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2015-238-Ordinance and ContractORDINANCE NO. 2015 -238 AN ORDINANCE ACCEPTING COMPETITIVE PROPOSALS AND AWARDING A CONTRACT. FOR UPGRADING DENTON MUNICIPAL ELECTRIC (DME)' S GEOGRAPHICAL INFORMATION SYSTEM (GIS) AND RELATED SOFTWARE SYSTEMS INCLUDING ARCGIS AND ARCFM DATABASE, RESPONDER OUTAGE MANAGEMENT SYSTEM (OMS), FIBER MANAGER, ARCFM FOR SILVERLIGHT, ARCFM MOBILE REPLICATION, ARCFM MOBILE INSPECTOR AND RELATED CUSTOM CODE FROM VERSION 10.1 TO 10.2.1A; AND PROVIDING AN EFFECTIVE DATE (RFP 5770- AWARDED TO POWER ENGINEERS, INC., IN THE NOT -TO- EXCEED AMOUNT OF $108,000). WHEREAS, the City has solicited, received and evaluated competitive sealed proposals for upgrading Denton Municipal Electric's Geographical Information System and related software systems in accordance with the procedures of State law and City ordinances; and WHEREAS, the City Manager or a designated employee has received and reviewed and recommended that the herein described proposals are the most advantageous to the City considering the relative importance of price and the other evaluation factors included in the request for proposals; and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purchase ofthe materials, equipment, supplies or services approved and accepted herein; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The items in the following numbered request for proposal for materials, equipment, supplies or services, shown in the "Request for Proposals" on file in the office of the Purchasing Agent, are hereby accepted and approved as being the most advantageous to the City considering the relative importance ofprice and the other evaluation factors included in the request for proposals. RFP NUMBER CONTRACTOR AMOUNT 5770 Power Engineers, Inc. $108,000 SECTION 2. By the acceptance and approval ofthe above numbered items ofthe submitted proposals, the City accepts the offer of the persons submitting the proposals for such items and agrees to purchase the materials, equipment, supplies or services in accordance with the terms, specifications, standards, quantities and for the specified sums contained in the Proposal Invitations, Proposals, and related documents. SECTION 3. Should the City and person submitting approved and accepted items and ofthe submitted proposals wish to enter into a formal written agreement as a result of the acceptance, approval, and awarding ofthe proposals, the City Manager or his designated representative is hereby authorized to execute the written contract; provided that the written contract is in accordance with the terms, conditions, specifications, standards, quantities and specified sums contained in the Proposal and related documents herein approved and accepted. SECTION 4. The City Council of the City ofDenton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under file 5770 to the City Manager of the City of Denton, Texas, or his designee. SECTION 5. By the acceptance and approval ofthe above enumerated bids, the City Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approved proposals. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the w_ day of , 2015. i" L .. o C' K S WA I , , MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: STATE OF TEXAS COUNTY OF DENTON PROFESSIONAL SERVICES AGREEMENT FILE 5770) THIS AGREEMENT is made and entered into as of the JB day of f 2015, by and between the City of Denton, Texas, a Texas Municipal Corporation, with its principal offices at 215 East McKinney Street, Denton, Texas 76201 (hereinafter "OWNER ") and POWER Engineers, Inc., a Corporation, with its offices at 3940 Glenbrook Drive, Hailey, Idaho 83333 hereinafter "CONSULTANT "); the parties acting herein, by and through their duly - authorized officers and representatives. WITNESSETH, that in consideration of the covenants and agreements herein contained, the parties hereto do mutually AGREE as follows: ARTICLE I This Agreement is for the purpose of retaining POWER Engineers, Inc. to perform GIS Upgrade services to Version 10.2.1a, for the City of Denton, Texas (the "Project "). CONSULTANT hereby agrees to perform the services herein in connection with the Project as stated in the Articles to follow, with diligence and in accordance with the professional standards customarily obtained for such services in the State of Texas. The professional services set forth herein are in connection with the following: ARTICLE II SCOPE OF SERVICES The CONSULTANT shall perform the following services in a professional manner: A. The CONSULTANT shall perform all those services as necessary and as described in the OWNER's Scope of Work (RFP 5770 — Upgrade to GIS Version 10.2.1a, Exhibit 3) for Denton Municipal Electric, a department of OWNER, which is attached hereto and made a part hereof as Exhibit "A." B. To perform all those services and tasks as set forth in CONSULTANT'S written proposal submitted in response to RFP 5770- Upgrade to GIS Version 10.2.1a for Denton Municipal Electric, a department of OWNER, which proposal is attached hereto and incorporated herewith by reference as Exhibit "D." C. If there is any conflict between the terms of this Agreement and the Exhibits attached to this Agreement, the specific terms and conditions of the proposal shall control over the general terms and conditions of this Agreement, except that the terms and conditions contained in Exhibit 2 (General, Provisions, Terms and Conditions) of the RFP, shall be replaced by this Agreement. File 5770 ARTICLE III PERIOD OF SERVICE This Agreement shall become effective upon execution by the OWNER and the CONSULTANT and upon the issuance of a notice to proceed by the OWNER, and shall remain in force for the period that may reasonably be required for the completion of the Project, and any required extensions approved by the OWNER; or until the monetary consideration expressed herein is wholly exhausted, whichever event shall first occur. This Agreement may be sooner terminated in accordance with the provisions hereof. Time is of the essence in this Agreement. The CONSULTANT shall make all reasonable efforts to complete the services set forth herein as expediently as possible and to meet the schedules established by the OWNER. ARTICLE IV COMPENSATION A. COMPENSATION TERMS: Direct Non -Labor Expense" is defined as that expense, based upon actual cost, for any expense reasonably incurred by the CONSULTANT in the performance of this Agreement and other incidental reasonable expenses incurred in connection with the Project. B. BILLING AND PAYMENT: For and in consideration of the professional services to be performed by the CONSULTANT herein, the OWNER agrees to pay CONSULTANT based upon the rates set forth in Exhibit D" which is attached hereto and incorporated by reference herewith; a total fee, not -to- exceed $108,000. Progress payments to the CONSULTANT will be made on the basis of detailed monthly statements rendered to and approved by the OWNER; however, under no circumstances shall any monthly statement for services exceed the value of the work performed at the time a statement is rendered. Nothing contained in this Article shall require the OWNER to pay for any work which is unsatisfactory as reasonably determined by the OWNER, or which is not submitted to the OWNER in compliance with the terms of this Agreement. The OWNER shall not be required to make any payments to the CONSULTANT when the CONSULTANT is in default under this Agreement. It is specifically understood and agreed that the CONSULTANT shall not be authorized to undertake any work pursuant to this Agreement which would require additional payments by the OWNER for any charge, expense or reimbursement above the maximum not to exceed fee as stated hereinabove. C. PAYMENT If the OWNER fails to make payments due the CONSULTANT for services within thirty (30) days after receipt of the CONSULTANT'S undisputed statement thereof, the amounts due the File 5770 CONSULTANT will be increased by the rate of interest then provided and applicable under the Texas Prompt Payment Act from and after the said thirtieth (30th) day after the City's receipt of invoice; and in addition, the CONSULTANT may, after giving ten (10) days' written notice to the OWNER, suspend services under this Agreement until the CONSULTANT has been paid in full for all amounts then due and owing, and not disputed by OWNER for services. Provided, however, nothing herein shall require the OWNER to pay the amount of the billing invoice of CONSULTANT, with such notice provided to CONSULTANT within fifteen (15) days after receipt of the invoice, that the work is unsatisfactory, in accordance with Article IV of this Agreement. ARTICLE V OBSERVATION AND REVIEW OF THE WORK The CONSULTANT will exercise reasonable care and due diligence in discovering and promptly reporting to the OWNER any defects or deficiencies in the work of the CONSULTANT or any of its subcontractors or subconsultants. ARTICLE VI OWNERSHIP OF DOCUMENTS All documents prepared or furnished by the CONSULTANT (and CONSULTANT's subcontractors or subconsultants, if any) pursuant to this Agreement are instruments of service and shall become the property of the OWNER upon the termination of this Agreement. The CONSULTANT is entitled to retain copies of all such documents. The documents prepared and furnished by the CONSULTANT are intended only to be applicable to this project and OWNER'S use of these documents in other projects shall be at OWNER'S sole risk and expense. In the event the OWNER uses the Agreement in another project or for other purposes than specified herein any of the information or materials developed pursuant to this agreement, CONSULTANT is released from any and all liability relating to their use in that project. Notwithstanding the above, CONSULTANT shall have unlimited rights in such documents, to the extent such documents do not contain the proprietary information of OWNER. All information and material which is owned by CONSULTANT and used by CONSULTANT in the performance of this Agreement shall remain the exclusive property of CONSULTANT whether or not such information or material was incorporated in, adapted for use in, or used to produce any documents delivered under this Agreement. In addition, and not in limitation of the foregoing, OWNER acknowledges and agrees that CONSULTANT retains and may use the product of its engineering effort expended on behalf of OWNER for its general reference and enhancement of its engineering capabilities and that CONSULTANT retains all rights to the know -how, including but not limited to ideas, concepts, theories and techniques with respect to how to perform the services hereunder. ARTICLE VII INDEPENDENT CONTRACTOR CONSULTANT shall provide services to OWNER as an independent contractor, not as an employee of the OWNER. CONSULTANT shall not have or claim any right arising from employee status. File 5770 ARTICLE VIII INDEMNITY AGREEMENT The CONSULTANT shall indemnify and save and hold harmless the OWNER and its officials, officers, agents, attorneys and employees from and against any and all liability, claims, demands, damages, losses and expenses, including but not limited to court costs and reasonable attorney fees incurred 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 CONSULTANT or its officers, shareholders, agents, attorneys and employees in the execution, operation, or performance of this Agreement. Nothing in this Agreement shall be construed to create a liability to any person who is not a party to this Agreement and nothing herein shall waive any of the party's defenses, both at law or equity, to any claim, cause of action or litigation filed by anyone not a party to this Agreement, including the defense of governmental immunity, which defenses are hereby expressly reserved. ARTICLE IX INSURANCE During the performance of the Services under this Agreement, CONSULTANT shall maintain the following insurance with an insurance company licensed to do business in the State of Texas by the State Insurance Commission or any successor agency; please reference Attachment B" hereto, for the said insurance requirements. ARTICLE X ARBITRATION AND ALTERNATE DISPUTE RESOLUTION The parties may agree to settle any disputes under this Agreement by submitting the dispute to arbitration or other means of alternate dispute resolution such as mediation. No arbitration or alternate dispute resolution arising out of or relating to, this Agreement involving one party's disagreement may include the other party to the disagreement without the other's approval. ARTICLE XI TERMINATION OF AGREEMENT A. Notwithstanding any other provision of this Agreement, either party may terminate this Agreement by providing thirty-(30) day's advance written notice to the other party. B. This Agreement may be terminated in whole or in part in the event of either party substantially failing to fulfill its obligations under this Agreement. No such termination will be effected unless the other party is given (1) written notice (delivered by certified mail, return receipt requested) of intent to terminate and setting forth the reasons specifying the nonperformance or other reason(s), and not less than (30) calendar days to cure the failure; and (2) an opportunity for consultation with the terminating party prior to termination. C. If the Agreement is terminated prior to completion of the services to be provided hereunder, CONSULTANT shall immediately cease all services and shall render a fmal bill for services File 5770 to the OWNER within thirty (30) days after the date of termination. The OWNER shall pay CONSULTANT for all services properly rendered and satisfactorily performed, and for reimbursable expenses prior to notice of termination being received by CONSULTANT, in accordance with Article IV of this Agreement. Should the OWNER subsequently contract with a new consultant for the continuation of services on the Project, CONSULTANT shall cooperate in providing information to the OWNER and the new consultant. The CONSULTANT shall turn over all documents prepared or furnished by CONSULTANT pursuant to this Agreement to the OWNER on or before the date of termination but may maintain copies of such documents for its files. CONSULTANT agrees that it shall also fully comply with any and all written requests received from the OWNER, through its Director of Solid Waste, to maintain confidentiality respecting certain designated records, documents, and other written materials related to the Project, which the OWNER reasonably determines is competitively sensitive, and would likely cause damage to the OWNER if disclosed to the public or to any other person, party, or entity. ARTICLE XII RESPONSIBILITY FOR CLAIMS AND LIABILITIES Approval of the work by the OWNER shall not constitute nor be deemed a release of the responsibility and liability of the CONSULTANT, its officers, employees, agents, subcontractors, and sub - consultants for the accuracy and competency of their work performed pursuant to this Agreement; nor shall such approval by the OWNER be deemed as an assumption of such responsibility by the OWNER for any defect in the design or other work prepared by the CONSULTANT, its officers, employees, agents, subcontractors, and sub - consultants. B. The OWNER agrees to limit the CONSULTANT's liability for insurable events arising from the CONSULTANT's performance to the insurance limits herein. C. Neither the OWNER nor the CONSULTANT nor either party's suppliers, agents, officers, and directors shall have any liability regardless of the theory of recovery, including breach of contract or negligence, to the other party or any other person or entity for any indirect, incidental, special, or consequential damages, cost or expense whatsoever, including but not limited to loss of revenue or profit, whether actual or anticipated, loss of use, failure to realize anticipated savings, loss of or damage to data or other commercial or economic loss. This waiver of consequential damages is made regardless that (i) either party has been advised of the possibility of such damages and (ii) that such damages may be foreseeable. ARTICLE XIII NOTICES All notices, communications, and reports required or permitted under this Agreement shall be personally delivered or mailed to the respective parties by depositing same in the United States mail at the addresses shown below, by means of U. S. Mail, postage prepaid, certified mail, return receipt requested, unless otherwise specified herein. File 5770 To CONSULTANT: POWER Engineers, Inc. Attn: Bart Koenig 1620 South Ashland Avenue, Suite 106 Green Bay, WI 54304 Telephone: (920) 432 -1820 hI City of Denton, Texas Attn: City Manager Denton City Hall 215 East McKinney Street Denton, Texas 76201 Telephone: (940) 349 -8407 and City of Denton, Texas Purchasing Manager City of Denton 901B Texas Street Denton, Texas 76209 Telephone: (940) 349 -7133 All notices under this Agreement shall be effective upon their actual receipt by the party to whom such notice is given. ARTICLE XIV ENTIRE AGREEMENT This Agreement, consisting of ten (10) pages and four (4) exhibits, constitutes the complete and final expression of the Agreement of the parties and is intended as a complete and exclusive statement of the terms of their agreements, and supersedes all prior contemporaneous offers, promises, representations, negotiations, discussions, communications understandings, and agreements which may have been made in connection with the subject matter of this Agreement. ARTICLE XV SEVERABILITY If any provision of this Agreement is found or deemed by a court of competent jurisdiction to be invalid or unenforceable, it shall be considered severable from the remainder of this Agreement, and shall not cause the remainder to be invalid or unenforceable. In such event, the parties shall reform this Agreement, to the extent reasonably possible, to replace such stricken provision with a valid and enforceable provision which comes as close as possible to expressing the original intentions of the parties respecting any such stricken provision. ARTICLE XVI COMPLIANCE WITH LAWS The CONSULTANT shall comply with all federal, state, local laws, riles, regulations, and ordinances applicable to the work performed by CONSULTANT hereunder, as they may now read or as they may hereafter be amended. File 5770 ARTICLE XVII DISCRIMINATION PROHIBITED In performing the services required hereunder, the CONSULTANT shall not discriminate against any person on the basis of race, color, religion, sex, national origin or ancestry, age, or physical handicap. ARTICLE XVIII PERSONNEL A. The CONSULTANT represents that it has or will secure at its own expense all personnel required to perform all the services required under this Agreement. Such personnel shall not be employees or officers of, nor have any contractual relations with the OWNER. CONSULTANT shall inform the OWNER of any conflict of interest or potential conflict of interest that may arise during the term ofthis Agreement. B. All services required hereunder will be performed by the CONSULTANT or under its direct supervision. All personnel engaged in performing the work provided for in this Agreement, shall be qualified, and shall be authorized and permitted under state and local laws to perform such services. ARTICLE XIX ASSIGNABILITY The CONSULTANT shall not assign any interest in this Agreement and shall not transfer any interest in this Agreement (whether by assignment, novation or otherwise) without the prior written consent of the OWNER. CONSULTANT shall promptly notify OWNER, in writing, of any change of its name as well as of any material change in its corporate structure, its location, and/or its operations. ARTICLE XX MODIFICATION No waiver or modification of this Agreement or ofany covenant, condition, limitation herein contained shall be valid unless in writing and duly executed by the party to be charged therewith. No evidence of any waiver or modification shall be offered or received in evidence in any proceeding arising between the parties hereto out of or affecting this Agreement, or the rights or obligations of the parties hereunder, unless such waiver or modification is in writing, duly executed. The parties further agree that the provisions of this Article will not be waived unless as herein set forth. ARTICLE XXI MISCELLANEOUS A. The following Exhibits are attached to and made a part of this Agreement: 1. Exhibit "A" - -- OWNER'S Scope of Work (RFP 5770 - Exhibit 3) 1 Exhibit `B" - -- Insurance Requirements of the City of Denton, Texas File 5770 3. Exhibit "C" - -- Conflict of Interest Questionnaire 4. Exhibit "D" - -- CONSULTANT'S proposal and Scope of Work (RFP 5770- Upgrade to GIS Version 10.2.1a) B. OWNER shall have the right to audit and make copies of the books, records and computations pertaining to this Agreement. The CONSULTANT shall retain such books, records, documents and other evidence pertaining to this agreement during the contract period and five years thereafter, except if an audit is in progress or audit findings are yet unresolved, in which case records shall be kept until all audit tasks are completed and resolved. These books, records, documents and other evidence shall be available, within ten (10) business days of written request. Further, the CONSULTANT shall also require all Subcontractors, material suppliers, and other payees to retain all books, records, documents and other evidence pertaining to this agreement, and to allow the City similar access to those documents. All books and records will be made available within a fifty (50) mile radius of the City of Denton. The cost of the audit will be borne by the OWNER unless the audit reveals an overpayment of 2% or greater. If an overpayment of 2% or greater occurs, the reasonable cost of the audit, including any travel costs, must be borne by the CONSULTANT which must be payable within fifteen (15) business days of CONSULTANT'S receipt of the OWNER'S invoice. Failure to comply with the provisions of this section shall be a material breach of this contract and shall constitute, in the OWNER'S discretion, grounds for termination thereof. Each of the terms "books ", "records ", "documents" and "other evidence ", as used above, shall be construed to include drafts and electronic files, even if such drafts or electronic files are subsequently used to generate or prepare a final printed document. C. Venue of any suit or cause of action under this Agreement shall lie exclusively in Denton County, Texas. This Agreement shall be governed by and construed in accordance with the laws ofthe State of Texas. D. For the purpose of this Agreement, the key person who will serve as Project Manager respecting this engagement shall be Rick Frymyer, Senior Account Manager of CONSULTANT. However, nothing herein shall limit CONSULTANT from using other qualified and competent engineers, consultants and administrative support personnel of their firm to perform the services required herein. E. CONSULTANT shall commence, carry on, and complete its work on the Project with all applicable dispatch, and in a sound, economical, efficient manner, and in accordance with the provisions hereof. In accomplishing the Project, CONSULTANT shall take such steps as are appropriate to ensure that the work involved is properly coordinated with related work being carried on by the OWNER. F. The OWNER shall assist the CONSULTANT by placing at the CONSULTANT's disposal all available information pertinent to the Project, including previous reports, any other data relative to the Project and arranging for the access to, and make all provisions for the CONSULTANT to enter in or upon, public and private property as required for the File 5770 CONSULTANT to perform professional services under this Agreement. G. The captions of this Agreement are for informational purposes only and shall not in any way affect the substantive terms or conditions of this Agreement. H. OWNER, without invalidating this Agreement, may order changes in the scope of work consisting of additions, deletions, or other revisions, CONSULTANT's compensation and the design completion date being adjusted accordingly. All such changes in the Project shall be authorized by Contract Amendment, signed by OWNER and CONSULTANT. CONSULTANT shall not be required to perform out -of -scope or extra work without its written approval. A Contract Amendment is a written order to CONSULTANT, signed by the OWNER (or its authorized agent) and CONSULTANT, issued after the execution of this Agreement, authorizing an addition, deletion, or revision in the Services or an adjustment in the Contract Price or the Schedule. The increase or decrease in the Contract Price and change in Schedule resulting from a change in the Project shall be determined by mutual agreement. ARTICLE XXII CONFIDENTIALITY City and Consultant agree that in the performance of the services covered by this Contract, that Consultant will come into contact with certain information that is public power competitive information, which is protected from public disclosure under Texas law. City understands the need for Consultant to continue to render services to other public electric utilities, but must caution Consultant that any information regarding the DME system itself must be kept confidential. City recognizes the need for Consultant to use its systems and know -how acquired in this project in future projects, however, the competitive public power information acquire by Consultant from the City shall not be disclosed to any unrelated third -party or member of the public. IN WITNESS WHEREOF, the City of Denton, Texas has executed this Agreement in three 3) original counterparts, by and through its duly - authorized officials; and CONSULTANT has executed d through its duly - authorized undersigned officer, on this the of this Agreement by and 2015. OWNER" CITY OF DENTON, TEXAS A Texas Municipal Corporation By:... r Gtal C. C,MPIIF 61L, CITY MANAGER File 5770 ATTEST: JENNIFER WALTERS, CITY SECRETARY 0 AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY By: CONSULTANT" ATTEST: By: File 5770 POWER Engineers, Inc. A Corporation By: 4-7e EXHIBIT A- RFP 5770 Scope of Work The scope of work shall be finalized upon the selection of the Firm. The respondent's submission shall have accurately described your understanding of the objectives and scope of the requested products and services and provided an outline of your process to implement the requirements of the Scope of Work and Services. It is anticipated that the scope of work will include, at a minimum, the following: Denton Municipal Electric (DME) requests the following GIS upgrade including ESRI ArcGIS and Schneider ArcFM software products from version 10.1 to version 10.2.Ia. 1. Three client references with a proven pattern of implementation and upgrades of ArcGIS, ArcFM and related products. (Main RFP Document, EXHIBIT D) 2. Project Manager (PM) from Vendor assigned to DME Upgrade Project. a. PM is responsible for coordination of all DME & Vendor stakeholders in project. 3. Kick -off meeting to start plan for upgrade a. Meeting will cover the following: i. Team Members Introduction ii. Deliverables iii. Project Plan & Timeline iv. DME & Vendor Responsibilities for Project 4. Upgrade of all DME GIS custom components including: a. Autoupdaters i. Transformer LabelText. ii. Conductor LabelText. iii. Feature class asset updates from inventory system. iv. TransformerID update on Service Locations when Transformer Units are updated. v. BankKVA in Transformer bank when Transformer Units are updated. vi. Meter number in Service Accounts and Service Locations when a record in the Meter Unit table is updated. b. Custom Inspector Autoupdaters. i. Update inspection status on inspected feature classes c. Responder Integrations. i. Milsoft PORCHE IVR 1. Inbound Multispeak 3.Oab integration 2. Outbound callbacks to IVR ii. Harris Northstar CIS iii. OSI SCADA SCADA 1. Inbound/Outbound Multispeak 4.16 integration d. Vendor will provide DME with a copy of the code from the upgraded DME GIS custom components Upgrade of GIS database, ArcFM tools, and DME custom components in vendor test environment. File 5770 a. ArcFM tools include: i. Model Name Assignments ii. Special AutoUpdater Assignments iii. Field AU Assignments iv. Relationship AU Assignments v. Relationship Rules vi. Connectivity Rules vii. Snapping Rules viii. Process Framework configuration ix. Responder Configuration 1. IVR Integration 2. CIS integration 3. SCADA integration 4. Configuration files 6. Implement Feeder Manager 2.0 on the DME GIS database and document all changes related to enabling Feeder Manager 2.0 at DME. This implementation will need to be performed in a test environment before production so that it can be tested. On the production database, DME will determine if Feeder Manager 1.0 is ran in parallel with Feeder Manager 2.0 or if Feeder Manager 2.0 will be run only, based upon tests performed by the vendor and DME. 7. Upgrade of GIS Database, ArcFM tools, ArcGIS Desktop, Responder, Geodatabase Replication, and DME custom components in DME Test Environment. a. Performed Onsite at DME. 8. Upgrade of GIS Database, ArcFM tools, ArcGIS Desktop, Responder, Geodatabase Replication, and DME custom components in DME Production Environment. a. Production upgrade performed onsite at DME. i. Time should be allowed for Backup Environment to be upgraded b. Upgrade deployment plan will be developed as part of upgrade to test environment. c. Upgrade components include: i. Clients (Responder, ArcMap, Primary and Backup sites) ii. Databases (Primary & Backup sites) iii. Custom Components iv. ArcFM tools v. Geodatabase Replication & Mobile Redliner /Inspector clients 9. Post - rollout remote support for at least 10 business days or 48 hours from vendor for any related issues after the upgrade. 10. Vendor will provide as- needed support based upon a pre - determined rate for up to three months following the upgrade for any issues. This includes issues with the GIS database upgrade, ArcFM tools upgrade and DME GIS custom components upgrade. File 5770 EXHIBIT B- INSURANCE REQUIREMENTS AND WORKERS' COMPENSATION REQUIREMENTS Respondent's attention is directed to the insurance requirements below. It is highly recommended that respondents confer with their respective insurance carriers or brokers to determine in advance of Proposal /Bid submission the availability ofinsurance certificates and endorsements asprescribed and provided herein. Ifan apparent low respondentfails to comply strictly with the insurance requirements, that respondent may be disqualifiedfrom award ofthe contract. Upon contract award, all insurance requirements shall become contractual obligations, which the successful contractor shall have a duty to maintain throughout the course ofthis contract. STANDARD PROVISIONS: Without limiting any ofthe other obligations or liabilities ofthe Contractor, the Contractor shallprovide and maintain until the contracted work has been completed and acceptedby the City ofDenton, Owner, the minimum insurance coverage as indicated hereinafter. As soon aspracticable after notification ofcontract award, Contractor shallfile with the Purchasing Department satisfactory certificates ofinsurance including any applicable addendum or endorsements, containing the contract number and title oftheproject. Contractor may, upon written request to the Purchasing Department, askfor clarification ofany insurance requirements at any time, however, Contractors are strongly advised to make such requests prior to proposal/bid opening, since the insurance requirements may not be modified or waived afterproposal /bid opening unless a written exception has been submitted with theproposal/bid. Contractor shall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City ofDenton. All insurance policiesproposed or obtained in satisfaction ofthese requirements shall comply with the following general specifications, and shall be maintained in compliance with these general specifications throughout the duration ofthe Contract, or longer, ifso noted. Each policy shall be issued by a company authorized to do business in the State of Texas with an A.M. Best Company rating of at least A or better. Any deductibles or self - insured retentions shall be declared in the proposal. If requested by the City, the insurer shall reduce or eliminate such deductibles or self - insured retentions with respect to the City, its officials, agents, employees and volunteers; or, the contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Liability policies shall be endorsed to provide the following: Name as Additional Insured the City of Denton, its Officials, Agents, Employees and volunteers. That such insurance is primary to any other insurance available to the Additional Insured with respect to claims covered under the policy and that this insurance applies separately to each insured against whom claim is made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. File 5770 Cancellation: City requires 30 day written notice should any of the policies described on the certificate be cancelled or materially changed before the expiration date. Should any of the required insurance be provided under a claims made form, Contractor shall maintain such coverage continuously throughout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. Should any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurancepolicies proposed or obtained in satisfaction ofthis Contract shall additionally comply with the following marked specifications, and shall be maintained in compliance with these additional specifications throughout the duration ofthe Contract, or longer, ifso noted. X] A. General Liability Insurance: General Liability insurance with combined single limits of not less than $1,000,000.00 shall be provided and maintained by the Contractor. The policy shall be written on an occurrence basis either in a single policy or in a combination of underlying and umbrella or excess policies. Ifthe Commercial General Liability form (ISO Form CG 0001 current edition) is used: Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. Coverage B shall include personal injury. Coverage C, medical payments, is not required. Ifthe Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Form GL 0404) is used, it shall include at least: Bodily injury and Property Damage Liability for premises, operations, products and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. Broad form contractual liability (preferably by endorsement) covering this contract, personal injury liability and broad form property damage liability. File 5770 X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $500,000 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include bodily injury and property damage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used in conjunction with this contract. Satisfaction of the above requirement shall be in the form of a policy endorsement for: any auto, or all owned hired and non -owned autos. X] Workers' Compensation Insurance Contractor shall purchase and maintain Workers' Compensation insurance which, in addition to meeting the minimum statutory requirements for issuance of such insurance, has Employer's Liability limits of at least $100,000 for each accident, $100,000 per each employee, and a 500,000 policy limit for occupational disease. The City need not be named as an "Additional Insured" but the insurer shall agree to waive all rights ofsubrogation against the City, its officials, agents, employees and volunteers for any work performed for the City by the Named Insured. For building or construction projects, the Contractor shall comply with the provisions of Attachment 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Workers' Compensation Commission (TWCC). Owner's and Contractor's Protective Liability Insurance The Contractor shall obtain, pay for and maintain at all times during the prosecution of the work under this contract, an Owner's and Contractor's Protective Liability insurance policy naming the City as insured for property damage and bodily injury which may arise in the prosecution of the work or Contractor's operations under this contract. Coverage shall be on an "occurrence" basis and the policy shall be issued by the same insurance company that carries the Contractor's liability insurance. Policy limits will be at least $500,000.00 combined bodily injury and property damage per occurrence with a $1,000,000.00 aggregate. Fire Damage Legal Liability Insurance Coverage is required if Broad form General Liability is not provided or is unavailable to the contractor or ifa contractor leases or rents a portion of a City building. Limits of not less than each occurrence are required. X] Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000.00 per claim with respect to negligent acts, errors or omissions in connection with professional services is required under this Agreement. File 5770 Builders' Risk Insurance Builders' Risk Insurance, on an All -Risk form for 100% of the completed value shall be provided. Such policy shall include as "Named Insured" the City of Denton and all subcontractors as their interests may appear. Environmental Liability Insurance Environmental liability insurance for $1,000,000 to cover all hazards contemplated by this contract. Riggers Insurance The Contractor shall provide coverage for Rigger's Liability. Said coverage may be provided by a Rigger's Liability endorsement on the existing CGL coverage; through and Installation Floater covering rigging contractors; or through ISO form IH 00 91 12 11, Rigger's Liability Coverage form. Said coverage shall mirror the limits provided by the CGL coverage Commercial Crime Provides coverage for the theft or disappearance of cash or checks, robbery inside /outside the premises, burglary of the premises, and employee fidelity. The employee fidelity portion of this coverage should be written on a "blanket" basis to cover all employees, including new hires. This type insurance should be required if the contractor has access to City funds. Limits of not less than $ each occurrence are required. Additional Insurance Other insurance may be required on an individual basis for extra hazardous contracts and specific service agreements. If such additional insurance is required for a specific contract, that requirement will be described in the "Specific Conditions" of the contract specifications. File 5770 Exhibit B - Cont'd X] Workers' Compensation Coverage for Building or Construction Projects for Governmental Entities A. Definitions: Certificate of coverage ( "certificate ") -A copy of a certificate of insurance, a certificate of authority to self - insure issued by the commission, or a coverage agreement (TWCC -81, TWCC -82, TWCC -83, or TWCC -84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on the project until the contractor's /person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ( "subcontractor" in §406.096) - includes all persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner- operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C. The Contractor must provide a certificate of coverage to the governmental entity prior to being awarded the contract. D. If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: 1. a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing coverage for all persons providing services on the project; and File 5770 2. no later than seven days after receipt by the contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. F. The contractor shall retain all required certificates of coverage for the duration of the project and for one year thereafter. G. The contractor shall notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the contractor knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project. H. The contractor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. I. The contractor shall contractually require each person with whom it contracts to provide services on a project, to: 1. provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the project, for the duration of the project; 2. provide to the contractor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the project, for the duration of the project; 3. provide the contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 4. obtain from each other person with whom it contracts, and provide to the contractor: a. a certificate of coverage, prior to the other person beginning work on the project; and b. a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 5. retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6. notify the governmental entity in writing by certified mail or personal delivery, File 5770 within 10 days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and 7. Contractually require each person with whom it contracts, to perform as required by paragraphs (1) - (7), with the certificates of coverage to be provided to the person for whom they are providing services. By signing this contract or providing or causing to be provided a certificate of coverage, the contractor is representing to the governmental entity that all employees of the contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self - insured, with the commission's Division of Self- Insurance Regulation. Providing false or misleading information may subject the contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. K. The contractor's failure to comply with any of these provisions is a breach of contract by the contractor which entitles the governmental entity to declare the contract void if the contractor does not remedy the breach within ten days after receipt of notice of breach from the governmental entity. File 5770 ATTACHMENT C- CONFLICT OF INTEREST QUESTIONNAIRE CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQv For vendor or other person doing business with local govertiniefital entity This questionnaire reflects changes made to the law by H.B. 1491, 80th Leg., Regular Session. This questionnaire is being filed in accordance with chapter 176 ofthe Local Government Code by a person who has a business relationship as defined by Section 176.001(1 -a) with a local governmental entity and the person meets requirements under Section 176.006(a). 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 person becomes aware of facts that require the statement to be filed. See Section 176.006, Local Government Code. A person commits an offense if the person knowingly violates Section 176.006, Local Government Code. An offense under this section is a Class C misdemeanor.. l Name of person who has a business relationship with local governmental entity„ Check ...... 2 k this box ifyou 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 7h business day after the he originally filed questicnnaire becomes incom lete or inaccurate.) date the .. 3 Name of local government officer with whom filer has an employment or business relationship. Name of Officer This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the filer has an employment or other business relationship as defined by Section 176.001(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 filer of the questionnaire? El Yes No B. Is the filer ofthe questionnaire receiving or likely to receive taxable income, other than investment income, from or at the direction ofthe local government officer named in this section AND the taxable income is not received fromthe local governmental entity? El Yes E-1 No C. Is the filer ofthis 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 10 percent or more? d Yes :1 No D. Describe each affiliation or business relationship. El4 I have no Conflict ofInterest to disclose. Signature of person doing busin 1h the governmental entity Date File 5770 Exhibit D RFP 5770 Pricing for DME GIS Upgrade to Version 10.2.1a Optional Services: OPT1 HR Optional Remote Support (10 days to 3 months post implementation) File 5770 165.00 POWER Engineers Hailey, ID Services Pro oral - Breakout Pricing, for GIS U ') rade to Version 10.2.1a Proposed Lump Sum - Number of ITEM UOM Type of Service Requested ARCostofCADLaENsDyServiceCompleteC Breakdown Pro'ect 1 LS Kickoff 2,700.00 1.5 2 LS Upgrade ..o........_.., . N.... of DME Custom Components and Integration 19,800.00 m, 1 7 mmmm mm 3 LS Upgrade of DME Test Environment and Testing 59,000.00 28 4 LS Upgrade of DME Production and Testing 16,500.00 12 Total 98,000.00 59 Optional Services: OPT1 HR Optional Remote Support (10 days to 3 months post implementation) File 5770 165.00 Exhibit D — Continued Scope of Work Task Series 1::1r(kiect Kickoff 1.1 Project Planning The POWER project manager will coordinate with the DME project manager to define and develop the agenda for the kickoff meeting. This typically includes identifying participants, key project team members, scope and schedule review, and any other items relevant to the success of the project such as reporting and communication. 1.2 Kickoff Meeting POWER will lead a four (4) hour remote kickoff meeting with the DME project team. This meeting is intended to review the scope and schedule defined in task 1. 1, answer questions of the team, and to set the overall expectations of the project. Deliverable(s) Revised Project Plan (POWER) Lead Remote Meeting (POWER) Task Series 2:"Upgrade DME Custom Components and Integrations 2.1 GIS Custom Component Upgrade POWER will upgrade the existing custom code listed below to be compatible with the Esri and ArcFM software versions being implemented. POWER will provide DME with the appropriate installer(s) and upgraded source code. GIS Custom Components: Transformer Label Text AU Conductor Label Text AU Feature Class Asset Updates AU Transformer ID AU Bank KVA AU Meter Number AU Update Inspection Status AU Deliverable(s) Original source code (DME) Upgraded source code (POWER) Custom code installer (POWER) File 5770 Assumption(s) DME will provide the source code to be upgraded from the list above No new functionality will be made to the custom code 2.2 Integrations Upgrade POWER will upgrade the existing integrations listed below to be compatible with the Esri and ArcFM software versions being implemented. POWER will provide DME with the appropriate installer(s) and upgraded source code. Integrations: PORCHEIVR Harris Northstar CIS OSI SCADA Deliverable(s) Original source code (DME) Upgraded source code (POWER) Custom code installer (POWER) Assumption(s) DME will provide the source code to be upgraded from the list above No new functionality will be made to the custom code Task Series 3: Upgrade DME Test Environment and Testing 3.1 Upgrade DME Test Environment POWER will use remote access and onsite services to upgrade the DME Test Environment. This includes: Installing the core Esri and ArcFM software Configuring Feeder Manager 2.0 Installing custom components Upgrading ArcFM and Responder databases and configurations Configuring jumpers Upgrading ArcFM mobile components Upgrading the ArcFM Server components Deliverable(s) Upgraded Test Environment (POWER) I.T. Support as required (DME) Assumption(s) DME will be responsible for all hardware install and configuration File 5770 DME will be responsible for installation of all core operating system and RDBMS software DME will be responsible for acquiring all software and licensing POWER will install up to 5 desktop client machines POWER will install up to 5 mobile client machines POWER will install up to 5 Responder client machines 3.2 System Acceptance Testing POWER will provide five (5) total days of onsite support during testing of the system by DME. Prior to testing DME will provide POWER with the test plans to be used for system acceptance testing. POWER will use the test plans to validate system readiness prior to releasing the system to DME. Deliverable(s) Five (5) days of onsite testing support and issue resolution (POWER) System test plans (DME) I.T. Support as required (DME) Task Series 4; U , rade DMEE Production Environment System Verifi ation and Rollout Support 4.1 Upgrade DME Production Environment POWER will work directly with the DME team to plan and execute the upgrade of the production environment following the system testing in Task Series 3. This includes: Installing the core Esri and ArcFM software Configuring Feeder Manager 2.0 Installing custom components Upgrading ArcFM and Responder databases and configurations Configuring jumpers Upgrading ArcFM mobile components Upgrading the ArcFM Server components Deliverable(s) Upgraded Production Environment (POWER) I.T. Support as required (DME) Assumption(s) DME will be responsible for all hardware install and configuration DME will be responsible for installation ofall core operating system and RDBMS software DME will be responsible for acquiring all software and licensing POWER will install up to 5 desktop client machines POWER will install up to 5 mobile client machines File 5770 4.2 System Verification Using the test plans from Task Series 3, POWER will support DME to verify the production system is ready for release to the end - users. Deliverable(s) System Verification Support (POWER) I.T. Support as required (DME) 4.3 Rollout Support POWER will provide up to 48 hours of remote system support during the first 10 days of production deployment. Deliverable(s) Remote system support for up to 48 non - consecutive hours during the first 10 days of production deployment (POWER) File 5770 e powitV-t FNGINEERS www"MMIMM MWEIMMIMM ffimrm=mz= wramowra IT, File 5770 Exhibit D — Continued Scope of Work NAIWIN", AUds, 60,4,1 MXY C( !1,1M, Nj JTN'I"', G, N:WNKf MMEMM Rabam tbwwm, CPPB smMBUYM City afflrntaa 901-BTG= 9mi DwSmNTX. 76209 showd YMA 11'" le my finthft queMiAMN or caumms, pkaw dowsil helylaft, tuembdto d4ediv, MEN WMGENUM M UPGRAMMMMISICS DATE WY) CERTIFICATE OF LIABILITY INSURANCE 7/30/2015 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED', the policy(les) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement ), CONTACTPRODUCER', NAME: Jerry NOyola Grayling Insurance Brokerage PHONE (770)552 -4225 PAX (866)550 -4082 3780 Mansell Road "I jercy,noyola@geyling.com Suite 370 INSURER( S) AFFORDING COVERAGE NAICA Alpharetta GA 30022 INSURER ANat onal Union Fire Ins Cc 19445 INSURED INSURER B New Hampshire Insurance Company 23841 POWER Engineers, Inc. INSURER G ;Syndic8te 2623/„623 at Llo rd' s A. 3940 Glenbrook Drive INSURER D: _n. P.O. Box 1066 INSURERE: ......_. Hailey ID 83333 INSURER F, COVERAGES CERTIFICATE NUMBER:15 -16 (PEI) REVISION NUMBER:. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. NSR .. -. A'DC3C. -A .,., .- ...,.,m...._. PLI 9FF...iFr"tiiL4C'XP LTR TYPE OF INSURANCE POLICY NUMBER MPD Y LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 X COMMERCIAL GENERAL LIAUILITY $ --------- 5001000 A '', CtAIM$- tlAAYSE OCCUR 094741 /1/2015 /1/2016 MEDEXP(4n one person) $ 25,000 X Contractual Liability 1,000,000PERSONAL8ADVINJURY $ GENERAL AGGREGATE ',$ 2,000,000', DUCTS - COMP /OP GGGEN'L AGGREGATE LIMIT APPLIES PER: AGG $ 2,000,000PRO.. ,.... .... .-w,,, .... POIePCY VX ; X LOC $ AUTOMOBILE LIABILITY L L IT X ANY AUTO BODILYINJURY (Per person) $ ALL OWNED SCHEDULED 6403759 (ADS) /1/2015 /1/2016 BODILY INJURY (Per accident) $ AUTOS AUTOS.. . ...... .. ....... A .X HIRED AUTOS ?. NOTAUTOS 6403760 (MA) 4/1/2015 /1/2016 ar0'a dd®t MAGI— $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS -MADE. AGGREGATE $ DER F COMPENSATION N 1/2015 /1/2016 WTORYLA n $ B AND EMPLOYERS* YERS* LIABILITY A ILIT 039901492 (AOS) X AND EMPLOYERS' LIABILITYANYPROPRIETOR/PARTNER/EXECUTIVE YIN E.L. EACH ACCIDENT $ 1 , 000,000 A OFFICER/MEMBEREXCLUDED? N ,NIA' 039901493 (CA) 4 /1/2015 /1/2016 E.L. DISEASE $ 1 000 000MandatoryInNH) _ If yes, describe under E L ,DISEASE - POLICY LIMIT $ E IPTION OF OPERATIONS below_ m, ,,.,., - D SCR C 'Professional Liability 13897150301 /1/2015 /1/2016 PerClaim $5,000,000 Aggregate $5,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, Ifmore space Is required) The City of Denton, its Officials, Agents, Employees & Volunteers are named as Additional Insureds with respects to General & Automobile Liability where required by written contract. The above referenced liability policies with the exception of professional liability are primary & non - contributory where required by written contract. Waiver of Subrogation is applicable where required by written contract & allowed by law. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Denton 901 -B Texas Street Denton, TX 76209 AUTHORIZED REPRESENTATIVE David Collings /JERRY ACORD 25 (2010/05) ©1988 -2010 ACORD CORPORATION. All rights reserved. INS025 (20100.1,) nl Tho ARARII names anri Innn arP rani¢tararl markc of ACARII