tation that
the Design Professional has (1) reviewed construc tion me ans, methods, techniques, sequen ces or procedures, or (2) ascertained how or for what purpose the Contractor
has used money previously paid on account of the Contract Sum.
2.6.11 The Design Professional shall have the responsibility and author ity to re ject work which does not conform to the Contract Docu ments. Whenever the Design
Professional considers it necessary or advisable for implementation of the intent of the Contract Docu ments, the Design Professional will have authority to require
addi tion al inspection or testing of the work in accordance with the pro visions of the Con tract Documents, whether or not such Work is fabricated, installed or
completed. However, neither this authority of the Design Professional nor a decision made in good fait h either to exercise or not exercise such authority shall give rise
to a duty or re sponsi bility of the Design Professional to the Contractor, Subcontractors, material and equipment suppliers, their agents or employ ees or other persons
performing portions of the work.
2.6.12 The Design Professional shall review and approve or take other appropriate action upon Contractor's submittals such as Shop D raw ings, Product Data and
Samples for the purpose of (1) de termining compliance with applicable laws, stat utes, ordinances and codes; and (2) determining whether or not the work, when
completed, will be in compliance with the requirements of the Contract Documents. The Design Professional shall act with suc h reason able promptness to cause no
delay in the wor k or in the con struction of the Owner or of sepa rate contractors, while al lowing sufficient time in the Design Professional's professional judg ment to
permit adequate review. Review of such submittals is not conducted for the purpose of determining th e accuracy and completeness of other details such as dimensions
and quantities or for substantiating instructions for installation or perfor mance of equipment or systems designed by the Con tractor, all of which remain the
responsibility of the Contrac to r to the extent required by the Contract Documents. The Design Professional's review shall not constitute approval of safety precautions
or, unless otherwise specifically stated by the Design Professional, of con struc tion means, meth ods, techniques, se quences or procedures. The Design Professional's
approval of a specific item shall not indicate approval of an assembly of which the item is a component. When professional c ertification of performance characteristics
DocuSign Envelope ID: A1E17B1F-EBD5-432B-BB54-A53109A49178
Page 5
FILE 6097 – Parkhill Smith & Cooper
of materials, systems or equipment is required by the Contract Documents, the Design Professional shall be entitled to rely upon such certification to establish th at the
materials, systems or equipment will meet the performance criteria required by the Contract Documents.
2.6.13 The Design Professional shall prepare Change Orders and Con struc tion Change Directives, with supporting documentation and data if deemed necessary by
the Design Professional as provided in Subsections 3.1.1 and 3.3.3, for the Owner's approval and exe cution in acco r dance with the Contract Documents, and may
authorize minor changes in the work not involving an adjustment in the Contract Sum or an extension of the Contract Time whic h are not inconsistent with the intent
of the Contract Documents.
2.6.14 On behalf o f the Owner, the Design Professional shall conduct inspections to determine the dates of Substantial Completion and Final Com pletion, and if
requested by the Owner shall issue Certificates of Substan tial and Final Completion. The Design Professional will receive and review written guarantees and related
documents required by the Contract for Construction to be assembled by the Contractor and shall issue a final certificate for Payment upon compliance with the
requirements of the Contract Documents.
2.6.1 5 The Design Professional shall interpret and provide recommendations on matters concerning performance of the Owner and Con tractor under the requirements
of the Contract Documents on written request of either the Owner or Contractor. The Design Profess ional's response to such requests shall be made with reasonable
promptness and within any time limits agreed upon.
2.6.16 Interpretations and decisions of the Design Professional shall be consistent with the intent of and reasonably inferable from the Co n tract Documents and shall
be in writing or in the form of draw ings. When making such interpretations and initial decisions, the Design Professional shall endeavor to secure faithful per formance
by both Owner and Contractor, and shall not be liable for results or interpre tations or decisions so rendered in good faith in accor dance with all the provisions of this
Agreement and in the absence of negligence.
2.6.17 The Design Professional shall render written decisions within a reasonable time on all c laims, disputes or other matters in ques tion between the Owner and
Contractor relating to the exe cution or progress of the work as provided in the Contract Documents.
2.6.18 The Design Professional (1) shall render services under the Agree ment in acco rdance with the Degree of Care; (2) will reimburse the Owner for all damages
caused by the defective designs the Design Professional prepares; and (3) by acknowledging pay ment by the Owner of any fees due, shall not be released from any
rights the Owner m ay have under the Agreement or diminish any of the Design Professional's obligations thereunder.
2.6.19 The Design Professional shall provide the Owner with four sets of reproducible prints showing all significant changes to the Con struction Documents d uring
the Construction Phase.
ARTICLE 3 ADDITIONAL SERVICES
3.1 GENERAL
3.1.1 The services described in this Article 3 are not includ ed in Basic Services unless so identified in the Agreement or Proposal, and they shall be paid for by the
Owner as p rovided in the Agreement, in addition to the compensation for Basic Services. The services described under Sections 3.2 and 3.4 shall only be provided if
authorized or confirmed in writing by the Owner. If services de scribed under Contingent Additional Services in Section 3.3 are required due to circumstances beyond
the Design Professional 's control, the Design Professional shall notify the Owner in writing and shall not commence such additional services until it receives written
approval from the Owner to proceed. If the Owner indicates in writing that all or part of such Con tingent Additional Services are not required, the Design Professional
shall have no obligation to provide those services. Owner will be responsible for compensating the Design Pro fessional for Contingent Addi tion al Services only if
they are not required due to the negligence or fault of Design Professional .
3.2 PROJECT REPRESENTATION BEYOND BASIC SERVICES
3.2.1 If more extensive representation at the site than is described in Subsection 2.6.5 is required, the Design Professional shall provide one or more Project
Representatives to assist in carrying out such additional on -site responsibilities.
3.2.2 Project Representatives shall be selected, employed and directed by the Des ign Professional , and the Design Professional shall be com pensated therefor as
agreed by the Owner and Design Professional .
3.3 CONTINGENT ADDITIONAL SERVICES
3.3.1 M aking material revisions in Drawings, Specifications or other documents when such r evisions are:
1. inconsistent with approvals or instructions pre viously given by the Owner, including revi sions made necessary by adjustments in the Owner's
program or Project bud get;
2. required by the enactment or revision of codes, laws or regu lations subsequent to the preparation of such docu ments, or
3. due to changes required as a result of the Owner's fail ure to render decision in a timely manner.
3.3.2 Providing services required because of significant changes in the Project includi ng, but not limited to, size, qual ity, complexity, or the Owner's schedule, except
for services required under Subsection 2.5.2.
3.3.3 Preparing Drawings, Specifications and other documen ta tion and supporting data, and providing other services in c onnec tion with Change Orders and
Construction Change Direc tives.
3.3.4 Providing consultation concerning replacement of work damaged by fire or other cause during construction, and fur nish ing services required in connection with
the replacement of su ch work.
3.3.5 Providing services made necessary by the default of the Contractor, by major defects or deficiencies in the work of the Con tractor, or by failure of performance
of either the Owner or Contractor under the Contract for Construction.
DocuSign Envelope ID: A1E17B1F-EBD5-432B-BB54-A53109A49178
Page 6
FILE 6097 – Parkhill Smith & Cooper
3.3.6 Providing services in evaluating an extensive number of claims submitted by the Contractor or others in connection with the w ork.
3.3.7 Providing services in connection with a public hear ing, arbitration proceeding or legal proceeding except where the Design Professional is party thereto.
3.3.8 Providing services in addition to those required by Article 2 for preparing documents for alternate, separate or sequen tial bids or providing services in connection
with bidding or con struction prior to the completion of the Construc tion Doc uments Phase.
3.3.9 Notwithstanding anything contained in the Agreement, Proposal or these General Conditions to the contrary, all services descr ibed in this Article 3 that are
caused or necessitated in whole or in par t due to the negligent act or omission of the Design Professional shall be performed by the Design Professional as a part of the
Basic Services under the Agreement with no additional compensation above and beyond the compensation due the Design Professio na l for the Basic Services. The
intervening or concurrent negligence of the Owner shall not limit the Design Professional’s obligations under this Subsection 3.3.9.
3.4 OPTIONAL ADDITIONAL SERVICES
3.4.1 Providing financial feasibility or other special stud ies.
3.4.2 Providing planning surveys, site evaluations or com par a tive studies of prospective sites.
3.4.3 Providing special surveys, environmental studies and sub missions required for approvals of governmental auth orities or others having jurisdiction over the
Project.
3.4.4 Providing services relative to future facilities, sys tems and equipment.
3.4.5 Providing services to investigate existing condi tions or facilities or to make measured drawings thereof.
3.4.6 Providing services to verify the accuracy of draw ings or other information furnished by the Owner.
3.4.7 Providing coordination of construction performed by sep arate contractors or by the Owner's own forces and coordina tion of services required in connection with
constr uction per formed and equipment supplied by the Owner.
3.4.8 Providing detailed quantity surveys or inventories of material, equipment and labor.
3.4.9 Providing analyses of operating and maintenance costs.
3.4.10 Making investigations, inventories of materials or equip ment, or valuations and detailed appraisals of existing facilities.
3.4.12 Providing assistance in the utilization of equip ment or systems such as testing, adjusting and balancing, prepara tion of operation and maintenance manuals ,
training personnel for operation and maintenance and consultation during opera tion.
3.4.13 Providing interior design and similar services re quired for or in connection with the selection, procurement or installa tion of furniture, furnishings and rel ated
equipment.
3.4.14 Providing services other than as provided in Section 2.6.4, after issuance to the Owner of the final Certificate for Payment and expiration of the Warranty
period of the Contract for Construction.
3.4.15 Providing services of con sultants for other than archi tectural, civil, structural, mechanical and electrical engineering por tions of the Project provided as a part of
Basic Services.
3.4.16 Providing any other services not otherwise included in this Agreement or not customaril y furnished in accordance with gen erally accepted architectural
practice.
3.4.17 Preparing a set of reproducible record drawings in addition to those required by Subsection 2.6.19, showing significant chang es in the work made during con -
struc tion based on marked -up prints, drawings and other data fur nished by the Contrac tor to the Design Professional.
3.4.18 Notwithstanding anything contained in the Agreement, Proposal or these General Conditions to the contrary, all services descr ibed in this Arti cle 3 that are
caused or necessitated in whole or in part due to the negligent act or omission of the Design Professional shall be performed by the Design Professional as a part of the
Basic Services under the Agreement with no additional compensation abov e and beyond the compensation due the Design Professional for the Basic Services. The
intervening or concurrent negligence of the Owner shall not limit the Design Professional’s obligations under this Subsection 3.4.18.
ARTICLE 4 OWNER'S RESPONSIBILITI ES
4.1 The Owner shall consult with the Design Professional regarding re quirements for the Project, including (1) the Owner's objec tives, (2) schedule and design
constraints and criteria, in cluding space requirements and relationships, flexibility, e xpendability, special equipment, systems and site requirements, as more speci -
fically described in Subsection 2.2.1.
4.2 The Owner shall establish and update an overall budget for the Project, including the Construction Cost, the Owner's other co sts and reasonable contingencies
related to all of these costs.
4.3 If requested by the Design Professional , the Owner shall furnish evidence that financial arrangements have been made to fulfill the Owner's obligations under this
Agreement.
4.4 The Owner shal l designate a representative authorized to act on the Owner's behalf with respect to the Project. The Owner or such authoriz ed representative shall
render decisions in a time ly manner pertaining to documents submitted by the Design Professional in order to avoid unreasonable delay in the orderly and sequential
progress of the Design Professional 's services.
DocuSign Envelope ID: A1E17B1F-EBD5-432B-BB54-A53109A49178
Page 7
FILE 6097 – Parkhill Smith & Cooper
4.5 Where applicable, the Owner shall furnish surveys describing physical char acteristics, legal limitations and utility locations for the site of the Project, and a written
legal description of the site. The surveys and legal information shall include, as ap plicable, grades and lines of streets, alleys, pavements and adjoining property and
structures; adjacent drainage; rights -of -way, restriction s, ease ments, encroachments, zoning, deed restrictions, boundaries and contours of the site; locations,
dimensions and necessary data pertaining to existing buildings, other improvements and trees; and information concerning avai l able utility services an d lines, both
public and private, above and below grade, including inverts and depths. All the infor mation on the survey shall be referenced to a project bench mark.
4.6 Where applicable, the Owner shall furnish the services of geotechnical engineers w hen such services are requested by the Design Professional . Such services may
include but are not limited to test borings, test pits, determinations of soil bearing values, percolation tests, evaluations of hazardous materials, ground corrosion and re -
sis ti vi ty tests, including necessary operations for antici pating sub -soil conditions, with reports and appropriate professional recommenda tions.
4.6.1 The Owner shall furnish the services of other consul tants when such services are reasonably required by the scope of the Project and are requested by the Design
Professional and are not re tained by the Design Professional as part of its Basic Services or Additional Services.
4.7 When not a part of the Additional Services, the Owner shall furnish struct ural, mechanical, chemical, air and water pollution tests, tests of hazardous mate rials,
and other laboratory and environmental tests, inspec tions and reports required by law or the Contract Documents.
4.8 The Owner shall furnish all legal, accounting and insur ance counseling services as may be necessary at any time for the Project, including auditing services the
Owner may require to verify the Contractor's Applications for Payment or to ascertain how or for what purposes the Contractor has used the m oney paid by or on
behalf of the Owner.
4.9 The services, information, surveys and reports required by Owner under Sections 4.5 through 4.8 shall be furnished at the Own er's ex pense, and the Design
Professional shall be entitled to rely upon the ac cur acy and completeness thereof in the absence of any negli gence on the part of the Design Professional .
4.10 The Owner shall give prompt written notice to the Design Professional if the Owner becomes aware of any fault or defect in the Pro ject or nonconf ormance with
the Contract Documents.
4.11 Design Professional shall propose language for certificates or cer t i fi cations to be requested of the Design Professional or Design Professional 's consul tants and
shall submit such to the Owner for review and approval at least fourteen (14) days prior to execution. The Owner agrees not to request certifications that would require
knowledge or services beyond the scope of the Agreement.
ARTICLE 5 CONSTRUCTION COST
5.1 CONSTRUCTION COST DEFINED
5.1.1 The Construction Cost shall be the total cost or esti mated cost to the Owner of all elements of the Project designed or specified by the Design Professional.
5.1.2 The Construction Cost shall include the cost at cur rent market rates of labor and materials furnished by the Owner and equipment designed, specified, selected or
specially pro vided for by the Design Professional, plus a reasonable allowance for the Contractor's overhead and profit. In addition, a r eason able allowance for con -
tingencies shall be included for market condi tions at the time of bidding and for changes in the work during construction.
5.1.3 Construction Cost does not include the compensation of the Design Professional and Design Professional's consultants, the cos ts of the land, rights -of -way,
financing or other costs which are the res ponsi bili ty of the Owner as provided in Article 4.
5.2 RESPONSIBILITY FOR CONSTRUCTION COST
5.2.1 Evaluations of the Owner's Project budget, pre liminary estimates of Construction Cost and de tailed estimates of Con struc tion Cost prepared by the Design
Professional repre sent the Design Professional's best judgment as a design professional familiar with the construction industry. It is recogni zed, however, that neither
the Design Profession al nor the Owner has control over the cost of labor, materials or equipment, over the Con tractor's methods of deter mining bid prices, or over
competitive bidding or market con ditions. Accordingly, the Design Professional cannot and does not war rant o r represent that bids or cost proposals will not vary
from the Owner's Pro ject budget or from any estimate of Construction Cost or evalu a tion prepared or agreed to by the Design Professional.
5.2.2 No fixed limit of Construction Cost shall be estab li shed as a condition of the Agreement by the furnishing, pro posal or establishment of a Project budget, unless
such fixed limit has been agreed upon in writing and signed by the parties thereto. If such a fixed limit has been establish ed, the Design Profe ssional shall be permit ted
to include contingencies for design, bid ding and price escala tion, to determine what mate rials, equip ment, component systems and types of construc tion are to be
included in the Contract Documents, to make reason able ad jus t ments in the scope of the Project and to include in the Contract Docu ments alternate bids to adjust the
Construc tion Cost to the fixed limit. Fixed limits, if any, shall be increased in the amount of an increase in the Contract Sum occu rring after exe cution of the Contract
for Construction.
5.2.3 If the Procurement Phase has not com menced within 90 days after the Design Professional submits the Construction Documents to the Owner, any Project
budget or fixed limit of Construction Cost shall be adjus ted to reflect changes in the general level of prices in the construction industry between the date of sub mission
of the Construction Documents to the Owner and the date on which proposals are sought.
ARTICLE 6 OWNERSHIP AND USE OF DOCUMENTS
6.1 The Drawings, Specifications and other documents pre pared by the Design Professional for this Project are instruments of the Design Professional 's service and shall
become the property of the Owner upon termination or completion of the Agreement. The Design P rofessional is entitled to retain copies of all such documents. Such
documents are intended only be applicable to this Project, and Owner’s use of such documents in other projects shall be at Ow ner’s sole risk and expense. In the event the
Owner uses any of the information or materials developed pursuant to the Agreement in another project or for other purposes than are specifi ed in the Agreement, the Design
Professional is released from any and all liability relating to their use in that project
6.2 Su bmission or distribution of documents to meet official regulatory requirements or for similar purposes in connection with the Project is not to be construed as publica tion
in dero gation of the Design Professional's reserved rights.
DocuSign Envelope ID: A1E17B1F-EBD5-432B-BB54-A53109A49178
Page 8
FILE 6097 – Parkhill Smith & Cooper
ARTICLE 7 TERMINATIO N, SUSPENSION OR ABANDONMENT
7.1 The Design Professional may terminate the Agreement upon not less than thirty days written notice should the Owner fail sub stan tially to perform in accordance with the
terms of the Agree ment through no fault of the Des ign Professional. Owner may terminate the Agreement or any phase thereof with or without cause upon thirty (30) days
prior written notice to the Design Professional. All work and labor being performed under the Agreement shall cease immediate ly upon Desig n Professional’s receipt of such
notice. Before the end of the thirty (30) day period, Design Professional shall invoice the Owner for all work it satisfacto rily per form ed prior to the receipt of such notice. No
amount shall be due for lost or anticipa ted profits. All plans, field surveys, and other data related to the Project shall become property of the Owner upon termina tion of the
Agreement and shall be prompt ly delivered to the Owner in a reasonably organized form. Should Owner subsequently cont ract with a new Design Professional for con tinuation
of services on the Project, Design Professional shall coop erate in providing information.
7.2 If the Project is suspended by the Owner for more than 30 consecutive days, the Design Professional sha ll be compensated for services satisfactorily performed prior to
notice of such suspension. When the Project is resumed, the Design Professional's compensation shall be equitably adjusted t o provide for expenses incurred in the interruption
and resump tio n of the Design Professional's services.
7.3 The Agreement may be terminated by the Owner upon not less than seven days written notice to the Design Professional in the e vent that the Project is permanently
abandoned. If the Pro ject is abandoned by the Owner for more than 90 consecutive days, the Design Professional or the Owner may terminate the Agreement by giving written
notice.
7.4 Failure of the Owner to make payments to the Design Professional for work satisfactorily completed in accordance with the Agreement shall be considered substantial non -
performance and cause for termination.
7.5 If the Owner fails to make payment to Design Professional within thirty (30) days of receipt of a statement for services prop er ly and satisfactorily performed, the Design
Professional may, upon seven days written notice to the Owner, suspend performance of services under the Agree ment.
7.6 In the event of termination not the fault of the Design Professional, the Design Professional shall be compensated for services properly and satisfactorily performed prior to
termination.
ARTICLE 8 PAYMENTS TO THE DESIGN PROFESSIONAL
8.1 DIRECT PERSONNEL EXPENSE
8.1.1 Direct Personnel Expense is defined as the direct sala ries of the Design Professional's personnel engaged on the Project and the portion of the cost of their
mandatory and customary contri butions and benefits related thereto, such as employment taxes and other statutory employee benefits, insurance, sick leave, holi days,
vacations, pensions and simil ar contributions and benefits.
8.2 REIMBURSABLE EXPENSES
8.2.1 Reimbursable Expenses are in addition to compensa tion for Basic and Additional Services and include expenses incurred by the Design Professional and
Design Professional's employees and c on sultants in the interest of the Project, as identified in the following Clauses.
8.2.1.1 Expense of transportation in connection with the Pro ject; expenses in connection with authorized out -of -town travel; long -distance communications;
and fees paid for secur ing approval of authorities having jurisdiction over the Pro ject.
8.2.1.2 Expense of reproductions (except the reproduction of the sets of documents referenced in Subsection 2.6.19), postage and hand ling of Drawings,
Specifications and other d ocuments.
8.2.1.3 If authorized in advance by the Owner, expense of overtime work requiring higher than regular rates.
8.2.1.4 Expense of renderings, models and mock -ups requested by the Owner.
8.2.1.5 Expense of computer -aided design and drafting equipment time when used in connection with the Project.
8.2.1.6 Other expenses that are approved in advance in writing by the Owner.
8.3 PAYMENTS ON ACCOUNT OF BASIC SERVICES
8.3.1 Payments for Basic Services shall be made monthly and, where applic able, shall be in proportion to ser vices performed within each phase of service, on the
basis set forth in Section 2 of the Agreement and the schedule of work.
8.3.2 If and to the extent that the time initially estab lished in the Agreement is exceeded or extended through no fault of the Design Professional, compensation for any
services rendered during the additional period of time shall be computed in the manner set forth in Section 2 of the Agreeme nt.
8.3.3 When compensation is based on a percenta ge of Con struction Cost and any portions of the Project are deleted or otherwise not constructed, compensation for
those portions of the Project shall be payable to the extent services are per formed on those portions, in accordance with the schedule set forth in Section 2 of the
Agreement based on (1) the lowest bona fide bid or (2) if no such bid or proposal is received, the most recent preliminary es timate of Construction Cost or detailed
estimate of Construction Cost for such portions of the Project.
8.4 PAYMENTS ON ACCOUNT OF ADDITIONAL SERVICES
8.4.1 Payments on account of the Design Professional's Additional Ser vices and for Reimbursable Expenses shall be made monthly within 30 days after the
presentation to the Owner of the Design Professiona l's statement of services rendered or expenses incurred.
8.5 PAYMENTS WITHHELD No deductions shall be made from the Design Professional's com pensation on account of penalty, liquidated damages or other sums withheld
from payments to contractors, or on account of the cost of changes in the work other than those for which the Design Professional is responsible.
DocuSign Envelope ID: A1E17B1F-EBD5-432B-BB54-A53109A49178
Page 9
FILE 6097 – Parkhill Smith & Cooper
8.6 DESIGN PROFESSIONAL'S ACCOUNTING RECORDS Design Professional shall make available to Owner or Owner's authorized representative records of
Reimbursable Expenses and expenses pertain ing to Additional Services and services performed on the basis of a multiple of Direct Personnel Expense for inspec tion and
copying during regular business hours for three years after the date of the final Certif icate of Payment, or until any litigation related to the Project is final, whichever date is
later.
ARTICLE 9 INDEMNITY
9.1 The Design Professional shall indemnify and save and hold harmless the Owner and its officers, agents, and employees from and a gainst any and all liability,
claims, demands, damages, losses, and expenses, including, but not limited to court costs and reasonable attorney fees incurr ed by the Owner, and including, without
limitation, damages for bodily and personal injury, death and property damage, resulting from the negligent acts or omissions of the Design Professional or its officers,
shareholders, agents, or employees in the performance of the Agreement.
9.2 Nothing herein shall be construed to create a liability to any person who is not a party to the Agreement, and nothing herein shall waive any of the parties’ defenses,
both at law or equity, to any claim, cause of action, or litigation filed by anyone not a party to the Agreement, including t he defense of governmental immun ity, which
defenses are hereby expressly reserved.
ARTICLE 10 INSURANCE During the performance of the Services under the Agreement, Design Professional shall maintain the following insurance with a n
insurance company licensed or authorized to do busines s in the State of Texas by the State Insurance Commission or any successor agency that has a rating with Best
Rate Carriers of at least an A - or above:
10.1 Comprehensive General Liability Insurance with bodily injury limits of not less than $1,000,000 fo r each occurrence and not less than $2,000,000 in the aggregate,
and with property damage limits of not less than $100,000 for each occurrence and not less than $250,000 in the aggregate.
10.2 Automobile Liability Insurance with bodily injury limits of no t less than $500,000 for each person and not less than $500,000 for each accident, and with property
damage limits of not less than $100,000 for each accident.
10.3 Worker’s Compensation Insurance in accordance with statutory requirements, and Employers’ Liability Insurance with limits of not less than $100,000 for each
accident including occupational disease.
10.4 Professional Liability Insurance with limits of not less than $1,000,000 annual aggregate .
10.5 The Design Professional shall furnish insura nce certificates or insurance policies to the Owner evidencing insurance in compliance with this Article 10 at the time
of the execution of the Agreement. The General Liability and Automobile Liability insurance policies shall name the Owner as an additio nal insured, the Workers’
Compensation policy shall contain a waiver of subrogation in favor of the Owner, and each policy shall contain a provision th at such insurance shall not be canceled or
modified without thirty (30) days’ prior written notice to Own er and Design Professional. In such event, the Design Professional shall, prior to the effective date of the
change or cancellation, furnish Owner with substitute certificates of insurance meeting the requirements of this Article 10.
ARTICLE 11 MISCELLA NEOUS PROVISIONS
11.1 The Agreement shall be governed by the laws of the State of Texas. Venue of any suit or cause of action under the Agreement shall lie exclusively in Denton County,
Texas.
11.2 The Owner and Design Professional, respectively, bind them selves, their partners, successors, assigns and legal represen tatives to the other party to this Agreement and to
the partners, suc cessors, assigns and legal representatives of such other party with respect to all covenants of this Agreement. The D esign Professional shall not assign its
interests in the Agreement without the written consent of the Owner.
11.3 The term Agreement as used herein includes the executed Agreement, the Proposal, these General Conditions and other attachmen ts referenced i n Section 3 of the
Agreement which together represent the entire and integrated agree ment between the Owner and Design Professional and supersedes all prior negotiations, representations or
agreements, either written or oral. The Agreement may be amende d only by written instrument signed by both Owner and Design Professional. When interpreting the
Agreement the executed Agreement, Proposal, these General Conditions and the other attachments referenced in Section 3 of the Agreement shall to the extent th at is
reasonably possible be read so as to harmonize the provisions. However, should the provisions of these documents be in confl ict so that they can not be reasonably harmonized,
such documents shall be given priority in the following order:
1. The e xecuted Agreement
2. Attachments referenced in Section 3 of the Agreement other than the Proposal
3. These General Provisions
4. The Proposal
11.4 Nothing contained in the Agreement shall create a con tractual relationship with or a cause of act ion in favor of a third party against either the Owner or Design
Professional.
11.5 Upon receipt of prior written approval of Owner, the Design Professional shall have the right to include representations of t he design of the Project, including photograp hs
of the exte rior and interior, among the Design Professional’s promotional and professional materials. The Design Professional's materia ls shall not include the Owner's
confidential or proprietary information if the Owner has previously advised the Des ign Professional in writing of the specific infor ma tion con sidered by the Owner to be confi -
dential or proprietary. The Owner shall provide professional credit for the Design Professional on the con struc tion sign and in the promotional materials for the Project.
11.6 Approval by the Owner shall not constitute, nor be deemed a release of the responsibility and liability of the Design Profess ional, its employees, associates, agents,
subcontractors, and subconsultants for the accuracy and competency of their designs or other work; nor shall such approval be deemed to be an assumption of such
responsibility by the Owner for any defect in the design or other work prepared by the Design Professional, its employees, su bcontractors, agents, and consultants.
DocuSign Envelope ID: A1E17B1F-EBD5-432B-BB54-A53109A49178
Page 10
FILE 6097 – Parkhill Smith & Cooper
11.7 All notices, communications, and reports required or permitted under the Agreement shall be personally delivered or mailed to the respective parties by depositing
same in the United States mail to the address shown below signature block on the Agree ment, certified mail, return receipt requested, unless otherwise specified herein.
All notices shall be deemed effective upon receipt by the party to whom such notice is given, or within three (3) days after mailing.
11.8 If any provision of the Agreemen t is found or deemed by a court of competent jurisdiction to be invalid or unenforceable, it shall be considered severable fr om the
remainder of the Agreement and shall not cause the remainder to be invalid or unenforceable. In such event, the parties sha ll reform the Agreement to replace such
stricken provision with a valid and enforceable provision which comes as close as possible to expressing the intention of the stricken provision.
11.9 The Design Professional shall comply with all federal, state, a nd local laws, rules, regulations, and ordinances applicable to the work covered hereunder as they
may now read or hereinafter be amended during the term of this Agreement.
11.10 In performing the Services required hereunder, the Design Professional shal l not discriminate against any person on the basis of race, color, religion, sex,
national origin or ancestry, age, or physical handicap.
11.11 The captions of the Agreement are for informational purposes only, and shall not in any way affect the substan tive terms or conditions of the Agreement.
DocuSign Envelope ID: A1E17B1F-EBD5-432B-BB54-A53109A49178
AbileneAmarilloAustinEl PasoFriscoLas CrucesLubbockMidlandteam-psc.com
March 8, 2015
Vance Kemler, General Manager
Solid Waste and Recycling Services
1527 South Mayhill Road
Denton, Texas 76208
Re: Proposal for Municipal Solid Waste Engineering Services
City of Denton Solid Waste and Recycling Services
Landfill Permit Amendment
Dear Mr. Kemler:
Parkhill Smith & Cooper, Inc. (PSC) is pleased to present to you this Proposal for Municipal Solid
Waste Engineering Services to assist the City of Denton with the completion of the Permit
Amendment (Permit) to TCEQ for MSW Permit 1590B. Based on our recent meeting, I have
prepared this scope and fee proposal for PSC to assume responsibility for completion of the
Permit Amendment submittal to the Texas Commission of Environmental Quality (TCEQ).
Project Understanding and Assumptions
Our understanding of the Project goals and requirements are based on the following
information:
· At the present time, the Permit package is near completion.
· Current PSC staff member, Frank Pugsley, P.E., has continuously served and will
continue to serve as the Engineer of Record for this Project since inception.
· PSC will have the overall responsibility for completion of the submittal package, to the
TCEQ, through the efforts of our staff and the following subconsultants to be contracted
directly to PSC: Biggs and Matthews Environmental (Geology and Hydrogeology) and
Weaver Consultant Group (Landfill Gas and Air Permitting).
· PSC will provide coordination efforts with other consultants, who may be contracted
directly with the City or other parties, and who have a role in completing components of
the Permit.
· CP&Y, Inc. (CPY) and the City will reach an agreement for the transmittal of all Permit
related data, text, figures, calculations, etc. to PSC via the City, in the original editable
formats (e.g. AutoCAD, Microsoft Word, etc.).
EXHIBIT A
DocuSign Envelope ID: A1E17B1F-EBD5-432B-BB54-A53109A49178
Mr. Vance Kemler Page 2 March 8, 2016
Solid Waste and Recycling Services
Scope of Services
The Scope of Services includes the preparation of a complete Permit application package to
submit to TCEQ and other appropriate entities for review, and to receive, review, interpret, and
respond to all comments generated by TCEQ and other appropriate entities.
Task 1 - Permit Preparation Phase
PSC will receive the permit data transmitted to the City by CPY and modify the required
documents prior to submittal to TCEQ.
· Update all Permit sections with applicable current information relating to calendar year
2015 and TCEQ reporting year 2015.
· Coordinate the final Traffic Impact Analysis Report.
· Finalize and submit all required correspondence to relevant agencies including, but not
limited to: FAA, TPWD, USFWS, and TXDOT.
· Complete an investigation into the groundwater conditions surrounding Piezometer 11-M.
· Revise the Geology Report to reflect the findings related to Piezometer 11-M.
· Revise the Landfill Gas Management Plan based upon updated landfill waste receipt data.
· Compile all required Permit sections to form a complete package for submittal to TCEQ.
· Submit a review copy of Parts I and II of the Permit to the North Texas Council of
Governments to review for conformance with the Regional Solid Waste Plan
Deliverable: Completed Permit Amendment Submittal to TCEQ.
Task 2 - TCEQ Review Phase
PSC staff will serve as the Engineer of Record responsible for coordinating the response to all
questions and comments raised by TCEQ during the review process. PSC shall prepare
submittals for TCEQ in the following formats: eight printed copies, one electronic pdf copy.
· PSC will review and respond to TCEQ administrative comments to secure an
“administratively-complete” permit application.
· PSC will review, interpret, and present recommended responses to all TCEQ “Notice of
Deficiency” (NOD) questions and comments to City staff for review prior to submitting a
formal response. PSC will coordinate the input required from other consultants. To satisfy
TCEQ, NOD responses may require rewriting or redesign of certain aspects of proposed
facility.
· PSC staff will attend teleconference or in-person review meetings with City staff and other
consultants during the review period to discuss proposed responses.
· PSC will coordinate and prepare the formal response to TCEQ for each NOD and submit
the response to the City for authorized signatures. PSC expects two NODs and one
informal request for information, similar to an NOD.
· Following the final NOD, TCEQ will issue notification to the City that the Permit is
“technically complete.”
· PSC will assist the City with providing the required public notice to surrounding landowners
and those listed on the TCEQ mailing list.
Deliverables: Administratively-complete Permit Amendment Submittal, NOD responses, and
a technically-complete Permit Amendment.
EXHIBIT A
DocuSign Envelope ID: A1E17B1F-EBD5-432B-BB54-A53109A49178
Mr. Vance Kemler Page 3 March 8, 2016
Solid Waste and Recycling Services
Task 3 – Public Meetings
Hourly Time and Materials Basis
The Permit Amendment process will require City, TCEQ, and consultant staff to attend public
meetings, expected to be held in the Denton area. PSC staff will prepare exhibits and
documentation for presentation at the meeting(s), as well as attend and participate in each
meeting.
Task 4 - Contested Case Hearing Phase
(To be authorized if required, on an hourly time and materials basis)
If required, the Scope of Services for support during a Contested Case Hearing Process will be
prepared and negotiated.
Fee Proposal
PSC proposes to complete the Scope of Services for an estimated fee of $274,150.00 inclusive of
labor, expenses, and subconsultants. The Project is broken into the following tasks, outlined below:
Task Estimated Fee
Task 1 – Permit Preparation (Lump Sum basis) ............................ $ 99,650.00
Task 2 – TCEQ Review (Lump Sum basis) ................................... $159,500.00
Task 3 – Public Meetings (Hourly Time and Materials basis) ........ $ 15,000.00
Task 4 – Contested Case Hearing (Hourly Time and Materials basis) ...... TBD
TOTAL $274,150.00
We appreciate the opportunity to provide engineering services to the City of Denton and help
maintain your solid waste operations. We would be happy to discuss these services in more detail
at your convenience, so if you need any additional information, please call 214.499.4798 or
email fpugsley@team-psc.com .
Sincerely,
PARKHILL, SMITH & COOPER, INC.
By
Frank E. Pugsley PE, MOLO
Associate
Senior Civil Project Manager
FEP/dg
R:\Clerical\Proposals\Engineering\2016\vk_Denton Pmt Amendment Proposal_fp_03.08.16.docx
cc: David Dugger, City of Denton
Robert H. (Holly) Holder, PE, PSC
EXHIBIT A
DocuSign Envelope ID: A1E17B1F-EBD5-432B-BB54-A53109A49178
Certificate Of Completion
Envelope Id: A1E17B1FEBD5432BBB54A53109A49178 Status: Completed
Subject: City Council Docusign Item - 6097 PSA for Parkhill Smith & Cooper
Source Envelope:
Document Pages: 14 Signatures: 4 Envelope Originator:
Certificate Pages: 6 Initials: 0 Rebecca Hunter
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
rebecca.hunter@cityofdenton.com
IP Address: 129.120.6.150
Record Tracking
Status: Original
3/23/2016 12:06:47 PM
Holder: Rebecca Hunter
rebecca.hunter@cityofdenton.com
Location: DocuSign
Signer Events Signature Timestamp
Rebecca Hunter
rebecca.hunter@cityofdenton.com
Senior Buyer
City of Denton
Security Level: Email, Account Authentication
(Optional)
Completed
Using IP Address: 129.120.6.150
Sent: 3/23/2016 12:11:21 PM
Viewed: 3/23/2016 12:11:30 PM
Signed: 3/23/2016 12:12:36 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Robert Holder
hholder@team-psc.com
Security Level: Email, Account Authentication
(Optional)
Using IP Address: 12.228.207.162
Sent: 3/23/2016 12:12:37 PM
Viewed: 3/23/2016 12:33:09 PM
Signed: 3/23/2016 12:46:20 PM
Electronic Record and Signature Disclosure:
Accepted: 3/23/2016 12:33:09 PM
ID: 7beb94ba-88e4-4129-8ceb-4ca38821832c
John Knight
john.knight@cityofdenton.com
Deputy City Attorney
City of Denton
Security Level: Email, Account Authentication
(Optional)
Using IP Address: 129.120.6.150
Sent: 3/23/2016 12:46:24 PM
Viewed: 3/23/2016 12:54:23 PM
Signed: 3/23/2016 12:54:39 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Julia Winkley
julia.winkley@cityofdenton.com
Contracts Administration Supervisor
City of Denton
Security Level: Email, Account Authentication
(Optional)
Completed
Using IP Address: 129.120.6.150
Sent: 3/23/2016 12:54:41 PM
Viewed: 4/5/2016 2:42:25 PM
Signed: 4/5/2016 2:42:42 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Signer Events Signature Timestamp
George C. Campbell
george.campbell@cityofdenton.com
City Manager
City of Denton
Security Level: Email, Account Authentication
(Optional)
Using IP Address: 129.120.6.150
Sent: 4/5/2016 2:42:47 PM
Viewed: 4/7/2016 1:47:19 PM
Signed: 4/7/2016 1:54:20 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Jennifer Walters
jennifer.walters@cityofdenton.com
City Secretary
City of Denton
Security Level: Email, Account Authentication
(Optional)
Using IP Address: 129.120.6.150
Sent: 4/7/2016 1:54:23 PM
Viewed: 4/8/2016 2:48:57 PM
Signed: 4/8/2016 2:49:17 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
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
Frank Pugsley
fpugsley@team-psc.com
Security Level: Email, Account Authentication
(Optional)
Sent: 3/23/2016 12:12:37 PM
Viewed: 3/23/2016 12:19:55 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Julia Winkley
julia.winkley@cityofdenton.com
Contracts Administration Supervisor
City of Denton
Security Level: Email, Account Authentication
(Optional)
Sent: 3/23/2016 12:46:22 PM
Viewed: 3/24/2016 10:09:10 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Sherri Thurman
sherri.thurman@cityofdenton.com
Security Level: Email, Account Authentication
(Optional)
Sent: 3/23/2016 12:46:22 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Robin Fox
Robin.fox@cityofdenton.com
Security Level: Email, Account Authentication
(Optional)
Sent: 4/5/2016 2:42:45 PM
Carbon Copy Events Status Timestamp
Electronic Record and Signature Disclosure:
Accepted: 10/9/2015 11:39:51 AM
ID: 04463961-03db-4c4d-9228-d660d6146ed6
Jane Richardson
jane.richardson@cityofdenton.com
Security Level: Email, Account Authentication
(Optional)
Sent: 4/5/2016 2:42:47 PM
Viewed: 4/7/2016 6:51:09 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Jennifer Bridges
jennifer.bridges@cityofdenton.com
Procurement Assistant
City of Denton
Security Level: Email, Account Authentication
(Optional)
Sent: 4/8/2016 2:49:19 PM
Viewed: 4/11/2016 7:56:35 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Scott Lebsack
scott.lebsack@cityofdenton.com
Security Level: Email, Account Authentication
(Optional)
Sent: 4/8/2016 2:49:21 PM
Viewed: 4/11/2016 5:53:07 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Jane Richardson
jane.richardson@cityofdenton.com
Security Level: Email, Account Authentication
(Optional)
Sent: 4/8/2016 2:49:24 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Notary Events Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 4/8/2016 2:49:24 PM
Certified Delivered Security Checked 4/8/2016 2:49:24 PM
Signing Complete Security Checked 4/8/2016 2:49:24 PM
Completed Security Checked 4/8/2016 2:49:24 PM
Electronic Record and Signature Disclosure
ELECTRONIC RECORD AND SIGNATURE DISCLOSURE
From time to time, City of Denton (we, us or Compan y) may be required by law to provide to
you certain written notices or disclosures. Describ ed below are the terms and conditions for
providing to you such notices and disclosures elect ronically through your DocuSign, Inc.
(DocuSign) Express user account. Please read the in formation below carefully and thoroughly,
and if you can access this information electronical ly to your satisfaction and agree to these terms
and conditions, please confirm your agreement by cl icking the 'I agree' button at the bottom of
this document.
Getting paper copies
At any time, you may request from us a paper copy o f any record provided or made available
electronically to you by us. For such copies, as lo ng as you are an authorized user of the
DocuSign system you will have the ability to downlo ad and print any documents we send to you
through your DocuSign user account for a limited pe riod of time (usually 30 days) after such
documents are first sent to you. After such time, i f you wish for us to send you paper copies of
any such documents from our office to you, you will be charged a $0.00 per-page fee. You may
request delivery of such paper copies from us by fo llowing the procedure described below.
Withdrawing your consent
If you decide to receive notices and disclosures fr om us electronically, you may at any time
change your mind and tell us that thereafter you wa nt to receive required notices and disclosures
only in paper format. How you must inform us of you r decision to receive future notices and
disclosure in paper format and withdraw your consen t to receive notices and disclosures
electronically is described below.
Consequences of changing your mind
If you elect to receive required notices and disclo sures only in paper format, it will slow the
speed at which we can complete certain steps in tra nsactions with you and delivering services to
you because we will need first to send the required notices or disclosures to you in paper format,
and then wait until we receive back from you your a cknowledgment of your receipt of such
paper notices or disclosures. To indicate to us tha t you are changing your mind, you must
withdraw your consent using the DocuSign 'Withdraw Consent' form on the signing page of your
DocuSign account. This will indicate to us that you have withdrawn your consent to receive
required notices and disclosures electronically fro m us and you will no longer be able to use your
DocuSign Express user account to receive required n otices and consents electronically from us
or to sign electronically documents from us.
All notices and disclosures will be sent to you ele ctronically
Unless you tell us otherwise in accordance with the procedures described herein, we will provide
electronically to you through your DocuSign user ac count all required notices, disclosures,
authorizations, acknowledgements, and other documen ts that are required to be provided or
made available to you during the course of our rela tionship with you. To reduce the chance of
you inadvertently not receiving any notice or discl osure, we prefer to provide all of the required
notices and disclosures to you by the same method a nd to the same address that you have given
us. Thus, you can receive all the disclosures and n otices electronically or in paper format through
the paper mail delivery system. If you do not agree with this process, please let us know as
described below. Please also see the paragraph imme diately above that describes the
consequences of your electing not to receive delive ry of the notices and disclosures
electronically from us.
Electronic Record and Signature Disclosure created on: 4/20/2015 2:25:38 PM
Parties agreed to: Robert Holder, Robin Fox
How to contact City of Denton:
You may contact us to let us know of your changes a s 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 f ollows:
To contact us by email send messages to: kevin.gun n@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 w here we should send notices and disclosures
electronically to you, you must send an email messa ge to us at kevin.gunn@cityofdenton.com
and in the body of such request you must state: you r previous e-mail address, your new e-mail
address. We do not require any other information f rom you to change your email address..
In addition, you must notify DocuSign, Inc to arran ge for your new email address to be reflected
in your DocuSign account by following the process f or changing e-mail in DocuSign.
To request paper copies from City of Denton
To request delivery from us of paper copies of the notices and disclosures previously provided
by us to you electronically, you must send us an e-mail to kevin.gunn@cityofdenton.com and in
the body of such request you must state your e-mail address, full name, US Postal address, and
telephone number. We will bill you for any fees at that time, if any.
To withdraw your consent with City of Denton
To inform us that you no longer want to receive fut ure notices and disclosures in electronic
format you may:
i. decline to sign a document from within your Docu Sign account, and on the subsequent
page, select the check-box indicating you wish to w ithdraw your consent, or you may;
ii. send us an e-mail to kevin.gunn@cityofdenton.co m and in the body of such request you
must state your e-mail, full name, IS Postal Addres s, telephone number, and account
number. We do not need any other information from y ou to withdraw consent.. The
consequences of your withdrawing consent for online documents will be that transactions
may take a longer time to process..
Required hardware and software
Operating Systems: Windows2000? or WindowsXP?
Browsers (for SENDERS): Internet Explorer 6.0? or above
Browsers (for SIGNERS): Internet Explorer 6.0?, Mozilla FireFox 1.0,
NetScape 7.2 (or above)
Email: Access to a valid email account
Screen Resolution: 800 x 600 minimum
Enabled Security Settings:
•Allow per session cookies
•Users accessing the internet behind a Proxy
Server must enable HTTP 1.1 settings via
proxy connection
** These minimum requirements are subject to change . If these requirements change, we will
provide you with an email message at the email addr ess we have on file for you at that time
providing you with the revised hardware and softwar e requirements, at which time you will
have the right to withdraw your consent.
Acknowledging your access and consent to receive ma terials electronically
To confirm to us that you can access this informati on electronically, which will be similar to
other electronic notices and disclosures that we wi ll provide to you, please verify that you
were able to read this electronic disclosure and th at you also were able to print on paper or
electronically save this page for your future refer ence and access or that you were able to
e-mail this disclosure and consent to an address wh ere you will be able to print on paper or
save it for your future reference and access. Furth er, if you consent to receiving notices and
disclosures exclusively in electronic format on the terms and conditions described above,
please let us know by clicking the 'I agree' button below.
By checking the 'I Agree' box, I confirm that:
•I can access and read this Electronic CONSENT TO E LECTRONIC RECEIPT OF
ELECTRONIC RECORD AND SIGNATURE DISCLOSURES documen t; and
•I can print on paper the disclosure or save or sen d the disclosure to a place where I can
print it, for future reference and access; and
•Until or unless I notify City of Denton as describ ed above, I consent to receive from
exclusively through electronic means all notices, d isclosures, authorizations,
acknowledgements, and other documents that are requ ired to be provided or made
available to me by City of Denton during the cours e of my relationship with you.