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7453 - Contract Executed Docusign City Council Transmittal Coversheet File Name Purchasing Contact City Council Target Date Piggy Back Option Contract Expiration Ordinance           $'%%#" #! $&"$(!&   '$!&     City of Denton, Texas Professional Services Agreement Revised Date: 9/6/18 Page 1 of 17 STANDARD AGREEMENT FOR ARCHITECTURAL RELATED PROFESSIONAL SERVICES This AGREEMENT is between the City of Denton, a Texas home-rule municipality ("CITY"), and James R. Kirkpatrick, Architect, Inc. dba Kirkpatrick Architecture Studio, with its corporate office at 100 W Mulberry St, Denton, Texas 76201 and authorized to do business in Texas, ("ARCHITECT"), for a PROJECT generally described as: Design Services for 909 N Loop 288 (the "PROJECT"). SECTION 1 Scope of Services A. The CITY hereby agrees to retain the ARCHITECT, and the ARCHITECT hereby agrees to perform, professional architectural services set forth in RFQ 7453 – Design Services for 909 N Loop 288, which is on file at the purchasing office, and the Scope of Services attached hereto as Attachment A. These services shall be performed in connection with the PROJECT. B. Additional services, if any, will be requested in writing by the CITY. CITY shall not pay for any work performed by ARCHITECT or its consultants, subcontractors and/or suppliers that has not been ordered in advance and in writing. It is specifically agreed that ARCHITECT shall not be compensated for any additional work resulting from oral orders of any person. SECTION 2 Compensation and Term of Agreement A. The ARCHITECT shall be compensated for all services provided pursuant to this AGREEMENT in an amount not to exceed $116,955 in the manner and in accordance with the fee schedule as set forth in Attachment A. Payment shall be considered full compensation for all labor, materials, supplies, and equipment necessary to complete the services described in Attachment A. B. Unless otherwise terminated pursuant to Section 6. D. herein, this AGREEMENT shall be for a term beginning upon the effective date, as described below, and shall continue for a period which may reasonably be required for the completion of the PROJECT, until the expiration of the funds, or completion of the PROJECT and acceptance by the CITY, whichever occurs first. ARCHITECT shall proceed diligently with the PROJECT to completion as described in the PROJECT schedule as set forth in Attachment B. SECTION 3 Terms of Payment Payments to the ARCHITECT will be made as follows:          City of Denton, Texas Professional Services Agreement Revised Date: 9/6/18 Page 2 of 17 A. Invoice and Payment (1) The Architect shall provide the City sufficient documentation, including but not limited to meeting the requirements set forth in the PROJECT schedule as set forth in Attachment B to reasonably substantiate the invoices. (2) The ARCHITECT will issue monthly invoices for all work performed under this AGREEMENT. Invoices for the uncontested performance of the particular services are due and payable within 30 days of receipt by City. (3) Upon completion of services enumerated in Section 1, the final payment of any balance for the uncontested performance of the services will be due within 30 days of receipt of the final invoice. (4) In the event of a disputed or contested billing, only that portion so contested will be withheld from payment, and the undisputed portion will be paid. The CITY will exercise reasonableness in contesting any bill or portion thereof. No interest will accrue on any contested portion of the billing until mutually resolved. (5) If the CITY fails to make payment in full to ARCHITECT for billings contested in good faith within 60 days of the amount due, the ARCHITECT may, after giving 7 days' written notice to CITY, suspend services under this AGREEMENT until paid in full. In the event of suspension of services, the ARCHITECT shall have no liability to CITY for delays or damages caused the CITY because of such suspension of services. SECTION 4 Obligations of the ARCHITECT A. General The ARCHITECT will serve as the CITY's professional architect representative under this AGREEMENT, providing professional architectural consultation and advice and furnishing customary services incidental thereto. B. Standard of Care The ARCHITECT shall perform its services: (1) with the professional skill and care ordinarily provided by competent architects practicing in the same or similar locality and under the same or similar circumstances and professional license; and (2) as expeditiously as is prudent considering the ordinary professional skill and care of a competent architect.          City of Denton, Texas Professional Services Agreement Revised Date: 9/6/18 Page 3 of 17 C. Subsurface Investigations (1) The ARCHITECT shall advise the CITY with regard to the necessity for subcontract work such as special surveys, tests, test borings, or other subsurface investigations in connection with design and architectural work to be performed hereunder. The ARCHITECT shall also advise the CITY concerning the results of same. Such surveys, tests, and investigations shall be furnished by the CITY, unless otherwise specified in Attachment A. (2) In soils, foundation, groundwater, and other subsurface investigations, the actual characteristics may vary significantly between successive test points and sample intervals and at locations other than where observations, exploration, and investigations have been made. Because of the inherent uncertainties in subsurface evaluations, changed or unanticipated underground conditions may occur that could affect the total PROJECT cost and/or execution. These conditions and cost/execution effects are not the responsibility of the ARCHITECT. D. Preparation of Architectural Drawings The ARCHITECT will provide to the CITY the original drawings of all plans in ink on reproducible mylar sheets and electronic files in .pdf format, or as otherwise approved by CITY, which shall become the property of the CITY. CITY may use such drawings in any manner it desires; provided, however, that the ARCHITECT shall not be liable for the use of such drawings for any project other than the PROJECT described herein. E. Architect's Personnel at Construction Site (1) The presence or duties of the ARCHITECT 's personnel at a construction site, whether as on-site representatives or otherwise, do not make the ARCHITECT or its personnel in any way responsible for those duties that belong to the CITY and/or the CITY's construction contractors or other entities, and do not relieve the construction contractors or any other entity of their obligations, duties, and responsibilities, including, but not limited to, all construction methods, means, techniques, sequences, and procedures necessary for coordinating and completing all portions of the construction work in accordance with the AGREEMENT Documents and any health or safety precautions required by such construction work. The ARCHITECT and its personnel have no authority to exercise any control over any construction contractor or other entity or their employees in connection with their work or any health or safety precautions. (2) Except to the extent of specific site visits expressly detailed and set forth in Attachment A, the ARCHITECT or its personnel shall have no obligation or responsibility to visit the construction site to become familiar with the progress or quality of the completed work on the PROJECT or to determine, in general, if          City of Denton, Texas Professional Services Agreement Revised Date: 9/6/18 Page 4 of 17 the work on the PROJECT is being performed in a manner indicating that the PROJECT, when completed, will be in accordance with the AGREEMENT Documents, nor shall anything in the AGREEMENT Documents or this AGREEMENT between CITY and ARCHITECT be construed as requiring ARCHITECT to make exhaustive or continuous on-site inspections to discover latent defects in the work or otherwise check the quality or quantity of the work on the PROJECT. If the ARCHITECT makes on-site observation(s) of a deviation from the AGREEMENT Documents, the ARCHITECT shall inform the CITY. (3) When professional certification of performance or characteristics of materials, systems or equipment is reasonably required to perform the services set forth in the Scope of Services, the ARCHITECT shall be entitled to rely upon such certification to establish materials, systems or equipment and performance criteria to be required in the AGREEMENT Documents. F. Opinions of Probable Cost, Financial Considerations, and Schedules (1) The ARCHITECT shall provide opinions of probable costs based on the current available information at the time of preparation, in accordance with Attachment A. (2) In providing opinions of cost, financial analyses, economic feasibility projections, and schedules for the PROJECT, the ARCHITECT has no control over cost or price of labor and materials; unknown or latent conditions of existing equipment or structures that may affect operation or maintenance costs; competitive bidding procedures and market conditions; time or quality of performance by third parties; quality, type, management, or direction of operating personnel; and other economic and operational factors that may materially affect the ultimate PROJECT cost or schedule. Therefore, the ARCHITECT makes no warranty that the CITY's actual PROJECT costs, financial aspects, economic feasibility, or schedules will not vary from the ARCHITECT 's opinions, analyses, projections, or estimates. G. Construction Progress Payments Recommendations by the ARCHITECT to the CITY for periodic construction progress payments to the construction contractor will be based on the ARCHITECT 's knowledge, information, and belief from selective sampling and observation that the work has progressed to the point indicated. Such recommendations do not represent that continuous or detailed examinations have been made by the ARCHITECT to ascertain that the construction contractor has completed the work in exact accordance with the AGREEMENT Documents; that the final work will be acceptable in all respects; that the ARCHITECT has made an examination to ascertain how or for what purpose the construction contractor has used the moneys paid; that title to any of the work, materials,          City of Denton, Texas Professional Services Agreement Revised Date: 9/6/18 Page 5 of 17 or equipment has passed to the CITY free and clear of liens, claims, security interests, or encumbrances; or that there are not other matters at issue between the CITY and the construction contractor that affect the amount that should be paid. H. Record Drawings Record drawings, if required, will be prepared, in part, on the basis of information compiled and furnished by others, and may not always represent the exact location, type of various components, or exact manner in which the PROJECT was finally constructed. The ARCHITECT is not responsible for any errors or omissions in the information from others that is incorporated into the record drawings. I. Right to Audit (1) ARCHITECT agrees that the CITY shall, until the expiration of five (5) years after final payment under this AGREEMENT, have access to and the right to examine and photocopy any directly pertinent books, documents, papers and records of the ARCHITECT involving transactions relating to this AGREEMENT. ARCHITECT agrees that the CITY shall have access during normal working hours to all necessary ARCHITECT facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. The CITY shall give ARCHITECT reasonable advance notice of intended audits. (2) ARCHITECT further agrees to include in all its subconsultant agreements hereunder a provision to the effect that the subconsultant agrees that the CITY shall, until the expiration of five (5) years after final payment under the subcontract, have access to and the right to examine and photocopy any directly pertinent books, documents, papers and records of such subconsultant, involving transactions to the subcontract, and further, that the CITY shall have access during normal working hours to all subconsultant facilities, and shall be provided adequate and appropriate work space, in order to conduct audits in compliance with the provisions of this section together with subsection (3) hereof. CITY shall give subconsultant reasonable advance notice of intended audits. (3) ARCHITECT and subconsultant agree to photocopy such documents as may be requested by the CITY. The CITY agrees to reimburse ARCHITECT for the cost of copies at the rate published in the Texas Administrative Code in effect as of the time copying is performed.          City of Denton, Texas Professional Services Agreement Revised Date: 9/6/18 Page 6 of 17 J. INSURANCE (1) ARCHITECT’S INSURANCE a. Commercial General Liability – the ARCHITECT shall maintain commercial general liability (CGL) and, if necessary, commercial umbrella insurance with a limit of not less than $1,000,000.00 per each occurrence with a $2,000,000.00 aggregate. If such Commercial General Liability insurance contains a general aggregate limit, it shall apply separately to this PROJECT or location. i. The CITY shall be included as an additional insured with all rights of defense under the CGL, using ISO additional insured endorsement or a substitute providing equivalent coverage, and under the commercial umbrella, if any. This insurance shall apply as primary insurance with respect to any other insurance or self- insurance programs afforded to the CITY. The Commercial General Liability insurance policy shall have no exclusions or endorsements that would alter or nullify: premises/operations, products/completed operations, contractual, personal injury, or advertising injury, which are normally contained within the policy, unless the CITY specifically approves such exclusions in writing. ii. ARCHITECT waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the commercial general liability or commercial umbrella liability insurance maintained in accordance with this AGREEMENT. b. Business Auto – the ARCHITECT shall maintain business auto liability and, if necessary, commercial umbrella liability insurance with a limit of not less than $1,000,000 each accident. Such insurance shall cover liability arising out of “any auto”, including owned, hired, and non-owned autos, when said vehicle is used in the course of the PROJECT. If the architect owns no vehicles, coverage for hired or non-owned is acceptable. i. ARCHITECT waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the business auto liability or commercial umbrella liability insurance obtained by ARCHITECT pursuant to this AGREEMENT or under any applicable auto physical damage coverage.          City of Denton, Texas Professional Services Agreement Revised Date: 9/6/18 Page 7 of 17 c. Workers’ Compensation – ARCHITECT shall maintain workers compensation and employer’s liability insurance and, if necessary, commercial umbrella liability insurance with a limit of not less than $100,000.00 each accident for bodily injury by accident or $100,000.00 each employee for bodily injury by disease, with $500,000.00 policy limit. i. ARCHITECT waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by workers compensation and employer’s liability or commercial umbrella insurance obtained by ARCHITECT pursuant to this AGREEMENT. d. Professional Liability – ARCHITECT shall maintain professional liability, a claims-made policy, with a minimum of $1,000,000.00 per claim and aggregate. The policy shall contain a retroactive date prior to the date of the AGREEMENT or the first date of services to be performed, whichever is earlier. Coverage shall be maintained for a period of 5 years following the completion of the AGREEMENT. An annual certificate of insurance specifically referencing this PROJECT shall be submitted to the CITY for each year following completion of the AGREEMENT. (2) GENERAL INSURANCE REQUIREMENTS a. Certificates of insurance evidencing that the ARCHITECT has obtained all required insurance shall be attached to this AGREEMENT prior to its execution. b. Applicable policies shall be endorsed to name the CITY an Additional Insured thereon, subject to any defense provided by the policy, as its interests may appear. The term CITY shall include its employees, officers, officials, agents, and volunteers as respects the contracted services. c. Certificate(s) of insurance shall document that insurance coverage specified in this AGREEMENT are provided under applicable policies documented thereon. d. Any failure on part of the CITY to attach the required insurance documentation hereto shall not constitute a waiver of the insurance requirements. e. A minimum of thirty (30) days notice of cancellation or material change in coverage shall be provided to the CITY. A ten (10) days notice shall be acceptable in the event of non-payment of premium. Notice shall be sent to the respective Department Director (by name), City of Denton, 901          City of Denton, Texas Professional Services Agreement Revised Date: 9/6/18 Page 8 of 17 Texas Street, Denton, Texas 76209. f. Insurers for all policies must be authorized to do business in the State of Texas and have a minimum rating of A:V or greater, in the current A.M. Best Key Rating Guide or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. g. Any deductible or self-insured retention in excess of $25,000.00 that would change or alter the requirements herein is subject to approval by the CITY in writing, if coverage is not provided on a first-dollar basis. The CITY, at it sole discretion, may consent to alternative coverage maintained through insurance pools or risk retention groups. Dedicated financial resources or letters of credit may also be acceptable to the CITY. h. Applicable policies shall each be endorsed with a waiver of subrogation in favor of the CITY as respects the PROJECT. i. The CITY shall be entitled, upon its request and without incurring expense, to review the ARCHITECT 's insurance policies including endorsements thereto and, at the CITY's discretion; the ARCHITECT may be required to provide proof of insurance premium payments. j. Lines of coverage, other than Professional Liability, underwritten on a claims-made basis, shall contain a retroactive date coincident with or prior to the date of the AGREEMENT. The certificate of insurance shall state both the retroactive date and that the coverage is claims-made. k. Coverages, whether written on an occurrence or claims-made basis, shall be maintained without interruption nor restrictive modification or changes from date of commencement of the PROJECT until final payment and termination of any coverage required to be maintained after final payments. l. The CITY shall not be responsible for the direct payment of any insurance premiums required by this AGREEMENT. m. Sub consultants and subcontractors to/of the ARCHITECT shall be required by the ARCHITECT to maintain the same or reasonably equivalent insurance coverage as required for the ARCHITECT. When sub consultants/subcontractors maintain insurance coverage, ARCHITECT shall provide CITY with documentation thereof on a certificate of insurance.          City of Denton, Texas Professional Services Agreement Revised Date: 9/6/18 Page 9 of 17 K. Independent Consultant The ARCHITECT agrees to perform all services as an independent consultant and not as a subcontractor, agent, or employee of the CITY. The doctrine of respondeat superior shall not apply. L. Disclosure The ARCHITECT acknowledges to the CITY that it has made full disclosure in writing of any existing conflicts of interest or potential conflicts of interest, including personal financial interest, direct or indirect, in property abutting the proposed PROJECT and business relationships with abutting property cities. The ARCHITECT further acknowledges that it will make disclosure in writing of any conflicts of interest that develop subsequent to the signing of this AGREEMENT and prior to final payment under the AGREEMENT. M. Asbestos or Hazardous Substances (1) If asbestos or hazardous substances in any form are encountered or suspected, the ARCHITECT will stop its own work in the affected portions of the PROJECT to permit testing and evaluation. (2) If asbestos or other hazardous substances are suspected, the CITY may request the ARCHITECT to assist in obtaining the services of a qualified subcontractor to manage the remediation activities of the PROJECT. N. Permitting Authorities - Design Changes If permitting authorities require design changes so as to comply with published design criteria and/or current architectural practice standards which the ARCHITECT should have been aware of at the time this AGREEMENT was executed, the ARCHITECT shall revise plans and specifications, as required, at its own cost and expense. However, if design changes are required due to the changes in the permitting authorities' published design criteria and/or practice standards criteria which are published after the date of this AGREEMENT which the ARCHITECT could not have been reasonably aware of, the ARCHITECT shall notify the CITY of such changes and an adjustment in compensation will be made through an amendment to this AGREEMENT. O. Schedule ARCHITECT shall manage the PROJECT in accordance with the schedule developed per Attachment B to this AGREEMENT. P. Equal Opportunity (1) Equal Employment Opportunity: ARCHITECT and ARCHITECT’s agents          City of Denton, Texas Professional Services Agreement Revised Date: 9/6/18 Page 10 of 17 shall engage in any discriminatory employment practice. No person shall, on the grounds of race, sex, sexual orientation, age, disability, creed, color, genetic testing, or national origin, be refused the benefits of, or be otherwise subjected to discrimination under any activities resulting from this AGREEMENT. (2) Americans with Disabilities Act (ADA) Compliance: ARCHITECT and ARCHITECT’s agents shall not engage in any discriminatory employment practice against individuals with disabilities as defined in the ADA. SECTION 5 Obligations of the City A. City-Furnished Data ARCHITECT may rely upon the accuracy, timeliness, and completeness of the information provided by the CITY. B. Access to Facilities and Property The CITY will make its facilities accessible to the ARCHITECT as required for the ARCHITECT 's performance of its services. The CITY will perform, at no cost to the ARCHITECT, such tests of equipment, machinery, pipelines, and other components of the CITY's facilities as may be required in connection with the ARCHITECT 's services. The CITY will be responsible for all acts of the CITY's personnel. C. Advertisements, Permits, and Access Unless otherwise agreed to in the Scope of Services, the CITY will obtain, arrange, and pay for all advertisements for bids; permits and licenses required by local, state, or federal authorities; and land, easements, rights-of-way, and access necessary for the ARCHITECT 's services or PROJECT construction. D. Timely Review The CITY will examine the ARCHITECT 's studies, reports, sketches, drawings, specifications, proposals, and other documents; obtain advice of an attorney, insurance counselor, accountant, auditor, bond and financial advisors, and other consultants as the CITY deems appropriate; and render in writing decisions required by the CITY in a timely manner in accordance with the PROJECT schedule prepared in accordance with Attachment B. E. Prompt Notice The CITY will give prompt written notice to the ARCHITECT whenever CITY observes or becomes aware of any development that affects the scope or timing of the ARCHITECT 's          City of Denton, Texas Professional Services Agreement Revised Date: 9/6/18 Page 11 of 17 services or of any defect in the work of the ARCHITECT or construction contractors. F. Asbestos or Hazardous Substances Release. (1) CITY acknowledges ARCHITECT will perform part of the work at CITY's facilities that may contain hazardous materials, including asbestos containing materials, or conditions, and that ARCHITECT had no prior role in the generation, treatment, storage, or disposition of such materials. In consideration of the associated risks that may give rise to claims by third parties or employees of City, City hereby releases ARCHITECT from any damage or liability related to the presence of such materials. (2) The release required above shall not apply in the event the discharge, release or escape of hazardous substances, contaminants, or asbestos is a result of ARCHITECT’s negligence or if ARCHITECT brings such hazardous substance, contaminant or asbestos onto the PROJECT. G. Contractor Indemnification and Claims The CITY agrees to include in all construction contracts the provisions of Article IV.E. regarding the ARCHITECT 's Personnel at Construction Site, and provisions providing for contractor indemnification of the CITY and the ARCHITECT for contractor's negligence. H. Contractor Claims and Third-Party Beneficiaries (1) The CITY agrees to include the following clause in all contracts with construction contractors and equipment or materials suppliers: "Contractors, subcontractors and equipment and materials suppliers on the PROJECT, or their sureties, shall maintain no direct action against the ARCHITECT, its officers, employees, and subcontractors, for any claim arising out of, in connection with, or resulting from the architectural services performed. Only the CITY will be the beneficiary of any undertaking by the ARCHITECT." (2) This AGREEMENT gives no rights or benefits to anyone other than the CITY and the ARCHITECT and there are no third-party beneficiaries. (3) The CITY will include in each agreement it enters into with any other entity or person regarding the PROJECT a provision that such entity or person shall have no third-party beneficiary rights under this AGREEMENT. (4) Nothing contained in this Section H. shall be construed as a waiver of any right the CITY has to bring a claim against ARCHITECT.          City of Denton, Texas Professional Services Agreement Revised Date: 9/6/18 Page 12 of 17 I. CITY's Insurance (1) The CITY may maintain property insurance on certain pre-existing structures associated with the PROJECT. (2) The CITY may secure Builders Risk/Installation insurance at the replacement cost value of the PROJECT. The CITY may provide ARCHITECT a copy of the policy or documentation of such on a certificate of insurance. J. Litigation Assistance The Scope of Services does not include costs of the ARCHITECT for required or requested assistance to support, prepare, document, bring, defend, or assist in litigation undertaken or defended by the CITY. In the event CITY requests such services of the ARCHITECT, this AGREEMENT shall be amended, or a separate agreement will be negotiated between the parties. K. Changes The CITY may make or approve changes within the general Scope of Services in this AGREEMENT. If such changes affect the ARCHITECT 's cost of or time required for performance of the services, an equitable adjustment will be made through an amendment to this AGREEMENT with appropriate CITY approval. SECTION 6 General Legal Provisions A. Authorization to Proceed ARCHITECT shall be authorized to proceed with this AGREEMENT upon receipt of a written Notice to Proceed from the CITY. B. Reuse of Project Documents All designs, drawings, specifications, documents, and other work products of the ARCHITECT, whether in hard copy or in electronic form, are instruments of service for this PROJECT, whether the PROJECT is completed or not. Reuse, change, or alteration by the CITY or by others acting through or on behalf of the CITY of any such instruments of service without the written permission of the ARCHITECT will be at the CITY's sole risk. The CITY shall own the final designs, drawings, specifications and documents.          City of Denton, Texas Professional Services Agreement Revised Date: 9/6/18 Page 13 of 17 C. Force Majeure The ARCHITECT is not responsible for damages or delay in performance caused by acts of God, strikes, lockouts, accidents, or other events beyond the control of the ARCHITECT that prevent ARCHITECT’s performance of its obligations hereunder. D. Termination (1) This AGREEMENT may be terminated: a. by the City for its convenience upon 30 days' written notice to ARCHITECT. b. by either the CITY or the ARCHITECT for cause if either party fails substantially to perform through no fault of the other and the nonperforming party does not commence correction of such nonperformance within 5 days’ written notice or thereafter fails to diligently complete the correction. (2) If this AGREEMENT is terminated for the convenience of the City, the ARCHITECT will be paid for termination expenses as follows: a. Cost of reproduction of partial or complete studies, plans, specifications or other forms of ARCHITECT 'S work product; b. Out-of-pocket expenses for purchasing electronic data files and other data storage supplies or services; c. The time requirements for the ARCHITECT 'S personnel to document the work underway at the time of the CITY'S termination for convenience so that the work effort is suitable for long time storage. (3) Prior to proceeding with termination services, the ARCHITECT will submit to the CITY an itemized statement of all termination expenses. The CITY'S approval will be obtained in writing prior to proceeding with termination services. E. Suspension, Delay, or Interruption to Work The CITY may suspend, delay, or interrupt the services of the ARCHITECT for the convenience of the CITY. In the event of such suspension, delay, or interruption, an equitable adjustment in the PROJECT's schedule, commitment and cost of the ARCHITECT s personnel and subcontractors, and ARCHITECT 's compensation will be made.          City of Denton, Texas Professional Services Agreement Revised Date: 9/6/18 Page 14 of 17 F. Indemnification IN ACCORDANCE WITH TEXAS LOCAL GOVERNMENT CODE SECTION 271.904, THE ARCHITECT SHALL INDEMNIFY OR HOLD HARMLESS THE CITY AGAINST LIABILITY FOR ANY DAMAGE COMMITTED BY THE ARCHITECT OR ARCHITECT’S AGENT, CONSULTANT UNDER CONTRACT, OR ANOTHER ENTITY OVER WHICH THE ARCHITECT EXERCISES CONTROL TO THE EXTENT THAT THE DAMAGE IS CAUSED BY OR RESULTING FROM AN ACT OF NEGLIGENCE, INTENTIONAL TORT, INTELLECTUAL PROPERTY INFRINGEMENT, OR FAILURE TO PAY A SUBCONTRACTOR OR SUPPLIER. CITY IS ENTITLED TO RECOVER ITS REASONABLE ATTORNEY’S FEES IN PROPORTION TO THE ARCHITECT’S LIABILITY. G. Assignment Neither party shall assign all or any part of this AGREEMENT without the prior written consent of the other party. H. Jurisdiction The law of the State of Texas shall govern the validity of this AGREEMENT, its interpretation and performance, and any other claims related to it. The venue for any litigation related to this AGREEMENT shall be Denton County, Texas. I. Severability and Survival If any of the provisions contained in this AGREEMENT are held for any reason to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability will not affect any other provision, and this AGREEMENT shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein. Sections 5.F., 6.B., 6.D., 6.F., 6.H., and 6.I. shall survive termination of this AGREEMENT for any cause. J. Observe and Comply ARCHITECT shall at all times observe and comply with all federal and State laws and regulations and with all City ordinances and regulations which in any way affect this AGREEMENT and the work hereunder, and shall observe and comply with all orders, laws ordinances and regulations which may exist or may be enacted later by governing bodies having jurisdiction or authority for such enactment. No plea of misunderstanding or ignorance thereof shall be considered. ARCHITECT AGREES TO DEFEND, INDEMNIFY AND HOLD HARMLESS CITY AND ALL OF ITS OFFICERS, AGENTS AND EMPLOYEES FROM AND AGAINST ALL CLAIMS OR LIABILITY ARISING OUT OF THE VIOLATION OF ANY SUCH ORDER, LAW, ORDINANCE, OR REGULATION, WHETHER IT BE BY ITSELF OR ITS EMPLOYEES.          City of Denton, Texas Professional Services Agreement Revised Date: 9/6/18 Page 15 of 17 K. Immigration Nationality Act ARCHITECT shall verify the identity and employment eligibility of its employees who perform work under this AGREEMENT, including completing the Employment Eligibility Verification Form (I-9). Upon request by CITY, ARCHITECT shall provide CITY with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this AGREEMENT. ARCHITECT shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any ARCHITECT employee who is not legally eligible to perform such services. ARCHITECT SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY ARCHITECT, ARCHITECT’S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. CITY, upon written notice to ARCHITECT, shall have the right to immediately terminate this AGREEMENT for violations of this provision by ARCHITECT. L. Prohibition on Contracts with Companies Boycotting Israel ARCHITECT acknowledges that in accordance with Chapter 2270 of the Texas Government Code, CITY is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms “boycott Israel” and “company” shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this AGREEMENT, ARCHITECT certifies that ARCHITECT’S signature provides written verification to the CITY that ARCHITECT: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the AGREEMENT. Failure to meet or maintain the requirements under this provision will be considered a material breach. M. Prohibition on Contracts with Companies Doing Business with Iran, Sudan, or a Foreign Terrorist Organization Section 2252 of the Texas Government Code restricts CITY from contracting with companies that do business with Iran, Sudan, or a foreign terrorist organization. By signing this AGREEMENT, ARCHITECT certifies that ARCHITECT’S signature provides written verification to the CITY that ARCHITECT, pursuant to Chapter 2252, is not ineligible to enter into this AGREEMENT and will not become ineligible to receive payments under this AGREEMENT by doing business with Iran, Sudan, or a foreign terrorist organization. Failure to meet or maintain the requirements under this provision will be considered a material breach. N. Certificate of Interested Parties Electronic Filing In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the Government Code. The law states that the City may not enter into this contract          City of Denton, Texas Professional Services Agreement Revised Date: 9/6/18 Page 16 of 17 unless the Contractor submits a disclosure of interested parties (Form 1295) to the City at the time the Contractor submits the signed contract. The Texas Ethics Commission has adopted rules requiring the business entity to file Form 1295 electronically with the Commission. Contractor will be required to furnish a Certificate of Interest Parties before the contract is awarded, in accordance with Government Code 2252.908. The contractor shall: 1. Log onto the State Ethics Commission Website at : https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm 2. Register utilizing the tutorial provided by the State 3. Print a copy of the completed Form 1295 4. Enter the Certificate Number on page 2 of this contract. 5. Complete and sign the Form 1295 6. Email the form to purchasing@cityofdenton.com with the contract number in the subject line. (EX: Contract 1234 – Form 1295) The City must acknowledge the receipt of the filed Form 1295 not later than the 30th day after Council award. Once a Form 1295 is acknowledged, it will be posted to the Texas Ethics Commission’s website within seven business days. O. Agreement Documents This AGREEMENT, including its attachments and schedules, constitutes the entire AGREEMENT, which supersedes all prior written or oral understandings, and may only be changed by a written amendment executed by both parties. This AGREEMENT may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute but one and the same instrument. The following attachments and schedules are hereby made a part of this AGREEMENT: RFQ 7453 – Design Services for 909 N Loop 288 Attachment A - Scope of Services and Compensation Attachment B - Project Schedule These documents make up the AGREEMENT documents and what is called for by one shall be as binding as if called for by all. In the event of an inconsistency or conflict in any of the provisions of the AGREEMENT documents, the inconsistency or conflict shall be resolved by giving precedence first to the written AGREEMENT then to the AGREEMENT documents in the order in which they are listed above.          City of Denton, Texas Professional Services Agreement Revised Date: 9/6/18 Page 17 of 17 Duly executed by each party’s designated representative to be effective on the date subscribed by the City Manager. BY: CITY OF DENTON, TEXAS BY: ARCHITECT __________________________ Todd Hileman City Manager Date: ______________________ James R. Kirkpatrick, Architect, Inc. dba Kirkpatrick Architecture Studio ________________________________ David M. Robinson Managing Director, Studio and Lead Architect Date: ____________________________ THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms. _________________________ Signature _________________________ Title _________________________ Department Date Signed: ______________ APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY By: ATTEST: ROSA RIOS CITY SECRETARY By: ______________________________ ________________________________ TEXAS ETHICS COMMISSION CERTIFICATE NUMBER                     K AS 100 West Mulberry 940/387 .8182tel Denton,Texas 940/383.0262fax 7 6 2 0 1 www.k-a-studio.com 08 September 2020 Ms. Cori Power Buyer Purchasing City of Denton 901B Texas Street Denton, Texas 76209 Re: RFQ 7453 – Design Services for 909 N Loop 288. Dear Ms. Power: It is a pleasure to again offer services to the City of Denton. Project Understanding We understand the project to be a remodeling of an existing 34,284 square foot nursing facility located at 909 N Loop 288 into a center to provide services to those experiencing, and at risk of, homelessness. The City of Denton will own the building and will lease space to nonprofit groups providing services to this population. These services are expected to include, emergency shelter and food, assistance with paying rent/utilities, assistance with employment placement, and other supportive services. Scope of Basic Services The RFQ divides the scope of work into two phases. Phase 1 includes “planning, programming, and design analysis of facility necessary to provide the City with critical planning tools such as the identification and analysis of any major project challenges, project timelines, development cost estimates, and design development.” Phase 2 includes services for construction documents, assistance with bidding and negotiation, and construction administration. KAS’s services are only for Phase 1 We envision the process as collaborative and as such, the scope may change slightly as the design is developed. The anticipated construction budget, the number and names of the non-profit agencies, and the extent of the remodel are unknown. It is also unknown if the facility has a commercial kitchen and if the new program requires one. While a tour of the building was not possible, an exterior viewing found the following: 1. Many of the building’s windows have been sealed with spray foam insulation. This suggests either building movement or aging windows. 2. HVAC is provided by a combination of roof-top and ground mounted units. 3. The masonry veneer lacks expansion joints and weeps. 4. The masonry veneer shows evidence of cracking and repairs. 5. There is evidence of poor drainage in interior courtyards. 6. There is evidence of poor roof drainage . Attachment A          z Page 2 08 September 2020 K AS 7. At least in the area visible from the entry, interior demolition has removed ceilings, flooring, and wall sheathing. The following services are included in Basic Services 1. Architectural design a. Includes the coordination with owner’s access control and building management system vendors b. Includes presentation to City Council and required exhibits 2. Structural engineering a. Includes review of existing structure system 3. Civil engineering a. Includes review of existing site drainage i. Extent is dependent on if topographical survey is provided 4. Mechanical engineering a. Mechanical work will include heating, ventilation and air conditioning (HVAC) systems. b. Engineer will work with Owner’s vendor to include specification for building management system. 5. Electrical Engineering a. Includes normal and emergency power distribution, lighting, exterior lighting for building elements, lightning protection system if required, fire detection and alarm system. b. Includes coordination with City of Denton Technology Services to provide required infrastructure c. Engineer will work with Owner’s access control vendor to accommodate electrical requirements for access-controlled openings. 6. Plumbing Engineering a. Plumbing system descriptions including major equipment quantities such as water heaters, pumps, backflow preventers, etc. 7. Third-party cost estimation Phase One A – Information Gathering and Schematic Design Building Documentation – The building will be surveyed and documented, using plan provided by Owner as base. Building Analysis – The building’s major systems will be analyzed from observation. This does not include a forensic study requiring the removal of system or building components . These systems include. x HVAC • Electrical x Plumbing • Structural x Roofing • Fenestration x Drainage (limited) Programming – KAS will participate in, or lead, up to three program meetings to determine the scope of the program, agencies being accommodated and their space needs. KAS will publish the program for review by the Owner. Design Meeting – KAS will conduct a design meeting with the owner. After reviewing the Owner’s project goals and requirements, the program will be refined and a preliminary floor plan will be produced.          z Page 3 08 September 2020 K AS Schematic Design – KAS will refine the building’s plan and elevations to meet the Owner’s requirements. Plans and perspectives will be provided for the Owner’s review and approval. After approval from the Owner, Design Development Phase will commence. Services in this phase are defined in AIA Document B101, 3.2. Opinion of Probable Cost of the Work – KAS will send the Schematic Design Development Package to a third-party cost estimator for a construction cost estimate. Owner Reviews – We endeavor to bring the Owner along with the design process to allow them to provide input throughout. The Owner will also have a chance for formal reviews after the Design Meeting and after the production of the Schematic Design Package. Meetings – There is not a limit of meetings with KAS in this phase, but the meetings with consultants are limited as follows: x Civil Engineer – 1 • MEP Engineer – 1 x Structural Engineer – 1 • MEP Engineer – 1 Deliverables D1. Schematic Design Package a. Program b. Floor Plan D2. Opinion of Probable Cost of the Work Phase One B – Design Development Design Development – During this phase the documents produced in the Schematic Design Phase are further developed. In this phase, the mechanical, electrical, plumbing, and structural systems are refined. Additionally, architectural details for items such as doors and windows are produced. After approval from the Owner, Construction Documents Phase will commence. Services in this phase are defined in AIA Document B101, 3.3.1 and 3.3.3. Development Review Committee Submission – KAS will submit to the City a site plan, floor plan, and questions to the City. These plans and questions will be reviewed by the City in advance of the Pre-Development Meeting. In addition to building code, drainage and other engineering requirements are reviewed. Opinion of Probable Cost of the Work – KAS will send the Design Development Package to a third-party cost estimator for a construction cost estimate. Meetings – There is not a limit of weekly meetings with KAS in this phase, but the meetings with consultants are limited as follows: x Civil Engineer – 1 • MEP Engineer – 1 x Structural Engineer – 1 Deliverables D3. Design Development Set a. Outline Specification D4. Opinion of Probable Cost of the Work Scope of Work Provided by the Client 1. Topographical and Boundary surveys 2. Geotechnical Investigation and Report 3. Asbestos survey          z Page 4 08 September 2020 K AS Items Outside of Scope of Work or Requiring Additional Services 1. Pursuing LEED certification 2. Commercial kitchen design 3. Redesigns, new designs, meetings and other costs related to significant changes in scope of work or significant changes to approved designs. This includes work and meetings required to incorporate value engineering items. 4. Easements by separate instrument. 5. Drainage area map 6. SWPPP 7. Storm drainage system other than connecting area drain to adjacent storm water inlet 8. Site plan required for regulatory submission showing 9. Non-gravity storm sewer or sanitary sewer systems (systems requiring pump design, i.e. lift stations) 10. Public water or sewer system improvements beyond service connections and any off-site work 11. Acoustical engineering 12. Site features and amenities outside of building footprint and not directly attached to the building that are not required by zoning or code or related to the building’s mechanical, electrical, or plumbing systems. 13.The design of currently unidentified specialty electrical, lighting or communication systems, including voice/data, audio/visual, security, or other low voltage electronic systems. Junction boxes and conduit for the systems will be shown in the construction documents. Fire alarm and related devices are included. 14. Design of franchise utilities (gas, electric, telephone, and cable television) Compensation Compensation to KAS for Basic Services, Additional Services, and Reimbursable Expenses shall be as shown below. If we have misunderstood the scope of work, required services, or construction budget, or if the proposal needs to be reshaped, we would be happy to discuss it. Phase 1A For Basic Services the total compensation shall be $56,720 Phase 1B For Basic Services the total compensation shall be $57,235 Reimbursable Expenses Shall not exceed $3,000 Total $116,955 Non-reimbursable Expenses KAS includes the following in our scope. 1. In-house printing 2. Phone calls 3. Travel within North Texas Reimbursable Expenses          z Page 5 08 September 2020 K AS The following are not included in Basic Services and shall be billed as reimbursable expense and shall be provided to the Owner at the cost invoiced to KAS plus fifteen percent (15%). The total cost shall for printing shall not exceed $3,000 without the written permission of the owner. 1. Printing for presentations, Owner, meetings, and regulatory review. 2. Printing by others 3. Texas Accessibility Standard Plan Review and Post-Construction Inspection 4. Travel outside of North Texas Additional Services Services required and authorized beyond the scope of Basic Services will be invoiced on the basis of personnel time and expenses. James R. Kirkpatrick $225/hour David M. Robinson $175/hour Project Manager $155/hour Technical Staff II $120/hour Technical Staff I $105/hour Consultants 1.10 times the cost Expenses 1.15 times the cost Consultants Civil Engineering MJ Thomas Engineering, LLC Structural Engineering L.A. Fuess Partners, Inc. MEP Engineering MD Engineering, LLP Cost Estimation Computerized Estimating Services Should you have any questions or require additional information, please contact me at your convenience. Best Regards, David M. Robinson, AIA          SCHEDULE 'DYLG&KXFNDQGWKH.$6VWDIIDUHDYDLODEOHWRVWDUWLPPHGLDWHO\7KHLUFXUUHQWVFKHGXOHDOORZVWKHPWREHFRPPLWWHGWRWKLV SURMHFW 7KHVFKHGXOHLVEDVHGRQWKHDVVXPSWLRQWKDWWKHVFRSHRIVHUYLFHVLQFOXGHVGHVLJQVHUYLFHVIRULQGLYLGXDOWHQHWV,IWKHVFRSH RIVHUYLFHVLVRQO\IRUFRPPRQDQGŏVKHOOŐVSDFHVWKHQWKHGXUDWLRQVLQWKHVFKHGXOHPD\EHVKRUWHQHG Schedule Phases and Services Months 123456789101112 Phase 1 A. Planning and Programming B. Schematic Design 6'3ULFLQJ 2ZQHU5HYLHZ C. Design Development 2ZQHU5HYLHZ Phase 2 D. Construction Documents ,VVXH 2ZQHU5HYLHZ Construction Issue 3HUPLWWLQJ E. Bidding Phase Award F. Construction Phase SCHEDULE PAGE 1 OF 1KIRKPATRICK ARCHITECTURE STUDIO: STATEMENT OF QUALIFICATIONS 7453 DESIGN SERVICES, FOR 909 LOOP 288 Attachment B         EEEEEEEEE CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a misdemeanor. 1 Name of vendor who has a business relationship with local governmental entity. 2 Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 Name of local government officer about whom the information in this section is being disclosed. Name of Officer E EEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEBEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE EEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE E EE EEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE E EE EEEEEEE E BE EEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE EEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE E EE EEEEEEE E EE EEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE EEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE E E EE EEEEEEE E EEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE E E E 4 I have no Conflict of Interest to disclose. E 5 E E E E E EEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE EEEEE          "'& %(&  &((#  & %(&  &(()&()$              !+ &' ' &''''(&#!*($"'& %(& ')(& ' &''"&&($&& %(& ')(&')'#' &$(& Certificate Of Completion Envelope Id: CC956A391241450EAF7203618EB67760 Status: Completed Subject: Please DocuSign: City Council Contract 7453 Design Services for 909 N Loop 288 Source Envelope: Document Pages: 25 Signatures: 6 Envelope Originator: Certificate Pages: 6 Initials: 1 Cori Power AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) 901B Texas Street Denton, TX 76209 cori.power@cityofdenton.com IP Address: 198.49.140.104 Record Tracking Status: Original 9/9/2020 12:12:47 PM Holder: Cori Power cori.power@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Cori Power cori.power@cityofdenton.com Buyer City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 198.49.140.104 Sent: 9/9/2020 12:45:23 PM Viewed: 9/9/2020 12:45:31 PM Signed: 9/9/2020 12:52:04 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.104 Sent: 9/9/2020 12:52:07 PM Viewed: 9/9/2020 1:03:39 PM Signed: 9/9/2020 1:04:10 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Mack Reinwand mack.reinwand@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.104 Sent: 9/9/2020 1:04:13 PM Viewed: 9/14/2020 9:46:48 AM Signed: 9/14/2020 9:53:39 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign David Robinson David.Robinson@k-a-studio.com Kirkpatrick Architecture Studio Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 24.27.86.146 Sent: 9/14/2020 9:53:42 AM Resent: 9/17/2020 8:58:13 AM Viewed: 9/14/2020 9:57:29 AM Signed: 9/18/2020 12:14:08 AM Electronic Record and Signature Disclosure: Accepted: 9/14/2020 9:57:29 AM ID: 13c9c48d-4ac6-4983-91ac-3c77df5e149e Signer Events Signature Timestamp Scott Gray Scott.Gray@cityofdenton.com Director - Airport, Capital Planning, Facilities x Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 47.190.47.120 Signed using mobile Sent: 9/18/2020 12:14:12 AM Viewed: 9/18/2020 8:55:03 AM Signed: 9/18/2020 8:55:34 AM Electronic Record and Signature Disclosure: Accepted: 9/18/2020 8:55:03 AM ID: 9977fb12-2455-40ad-9f0e-566318a00e19 Cheyenne Defee cheyenne.defee@cityofdenton.com Contract Administrator City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 198.49.140.104 Sent: 9/18/2020 8:55:38 AM Viewed: 10/7/2020 8:59:49 AM Signed: 10/7/2020 9:00:20 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Todd Hileman Todd.Hileman@cityofdenton.com City Manager City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 47.184.93.41 Sent: 10/7/2020 9:00:23 AM Viewed: 10/7/2020 9:07:08 AM Signed: 10/7/2020 9:07:13 AM Electronic Record and Signature Disclosure: Accepted: 7/25/2017 11:02:14 AM ID: 57619fbf-2aec-4b1f-805d-6bd7d9966f21 Rosa Rios rosa.rios@cityofdenton.com City Secretary Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Sent: 10/7/2020 9:07:17 AM Viewed: 10/7/2020 11:59:47 AM Signed: 10/7/2020 12:00:22 PM Electronic Record and Signature Disclosure: Accepted: 10/7/2020 11:59:47 AM ID: 0a5e0458-c429-4bf5-bf78-571b6ff0b748 In Ierson Signer Events Signature Timestamp Editor DeliverI Events Status Timestamp Igent DeliverI Events Status Timestamp IntermediarI DeliverI Events Status Timestamp Certified DeliverI Events Status Timestamp CarIon CopI Events Status Timestamp Cheyenne Defee cheyenne.defee@cityofdenton.com Contract Administrator City of Denton Security Level: Email, Account Authentication (None) Sent: 9/9/2020 12:52:07 PM Electronic Record and Signature Disclosure: CarIon CopI Events Status Timestamp Not Offered via DocuSign Sherri Thurman sherri.thurman@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None) Sent: 9/18/2020 8:55:39 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Zolaina Parker Zolaina.Parker@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None) Sent: 10/7/2020 12:00:26 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Danielle Shaw Danielle.Shaw@cityofdenton.com Security Level: Email, Account Authentication (None) Sent: 10/7/2020 12:00:27 PM Viewed: 10/7/2020 12:06:51 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Cheyenne Defee cheyenne.defee@cityofdenton.com Contract Administrator City of Denton Security Level: Email, Account Authentication (None) Sent: 10/7/2020 12:00:28 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Iitness Events Signature Timestamp IotarI Events Signature Timestamp Envelope SummarI Events Status Timestamps Envelope Sent Hashed/Encrypted 10/7/2020 12:00:28 PM Certified Delivered Security Checked 10/7/2020 12:00:28 PM Signing Complete Security Checked 10/7/2020 12:00:28 PM Completed Security Checked 10/7/2020 12:00:28 PM IaIment Events Status Timestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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