HomeMy WebLinkAbout2014-293FILE REFERENCE FORM 1 2014-293
X Additional File Exists
Additional File Contains Records Not Public, According to the Public Records Act
Other
FILE(S) Date Initials
Firs Amendment to Contract - copy is attached 04/05/17 JR
• ! •1IRKSK
012=910 109FA0141 HKO]•, = IMIKIMM V WMAIW,1101 N L61
COMMISSIONNbV
TEXAS ON QUALITY PERMITTING PROCESS
EXPENDITUREOTHER DESIGN AND CONSTRUCTION PROJECTS, WITH CP&Y, INC.; PROVIDING FOR
THE OF /THEREFOR;AND PROVIDING DATE
(FILE 5625-AWARDED TO CP&Y, INC. IN THE THREE (3) YEAR AMOUNT NOT -TO-
! ', I 0
WHEREAS, the professional services provider (the "Provider) mentioned in this ordinance
is being selected as the most highly qualified on the basis of its demonstrated competence and
qualifications to perform the proposed professional services; and
WHEREAS, the fees under the proposed contract are fair and reasonable and are consistent
with and not higher than the recommended practices and fees published by the professional
associations applicable to the Provider's profession and such fees do not exceed the maximum
provided by law; NOW, THEREFORE,
SECTION 1. The City Manager is hereby authorized to enter into a professional service
contract with CP&Y, Inc, to provide professional engineering and consulting services for the City of
Denton Landfill, a copy of which is attached hereto and incorporated by reference herein.
SECTION 2. The City Manager is authorized to expend funds as required by the attached
contract.
SECTION 3. The City Council of the City of Denton, 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 5625 to the City Manager of the City of Denton, Texas, or his designee.
SECTION 4. The findings in the preamble of this ordinance are incorporated herein by
reference.
SECTION 5. This ordinance shall become effective immediately upon its passage and
approval.
PASSED AND APPROVED this the MP/M day of kr. :'� , �' `� _.2014.
-------
------
C IAZIS WA I [ ;S, MAYOR
THE STATE OF TEXAS
COUNTY OF DENTON
PROFESSIONAL SERVICES AGREEMENT FOR ENGINEERING FIRM
FILE 5625
111 IS AGR EEMENT Is atid entered I 1110 4is of t lie 161741duly of,
. � 2014,
by aiid bctweeii the City of, Denl.oll- Texas, a,F=1s Inlltliclpd corporanon, NVI1,11 its prilicipal
office at 215 East McKinney Street, Denton, Denton County, Texas 76201, hereinafter called
"Owner" and the firm of CP&Y, Inc. (hereafter "CP&Y), with its corporate office at 1820 Regal
Row, Suite 200, Dallas, Texas 75235, hereinafter called "Design Professional," acting herein, by
and through their duly authorized representatives and officers.
In consideration of the covenants, promises and the agreements herein contained, the parties
hereto do mutually AGREE as follows:
SECTION I
EMPLOYMENT OF ENGINEERING AND DESIGN PROFESSIONAL
The Owner hereby contracts with the Design Professional, a licensed Texas engineering
firm, and planning consultant, as an independent contractor. The Design Professional hereby
agrees to perform the services as described herein and in the Design Professional's Proposal
dated August 1, 2014, limited to those tasks described therein in Exhibit A — "Proposal for
Professional Services — General Engineering Services;" and the General Conditions made a part
hereof, and other attachments to this Agreement that are referenced herein, in connection with
the Projects.
SECTION 2
TERM OF AGREEMENT
Time is of the essence in this Agreement. Design Professional shall begin work
immediately upon the issuance of a notice to proceed from the Owner and shall complete all
work in a timely manner in accordance with the time allotted for each task as established by the
General Manager, Solid Waste Department and the Design Professional, All tasks are to be
completed within the schedules established by the General Manager, Solid Waste Department
and the Design Professional, unless the time for completion has been extended by the General
Manager, Solid Waste Department. This contract shall terminate three (3) years from contract
award as dated above.
PSA 5625 Page 1
The Owner shall compensate the Design Professional as follows:
klmmm����
3.1.1 For Basic Services the total compensation including reimbursable expenses shall be
not to exceed $450,000 based on the hourly rates for services shown in Exhibit "A"
and Section 3.2.1. Design Professional services shall be invoiced to the Owner
monthly.
3.1.2 Progress payments shall be paid to the Design Professional monthly for the Basic
Services invoiced and satisfactorily completed.
3.2.1 Compensation for professional services is as follows per Exhibit "A" (through
December 31, 2015), and to be re -negotiated thereafter:
Principal
Senior Associate Engineer
Senior Engineer
Project Engineer
Engineer in Training
Drafter/Technician
Clerical/Administrative
3.2.2 Compensation for Additional Services of consultants, including any additional
structural, mechanical and electrical engineering services shall be based on a
multiple of 1.0 times the amounts billed to the Design Professional for such
additional services.
3.3 RUMBURSABLE EXPENSES. Reimbursable Expenses shall be a multiple of 1.0 times the
expenses incurred by the Design Professional, the Design Professional's employees and
consultants in the interest of the Project as defined in the General Conditions.
SECTION 4
al om-F.'aw-Affimeal'i I
This Agreement includes this executed agreement and the following documents all of which
are attached hereto and made a part hereof by reference as if ffilly set forth herein:
City of Denton General Conditions to Agreement for Architectural or Engineering
Services.
2. Exhibit "A" — Proposal for Professional Services — General Engineering Services -
Fiscal Year 2015 through 2017 (Letter to Vance Kemler, General Manager, Solid
Waste Department dated August 1, 2014)
PSA 5625 Page 2
These documents make up the "Agreement documents" and what is called for by one shall be as
binding as if called for by all. Ili 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 to
this Professional Services Agreement for Engineering Firm, then to the Agreement documents in
the order in which they are listed above.
This Agreement is signed by the parties hereto effective as of the date first above written.
"OWNER"
CITY OF DENTON, TEXAS
A Texas Municipal Corporation
By
G 0RiE C. CAM1113ELL
CITY MANAGER
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
"K
By: 06— �---2//,—
"DESIGN PROFESSIONAL"
CP&Y, INC.
A Texas Corporation
WITNESS:
PSA 5625 Page 3
CITYOF DENTON
GENERAL CONDITIONS
TO
AGREEMENT FOR ARCHITECTURAL OR ENGINEERING SERVICES
1.1 1-he Architect or Engineer's services consist of those services for the Project (as defined in the agreement (the "Agreement") and proposal (tile
"Proposal") to which these General Conditions are attached) performed by the Architect or Engineer (hereinafter called the "Design Professional") or
Design Professional's employees and Consultants as enumerated in Articles 2 and 3 of these General Conditions as modified by the Agreement and Proposal
(the "Services").
1.2 The Design Professional will perform all Services as an independent contractor• to the prevailing professional standards consistent with the level of care
and skill ordinarily exercised by members of the same profession currently practicing in the same locality tinder sirnilar conditions, including reasonable,
informed judgments and prompt timely actions (the "Degree of Care"). The Services shall be performed as expeditiously as is consistent with the Degree of
Care necessary for the orderly progress of the Project. Upon request of the Owner, the Design Professional shall Submit for the Owner's approval a
schedule for tile performance of the Services which may be adjusted as the Project proceeds, and shalt include allowances for periods of time required for
the Owner's review and for approval of submissions by authorities having jurisdiction over the Project. Time limits established by this schedule and
approved by the Owner stialt not, except for reasonable cause, be exceeded by the Design Professional or Owner, and any adjustments to this schedule shall
be mutually acceptable to both patties.
2.1 BASIC SERN710ES DEFINED The Design Professional's Basic Services consist of those described in Sections 2.2 through 2.6 of these General
Conditions and include without limitation normal structural, civil, mechanical and electrical engineering services and any other engineering services
necessary to produce a complete and accurate set of Construction Documents, as described by and required in Section 2.4. The Basic Services may be
modified by the Agreement.
2.2 SCHEMATIC DESIGN PHASE
2.2.1 The Design Professional, in consultation with the Owner, shall develop a written program for the Project to ascertain Owner's needs and to
establish the requirements for the Project.
2.2.2 The Design Professional shall provide a preliminary evaluation of the Owner's program, construction schedule and construction budget
requirements, each in terms of the other, subject to the limitations set forth in Subsection 5.2.1.
2.2.3 The Design Professional shall review with the Owner alternative approaches to design and construction of the Project.
2.2.4 Based on the mutually agreed -upon program, schedule and construction budget requirements, the Design Professional shall prepare, for
- -eject
approval by the Owner•, Schematic Design Documents consisting of drawings and other documents illustrating the scale and relationship ofPi
components. Tile Schematic Design shall contemplate compliance with all applicable laws, statutes, ordinances, codes and regulations.
2.2.5 The Design Professional shall submit to the Owner a preliminary detailed estimate of Construction Cost based on current area, volurne or
other unit costs and which indicates the cost of each category of work involved in constructing the Project and establishes in elapsed time factor for
the period of time from the commencement to the completion of construction.
2.3.1 Based on the approved Schematic Design Documents and any adjustments authorized by the Owner in the program, schedule or construction
budget, the Design Professional shall prepare for approval by the Owner, Design Development Documents consisting of drawings and other
documents to fix and describe the size and character of the Project as to architectural, structural, mechanical and electrical systems, materials and
such other elements as may be appropriate, which shall comply with all applicable laws, statutes, ordinances, codes and regulations.
Notwilistanding Owner's approval of the documents, Design Professional represents that the Documents and specifications will be sufficient and
adequate to fulfill the Purposes of the Project.
2.3.2 The Design Professional shall advise the Owner of any adjustments to the preliminary estimate of Construction Cost in a further Detailed
Statement as described in Section 2.2.5.
2.4.1 Based on the approved Design Development Documents and any further adjustments in the scope or quality of the Project or in the
construction budget authorized by the Owner, the Design Professional shall prepare, for approval by the Owner, Construction Documents
consisting of Drawings and Specifications setting forth in detail requirements for the construction of the Project, which shall comply with all
applicable laws, statutes, ordinances, codes and regulations.
PSA 5625 Page 4
2.4.2 The Design Professional shall assist the Owner in the preparation of the necessary bidding or procurement infarniation, bidding or
procurement lonns. the Conditions of the contract, and the forni of Agreement between the Owner and contractor.
2.4.3 The Design Professional shall advise the Owner of ally adjustments to previous preliminary estimates of Construction Cost indicated by
changes in requirements or general market conditions.
2.4.4 The Design Professional shall assist the Owner in connection with the Owner's responsibility for filing documents required for the approval
of governmental authorities having jurisdiction over the Project.
2.5.1 The Design Professional, following the Owner's approval of the Construction Documents and of the latest preliminary detailed estimate of
Construction Cost, shall assist the Owner in procuring a construction contract for the Project through any procurement method that is legally
applicable to the Project including without limitation, the competitive sealed bidding process. Although the Owner will consider the advice of the
Design Professional, the award of the constriction contract is in the sole discretion of the Owner.
2.5.2 If the construction contract amount for the Project exceeds the total construction cost of the Project as set forth in the approved Detailed
Statement of Probable Construction Costs of the Project submitted by the Design Professional, then the Design Professional, at its sole cost and
expense, will revise the Construction Documents as may be required by the Owner to reduce or modify the quantity or quality of the work so that
the total construction cost of the Project will not exceed the total construction cost set forth in the approved Detailed Statement of Probable
Construction Costs.
2.6.1 The Design Professional's responsibility to provide Basic Services for the Construction Phase under this Agreement commences With the
award of the Contract for Construction and terminates at the issuance to the Owner of the final Certificate for Payment, unless extended under the
terms of Subsection 8.3.2.
2.6.2 The Design Professional shall provide detailed administration of the Contract for Construction as set forth below. For design professionalss
the administration shall also be in accordance with ATA document A201, General Conditions of the Contract for Construction, current as of the
date of the Agreement as may be amended by the City of Denton special conditions, unless otherwise provided in the Agreement. For engineers
the administration shall also be in accordance with the Standard Specifications for Public Works Construction by the North Central Texas Council
of Goverurnents, current as of the date of the Agreement, unless otherwise provided in the Agreement.
2.6.3 Construction Phase duties, responsibilities and limitations of authority of the Design Professional shall not be restricted, modified or extended
WithOUt written agreement of the Owner and Design Professional.
2.6.4 The Design Professional shall be a representative of and shall advise and consult With the Owner (1) during construction, and (2) at the
Owner's direction from time to time during the correction, or warranty period described in the Contract for Construction. The Design Professional
shall have authority to act on behalf of the Owner only to the extent provided in the Agreement and these General Conditions, unless otherwise
modified by written instrument.
2.6.5 The Design Professional shall observe the construction site at least one time a week, while construction is in progress, and as reasonably
necessarp while constTuction is not in %ro ress, to become familiar with the %rogTess and ,it1W.1.JlgTA of the work completed and to determine ifthe
work is being perCorrned in a manner indicating that the work when completed will be in accordance with the Contract Documents. Design
Professional shall provide Owner a written report subsequent to each on -site visit. On the basis of on -site observations the Design Professional
shall keep the Owner infortned of the progress and quality of the work, and shall exercise the Degree of Care and diligence in discovering and
promptly reporting to the Owner any observable defects or deficiencies in the work of Contractor or any subcontractors. The Design Professional
represents that lie will follow Degree of Care in performing all Services tinder the Agreement. The Design Professional shall promptly correct any
defective designs or specifications flimished by the Design Professional at no cost to the Owner. The Owner's approval, acceptance, use of or
obligations or the Owner's rights hereunder.
2.6.6 The Design Professional shall not have control over or charge of and shall not be responsible for construction means, methods, techniques,
sequences or procedures, or for safety precautions and programs in connection with the work. The Design Professional shall not be responsible for
the Contractor's schedules or failure to carry out the work in accordance with the Contract Documents except insofar as such failure may result
from Design Professional's negligent acts or omissions. The Design Professional shall not have control over or charge of acts or omissions of the
Contractor, Subcontractors, or their agents or employees, or of any other persons performing portions of the work.
T11111P 10711 01, Tim 111 11
PSA 5625 Page 5
2.6.8 1 - ;xcept as may Otherwise be provided in the Contract Documents or when direct communications have been specially authorized. the Owner
and Contractor shall communicate through the Design Professional. Communications by and with the Design Professional's consultants shall be
through the Design Professional.
2.6.9 Based oil the Design Professional's observations at the site of the work and evaluations of the Conti -actor's Applications for Payment, the
Design Professional shall review and certify the amounts due the Contractor.
2.6.10 The Design Professional's certification for payment shall constitute a representation to the Owner, based on the Design Professional 's obser-
vations at the site as provided in Subsection 2.6.5 and on the data comprising the Contractor's Application for Payment, (hat the work has
progressed to the point indicated and that the quality Of the Work is in accordance with the Contract Documents. The foregoing representations are
Subject to minor deviations ftom the Contract Documents correctable prior to completion and to specific qualifications expressed by the Design
Professional. The issuance of a Certificate for Payment shall fin-ther constitute a representation that the Contractor is entitled to payment in the
amount certified. However, the issuance of a Certificate for Payment shall not be a representation that the Design Professional has (1) reviewed
construction means, methods, techniques, sequences or procedures, or (2) ascertamed how or for what purpose the Contractor has used money
previously paid oil account of the Contract SLIM.
2.6.11 The Design Professional shall have the responsibility and authority to reject work which does not conform to the Contract Documents.
Whenever the Design Professional considers it necessary or advisable for implementation of the intent of the Contract Documents, the Design
Professional will have authority to require additional inspection or testing of the work in accordance with the provisions of the Contract
Documents, whether or not such Work is fabricated, installed or completed. However, neither this authority of the Design Professional nor a
decision made in good faith either to exercise or not exercise such authority shall give rise to a duty or responsibility of the Design Professional to
the Contractor, Subcontractors, material and equipment suppliers, their agents or employees or other persons performing portions of the work.
2.6.12 The Design Professional shall review and approve or take other appropriate action upon Contractor's subillittals such as Shop Drawings,
Product Data and Samples for the purpose of (1) determining compliance with applicable laws, statutes, ordinances and codes; and (2) determining
whether or not the work, when completed, will be in compliance with the requirements of the Contract Documents. The Design Professional shall
act with such reasonable promptness to cause no delay in the work or in the construction of the Owner or of separate contractors, while allowing
sufficient time in the Design Professional's professional judgment to permit adequate review. Review of such submittals is not conducted for the
purpose of determining the accuracy and completeness of other details such as dimensions and quantities or for substantiating instructions for
installation or performance of equipment or systems designed by the Contractor, all of which remain the responsibility of the Conti -actor to the
extent required by the Contract Documents. The Design Professional's review shall not constitute approval of safety precautions or, unless
otherwise specifically stated by the Design Professional, of construction means, methods, techniques, sequences or procedures. The Design
Professional's approval of a specific item shall not indicate approval of all assembly of which the item is -.I component. When professional
certification of performance characteristics of materials, systems or equipment is required by the Contract Documents, the Design Professional shall
be entitled to rely upon such certification to establish that the materials, systems or equipment will meet the performance criteria required by the
Contract Documents.
2.6.13 The Design Professional shall prepare Change Orders and Construction Change Directives, with Supporting documentation and data if
deemed necessary by the Design Professional as provided in Subsections 3.1.1 and 3.3.3, for the Owner's approval and execution in accordance
with the Contract Documents, and may authorize minor changes in the work not involving all adjustment in the Contract SLIM or an extension of the
Contract Time which are not inconsistent with the intent of the Contract Documents.
2.6.14 Oil behalf of the Owner, the Design Professional shall conduct inspections to determine the dates of Substantial Completion and Final
Completion, and if requested by the Owner shall issue Certificates of Substantial and Final Completion. The Design Professional will receive and
review written guarantees and related documents required by the Contract for Construction to be assembled by the Contractor and shall issue a final
certificate for Payment upon compliance with the requirements of the Contract Documents.
2.6.15 The Design Professional shall interpret and provide recommendations on matters concerning performance of the Owner and Contractor
tinder the requirements of the Contract Documents on written request of either the Owner or Contractor. The Design Professional's response to
such requests shall be made with reasonable promptness and within any time limits agreed upon.
2.6.16 Interpretations and decisions of the Design Professional shah be consistent with the intent of and reasonably inferable from the Contract
Documents and shall be in writing or in the forrn of drawings. When making such interpretations and initial decisions, the Design Professional
rendered in good firith in accordance -with all the provisions of this Agreement and in the absence of negligence.
2.6.17 The Design Professional shall render written decisions within a reasonable time on all claims, disputes or other matters in question between
the Owner and Contractor relating to the execution or progress of the work as provided in the Contract Documents.
2.6.18 The Design Professional (1) shall render services under the Agreement in accordance with the Degree of Care; (2) will reimburse the Ownm
C.W,.,A %��_wmowied am g.Mment by the Owner of any fem
due, shall not be released from my rights the Owner may have under the Agreement or diminish any of the Design Professional's obligatio
thereunder. i
PSA 5625 Page 6
2.6.19 The Desigri Professional shall provide the Owner with four sets of reproducible prints showing all significant changes to the Construction
Documents during the Construction Phase.
3.1.1 The services described in this Article 3 are not included in Basic Services unless so identified in the Agreement or Proposal, and they shall be
paid for by the Owner as provided in the Agreement, in addition to the compensation for Basic Services. The services described under Sections 3.2
and 3.4 shall only be provided if authorized or confirmed in writing by the Owner. If services described tinder Contingent Additional Services in
Section 3.3 are required due to circumstances beyond the Design Professional's control, the Design Professional shall notify the Owner in writing
and shall not commence such additional services until it receives written approval fi-om the Owner to proceed. If the Owner indicates in writing
that all or pail of such Contingent Additional Services are not required, the Design Professional shall have no obligation to provide those services.
O`vner will be responsible for compensating the Design Professional for Contingent Additional Services only if they are not required due to the
negligence or fault of Design Professional.
3.2.1 If more extensive representation at the site than is described in Subsection 2.6.5 is required., the Design Professional shall provide one or
more Project Representatives to assist hi carrying out such additional on -site responsibilities.
3.2.2 Project Representatives shall be selected, employed and directed by the Design Professional, and the Design Professional shall be com-
pensated therefor as agreed by the Owner and Design Professional.
3.3.1 Making material revisions in Drawings, Specifications or other documents when such revisions are:
1. inconsistent with approvals or instructions previously given by the Owner, including revisions made necessary by adjustments
in the Owner's program or Project budget;
2. required by the enactment or revision of codes, laws or regulations subsequent to the preparation of such documents, or
3, due to changes required as a result of the Owner's failure to render decision in a timely manner.
3.3.2 Providing services required because of significant changes in the Project including, but not limited to, size, quality, complexity, or the
Owner's schedule, except for services required under Subsection 2.5.2.
3.3.3 Preparing Drawings, Specifications and other documentation and supporting data, and providing other services in connection with Change
Orders and Construction Change Directives.
3.3.4 Providing consultation concerning replacement of work damaged by fire or other cause during construction, and fitimishing services required
in connection with the replacement of such work.
3.3.5 Providing services made necessary by the default of the Contractor, by major defects or deficiencies in the work of the Contractor, or by
failure ofperformance of either the Owner or Contractor Linder the Contract for Construction,
3.3.6 Providing services in evaluating an extensive number of claims submitted by the Contractor or others in connection with the work.
3.3.7 Providing services in connection with a public bearing, arbitration proceeding or legal proceeding except where the Design Professional is
party thereto.
3.3.8 Providing services in addition to those required by Article 2 for preparing documents for alternate, separate or sequential bids or providing
services in connection with bidding or construction prior to the completion of the Construction Documents Phase.
3.3.9 Notwithstanding anything contained in the Agreement, Proposal or these General Conditions to the contrary, all services described in this
k_w*�gwt met or emission of the Design Professional shall be performed by
due the Design Professional for the Basic Services. The intervening or concurrent negligence of the Owner shall not limit the Design
Professional's obligations Linder this Subsection 3.3.9.
PSA 5625 Page 7
3.4.2 Providim, planning SUn'eyS. site evaluations or comparative Studies of prospective sites.
3.4.3 Providing special surveys, environmental studies and submissions required for approvals of governmental authorities or others having
jurisdiction over the Project,
3.4.4 Providing services relative to firture facilities, systems and equipment.
3.4.5 Providing services to investigate existing conditions or facilities or to make measured drawings thereof
3.4.6 Providing services to verify the accuracy of drawings or other information famished by the Owner.
3.4.7 Providing coordination of construction performed by separate contractors or by the Owner's own forces and coordination of services required
in connection with construction performed and equipment supplied by the Owner,
3.4.8 Providing detailed quantity surveys or inventories of material, equipment and labor.
3.4.9 Providing analyses of operating and maintenance costs.
3.4.10 Making investigations, inventories of materials or equipment, or valuations and detailed appraisals of existing facilities.
3.4.12 Providing assistance in the utilization of equipment or systems such as testing, adjusting and balancing, preparation of operation and
maintenance manuals, training personnel for operation and maintenance and consultation during operation.
3.4.13 Providing interior design and similar services required for or in connection with the selection, procurement or installation offurniture,
furnishings and related equipment.
3.4.14 Providing services other than as provided in Section 2.6.4, after issuance to the Owner of the final Certificate for Payment and expiration of
the Warranty period of the Contract for Construction.
3.4.15 Providing services of consultants for other than architectural, civil, structural, mechanical and electrical engineering portions of the Project
provided as a part of Basic Services.
3.4.16 Providing any other services not otherwise included in this Agreement or not customarily furnished in accordance with generally accepted
architectural practice.
3.4.17 Preparing a set of reproducible record drawings in addition to those required by Subsection 2.6.19, showing significant changes in the work
made during construction based on marked -Up prints, drawings and other data furnished by the Contractor to the Design Professional.
3.4.18 Notwithstanding anything contained in the Agreement, Proposal or these General Conditions to the contrary, all services described in this
Article 3 that are caused or necessitated in whole or in part due to the negligent act or emission of the Design Professional shall be performed by
the :Wesigd n+ a.i4it4nal c*in,*c2ua1iox 4ov-. Q%i iey4nd the c*MJwnsati*A
due the Design Professional for the Basic Services. The intervening or concurrent ne-14,yence of the Owner shall not limit the Design
Professional's obligations under this Subsection 3.4.18.
4.1 The Owner shall Consult With the Design Professional regarding requirements for the Project, including (1) the Owner's objectives, (2)
schedule and design constraints and criteria, including space requirements and relationships, flexibility, expendability, special equipment, systems
and site requirements, as more specifically described in Subsection 2.2.1.
4.2 The Owner shall establish and update an overall budget for the Project, including the Construction Cost, the Owner's other costs and reasonable
contingencies related to all of these costs.
4.3 If requested by the Design Professional, the Owner shall furnish evidence that financial arrangements have been made to fulfill the Owner's
obligations under this Agreement.
4.4 The Owner shall designate a representative authorized to act on the Owner's behalf with respect to the Project. The Owner or such authorized
representative shall render decisions in a timely manner pertaining to documents submitted by the Design Professional in order to avoid
unreasonable delay in the orderly and sequential progress of the Design Professional's services.
4.5 Where applicable, the Owner shall furnish surveys describing physical characteristics, legal limitations and utility locations for the site of the
Project, and a written legal description of the site. The surveys and legal information shall include, as applicable, grades and lines of streets, alleys,
pavements and adjoining property and structures; adjacent drainage; rights -of -way, restrictions, easements, encroachments, zoning, deed
PSA 5625 Page 8
restrictions. boundaries and contour.,; of the Site; locations, dimensions kind necessary data pertaining to existing buildings, other improvements and
Irees, and inibmiation concernina available utility services and lines, both public and private, above and below grade, including inverts and depths.
All the inl'on-nation on the Survey shall be referenced to a project benchmark.
4.6 Where applicable, the Owner shall furnish the services of geoteclinical engineers when such services are requested by the Design Professional.
Such services may include but are not limited to test borings, test pits, determinations of soil bearing values, percolation tests, evaluations of
hazardous materials, ground corrosion and resistivity tests, including necessary operations for anticipating sub -soil conditions, with reports and
appropriate professional reconnuenclations.
4.6.1 The Owner shall furnish the services of other consultants when such services are reasonably required by the scope of the Project and are
requested by the Design Professional and are not retained by the Design Professional as part of its Basic Services or Additional Services.
4.7 When not a pail of the Additional Services, the Owner shall fitrinish structural, mechanical, chemical, air and water pollution tests, tests of
hazardous materials, and other laboratory and environmental tests, inspections and reports required by law or the Conti -act Documents.
4.8 The Owner shall furnish all legal, accounting and insurance counseling services as may be necessary at any time for the Project, including
auditing services the Owner may require to verify the Contractor's Applications for Payment or to ascertain how or for what purposes the
Contractor has used the money paid by or on behalf of the Owner.
4.9 The services, information, surveys and reports required by Owner urider Sections 4.5 through 4.8 shall be flumished at the Owner's expense,
and the Design Professional shall be entitled to rely upon the accuracy and completeness thereof in the absence of any negligence on the pail of the
Design Professional.
4.10 The Owner shall give mornot written notice to the Design Professional if the Owner becomes aware of any fault or defect in the Project or
nonconformance with the Contract Documents.
4.11 Design Professional small propose language for certificates or certifications to be requested of the Design Professional or Design
Professional's consultants and shall submit such to the Owner for review and approval at least fourteen (14) days prior to execution. The Owner
agrees not to request certifications that would require knowledge or set -vices beyond the scope of the Agreement.
5.1.1 The Construction Cost shall be the total cost or estimated cost to the Owner of all elements of the Project designed or specified by the Design
Professional.
5.1.2 The Construction Cost shall include the cost at current market rates of labor and materials furnished by the Owner and equipment designed,
specified, selected or specially provided for by the Design Professional, plus a reasonable allowance for the Contractor's overhead and profit. In
addition, a reasonable allowance for contingencies shall be included for market conditions at the time of bidding and for changes in the work during
coustruction.
"Ial__And consultants, the costs of the hindi
rights -of -way, financing or other costs which are the responsibility of the Owneras provided in Article 4.
110, 1
recognizeci, tiowever, Mat nertner -tie resignfroiessional nur Ulk-01711cl IRIS UUll1rVL V1,01 Lilt; -W ff"'I HIMCIMY 4"T V TUM , MX C 01
tractor's methods of determining bid prices, or over competitive bidding or market conditions. Accordingly, the Design Professional cannot and
evaluation prepared or agreed to by the Design Professional.
5.2.2 No fixed limit of Construction Cost shall be established as a condition of the Agreement by the furnishing, proposal or establishment ofm
Project budget, unless such fixed limit has been agreed upon in writing and signed by the parties thereto. If such a fixed limit has been establishem
the Design Professional shall be permitted to include contingencies for design, bidding and price escalation, to determine what materials, equ
ment, Ci*1MY4aeAt syster�w an4 ty�oes +f C*Astrue�411 we-tt'le inclu1ei �& III(.- (_'�Atrart _11t*Q1aX&eXts, t* Atake reastriable
the Project and to include in the Contract Documents alternate bids to adjust the Construction Cost to the fixed limit. Fixed limits, if any, shall
increased in the amount of an increase in the Contract Sum occurring after execution of the Contract for Construction.
industry between the date of submission of the Construction Documents to the Owner and the date on which proposals are sought.
PSA 5625 Page 9
ARTICLE 6 ONVNEIISHIP.,M) USE OF DOCUMENTS
6.1 The Drawings. Specifications and other documents prepared by the Design Professional for this Project are instruments of the Design Professional's
service and shall become the property of the Owner upon termination or completion of the Agreement. The Design Professional is entitled to retain copies
of all such documents. Such documents are intended only be applicable to this Project, and Owner's use of'such documents in other projects shall be at
OwneCs sole risk and expense. In the event the Owner uses any of the information or materials developed pursuant to the Agreement in another project or
for- other purposes than are specified in the Agreement, the Design Professional is released from any and all liability relating to their use in that project
6.2 Submission or cfi.,ArJbUti0u Of documents to meet official regulatory requirements or for similar purposes in connection with the Project is not to be
constnied as publication in derogation of the Design Professional's reserved rights.
7.1 The Design Professional may terminate the Agreement upon not less than thirty days written notice should the Owner fail substantially to perform in
accordance with the terms of the Agreement through no fault of the Design Professional. Owner may terminate the Agreement or any phase thereof with or
without cause upon thirty (30) days prior written notice to the Design Professional. All work and labor being performed Under the Agreement shall cease
inamediately upon Design Professional's receipt of such notice. Before the end of the thirty (30) day period, Design Professional shall invoice the Owner
for all work it satisfactorily performed prior to the receipt of such notice. No amount shall be due for lost or anticipated profits. All plans, field surveys,
and other data related to the Project shall become property of the Owner upon termination of the Agreement and shall be promptly delivered to the Owner
in a reasonably organized form. Should Owner subsequently contract with a new Design Professional for continuation of services on the Project, Design
Professional shall cooperate in providing information.
7.2 If the Project is suspended by the Ovmer for more than 30 consecutive days, the Design Professional shall be compensated for services satisfactorily
performed prior to notice of such suspension. When the Project is resumed, the Design ProfcHiOINVS compensation shall be equitably adjusted to provide
for expenses incurred in the interruption and resumption of the Design Professional's services.
7.3 The Agreement may be terminated by the Owner upon not less than seven days written notice to the Design Professional in the event that the Project is
permanently abandoned. If the Project is abandoned by the Owner for more than 90 consecutive days, the Design Professional or the Owner may terminate
the Agreement by giving written notice.
7.4 Failure of the Owner to make payments to the Design Professional for work satisfactorily completed in accordance with the Agreement shall be
considered substantial nonperformance and cause for termination.
7.5 If the Owner fails to make payment to Design Professional within thirty (30) days of receipt of a statement for services properly and satisfactorily
performed, the Design Professional may, upon seven days written notice to the Owner, suspend performance of services under the Agreement.
7.6 In the event of termination not the fault of the Design Professional, the Design Professional shall be compensated for services properly and
satisfactorily performed prior to termination.
ENTS TO THE DESIGN PROFESSIONAL
63
8.1.1 Direct Personnel Expense is defined as the direct salaries of the Design Professional's personnel engaged on the Project and the portion ofthe
cost t.f their manditoi-f aAd customai-f cont?i�uln'+-&s a -,id �eeret*), such as taxes a -Ad tther statutory erJf,?l*yce_�enei_tq_,
insurance, sick leave, holidays, vacations, pensions and similar contributions and benefits.
8.2.1 Reimbursable Expenses are in addition to compensation for Basic and Additional Services and include expenses incurred by the Design
Professional and Design Professional's employees and consultants in the interest of the Project, as identified in the following Clauses.
8.2.1.1 Expense of transportation in connection with the Project; expenses in connection with authorized out-of-town travel; long-distance
communications; and fees paid for securing approval of authorities having jurisdiction over the Project.
8.2.1.2 Expense of reproductions (except the reproduction of the sets of documents referenced in Subsection 2.6.19), postage and handling
of Drawings, Specifications and other documents.
8.2.1.3 If authorized in advance by the Owner, expense of overtime work requiring higher than regular rates.
8.2.1.4 Expense of renderings, models and mock -Lips requested by the Owner.
8.2.1.5 Expense of computer -aided design and drafting equipment time when used in connection with the Project.
PSA 5625 Page 10
8.2.1.6 Other expenses that are approved in advance in writing by the Owner.
W
8.3.1 Payments for Basic Services shall be made monthly and, where applicable, shall be in proportion to services performed within each phase of
service, on the basis set forth in Section 3 of the Agreement and the schedule of work.
8.3.2 If and to the extent that the time initially established in the Agreement is exceeded or extended through no figult of the Design Professional,
compensation for any services rendered (luring the additional period of time shall be computed in the manner set forth in Section 3 of the
Agreement.
8.3.3 When compensation is based oil a percentage of Construction Cost and any portions of the Project are deleted or otherwise not constructed,
compensation for those portions of the Project shall be payable to the extent services are performed oil those portions, in accordance with the
schedule set forth in Section 3 of the Agreement based on (1) the lowest bona fide bid or (2) if no such bid or proposal is received, the most recent
prelintinar), estimate of Construction Cost or detailed estimate Of Construction Cost for such portions of the Project.
8.4.1 Payments oil account of the Design Professional's Additional Services mad for Reinibtu-sable Expenses shall be made monthly within 30 days
after the presentation to the Owner of the Design Professional's statement of services rendered or expenses incurred.
8.5 PAYMENTS NVITHHELD No deductions shall be made from the Design Professional's compensation on account of penalty, liquidated damages or
other suns withheld from payments to contractors, or on account of the cost of changes in the work other than those for which the Design Professional is
responsible.
8.6 DESIGN PROFESSIONAL'S ACCOUNTING RECORDS Design Professional shall make available to Owner or Owner's authorized
representative records of Reirriburmble Expenses and expenses pertaining to Additional Services and services performed on the basis of multiple of Direct
Personnel Expense for inspection and copying during regular business hours for three years after the date of the final Certificate of Payment, or until any
litigation related to the Project is final, whichever date is later.
ARTICLE 9 INDEMNITY
9.1 The Design Professional shall indemnify and save and hold harmless the Owner and its officers, agents, and employees from and 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 Design Professional or its officers, shareholders, agents, or employees in the performance of the Agreement.
9.2 Nothing herein shall be construed to create a liability to any person who is not a party to the Agreement, and nothing herein shall waive any of
the parties' defenses, both at law or equity, to any claim, cause of action, or litigation filed by anyone not a party to the Agreement, including the
defense of governmental immunity, which defenses are hereby expressly reserved.
1�
ARTICLE 10 INSURANCE
During the performance of the Services under the Agreement, Design Professional shall maintain the following insurance with an insurance company
licensed or authorized to do business in the State of Texas by the State Insurance Commission or any successor agency that has a rating with Best
Rate Carriers of at least an A- or above:
10.1 Comprehensive General Liability Insurance with bodily injury limits of not less than $1,000,000 for each occurrence and not less than
$2,000,000 in the aggregate, and with property damage limits of not less than $100,000 for each occurrence and not less than $250,000 in the
aggregate.
10.2 Automobile Liability Insurance with bodily injury limits of not less than $500,000 for each person and not less than $500,000 for each accident,
and with property damage limits of not less than $100,000 for each accident.
10.3 Worker's Compensation Insurance in accordance with statutory requirements, and Employers' Liability Insurance with limits of not less than
$ 100,000 for each accident including occupational disease.
10.4 Professional Liability Insurance with limits of not less than $1,000,000 annual aggregate.
10.5 The Design Professional shall famish insurance certificates or insurance policies to the Owner evidencing insurance in compliance with this
Article 10 at the time of the execution of the Agreement. The General Liability and Automobile Liability insurance policies shall name the Owner as
an additional insured, the Workers' Compensation policy shall contain a waiver of subrogation in favor of the Owner, and each policy shall contain a
provision that such insurance shall not be canceled or modified without thirty (30) days' prior written notice to Owner and Design Professional. In
PSA 5625 Page 11
such event, the Design Professional shall, prior to the effective date of the change or cancellation, furnish Owner with substitute certificates of
insurance inceiiing thereqUil-CMeWS orthis Article 10.
0111 [a M R1 I$]Mi
11.1 The Agreement shall be governed by the laws, of the State of Texas. Venue of any suit or cause of action under the Agreement shall lie exclusively in
Denton County, Texas.
11.2 The Owner and Design Professional. respectively, bind themselves, their partners, successors, assigns and legal representatives to the other party to
this Agreement and to the partners, successors, assigns and legal representatives of such other party with respect to all covenants of this Agreement. The
Design Professional shall not assig
n its interests in the Agreement without the written consent of the Owner.
11.3 The term Agreement as used herein includes the executed Agreement, the Proposal, these General Conditions and other attachments referenced in
Section 3 of the Agreement which together represent the entire and integrated agreement between the Owner raid Design Professional and Supersedes all
prior negotiations, representations or agreements, either written or oral. The Agreement may be amended only by written instrument signed by both Owner
and Design Professional. When interpreting the Agreement the executed Agreement, Proposal, these General Conditions and the other attachments
referenced in Section 3 of the Agreement shall to the extent that is reasonably possible be read so as to harmonize the provisions. However, should the
provisions of these documents be in conflict so that they can not be reasonably hannonized, such documents shall be given priority in the following order:
1. The executed Agreement
2. Attachments referenced in Section 3 of the Agreement other than the Proposal
4. The Proposal
11.4 Nothing contained in the Agreement shall create a contractual relationship with or a cause of action in favor of third party against either the Owner-
or- Design Professional.
11.5 Upon receipt of prior written approval of Owner, the Design Professional shall have the right to include representations of the design of the Project,
including photographs of the exterior and interior, among the Design Professional's promotional and professional materials. The Design Professional's
materials shall not include the Ovviiei's confidential or proprietary information if the Owner has previously advised the Design Professional in writing of the
specific information considered by tire Owner to be confidential or proprietary. The Owner shall provide professional credit for the Design Professional on
the construction sign and in the promotional materials for the Project.
11.6 Approval by the Owner shall not constitute, nor be deemed a release of the responsibility and liability of the Design Professional, its employees,
associates, agents, subcontractors, and subconsultants for the accuracy and competency of their designs or other work; nor shall Such approval be
deemed to be an assumption Of Such responsibility by the Owner for any defect in the design or other work prepared by the Design Professional, its
employees, subcontractors, agents, and consultants.
11.7 All notices, communications, and reports required or permitted tinder the Agreement shall be personally delivered or mailed to the respective
parties by depositing same in the United States mail to the address shown below signature block on the Agreement, certified mail, return receipt
requested, unless otherwise specified herein. All notices shall be deemed effective upon receipt by the party to whom such notice is given, or within
three (3) days after mailing.
11.8 If any provision of the 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 the Agreement and shall not cause the remainder to be invalid or unenforceable. In such event, the parties shall
reform the Agreement to replace such stricken provision with a valid and enforceable provision which comes as close as possible to expressing the
intention of the stricken provision.
11.9 The Design Professional shall comply with all federal, state, and local laws, rules, regulations, and ordinances applicable to the work covered
hereunder as they may now read or hereinafter be amended during the term of this Agreement.
11.10 In performing the Services required hereunder, the Design Professional shal I not discriminate against any person on the basis of race, color,
religion, sex, national origin or ancestry, age, or physical handicap.
11.11 The captions of the Agreement are for informational purposes only, and shall not in anyway affect the substantive terms or conditions of the
Agreement.
PSA 5625 Page 12
Olga ! ! MMEMMUM
For vendor or other person doing business with local governmental entity
This questionnaire reflects changes made to the law by H.B. 1491, 80th Leg., Regular Session. OFFICE USE ONLY
This questionnaire is being tiled in accordance with chapter 176 of the Local Government Code by a person Date Received
who has a business relationship as dclined by Section 176.001(1-a) with a local governmental entity and the
person mects 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.
11 Name of person who has a business relationship with local governmental entity.
I
QCheck 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 71" business
day after the date the originally filed questionnaire becomes incomplete or inaccurate.)
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?
I Yes EA No
B. Is the filer of the questionnaire receiving or likely to receive taxable income, other than investment income, from or at the direction of the
local government officer named in this section AND the taxable income is not received from the local governmental entity?
h:1 Yes I ! No
C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer
serves as an officer or director, or holds an ownership of 10 percent or more?
Yes No
D. Describe each affiliation or business relationship.
Signature of person doing business with the governmental entity
Date
PSA 5625 Page 13
xhibit
August 1, 2014
Mr. Vance Kemler
General Manager, Solid Waste Services
City of Denton
1527 S. Mayhill Road
Denton, Texas 76208
Re Proposal for Professional Services
General Engineering Services
Fiscal Years 2015 through 2017
Dear Mr. Kemler,
CP&Y, Inc. is pleased to submit this scope and fee proposal to provide professional
services to assist the City, as directed, with development, design and construction
related services for various solid waste projects during the fiscal years of 2015 through
2017.
Scope of Services
• Assist the City, as directed, with the investigation, evaluation of alternatives and
development of various solid waste projects, and general engineering services in
support of the Solid Waste Department.
• Assist with the preparation of, and support of, Permit Applications, Permit
Modification, Permit Amendments, and Notifications to required Regulatory
Agencies, as directed by the City.
• Prepare Plan Documents, to include a site plan, structural, architectural,
mechanical, electrical and plumbing design and details, as required, to facilitate
securing bids for construction of selected solid waste related projects.
• Prepare Technical Specifications associated with the design elements of the
selected facilities.
• Utilize City Standard Bid Documents and other Standard Specifications to govern
the remainder of the construction of the selected facilities.
• Prepare complete sets of procurement documents for use by the City for selected
projects.
• Assist the City with soliciting and obtaining bids from Contractors for construction
of the facilities. This would include answering questions related to the project,
issuing bid addendums as needed for clarification, and attending a pre -bid
conference and bid opening.
• Review the construction bids received and make recommendations for
construction contract awards.
Review Contractor Submittals for conformance with the plans and specifications.
2 6 4t,63.18JO H- 2 F '.6T;'.'s7 ; x
Vh"A") t :
PSA 5625
Make periodic visits to the site during construction to observe the construction
activities for conformance with the plans and specifications.
Assist the City with the preparation of industry award submittals and technical
presentations to be delivered at professional society meetings or conferences as
these events occur and opportunity exists to gain State and National recognition
of the City of Denton Landfill operations.
Fee Estimate
CP&Y, Inc. proposes to be compensated for performing the above Scope of Services
on an hourly basis with the total fee amount not to exceed FOUR HUNDRED FIFTY
THOUSAND and no/100 DOLLARS ($450,000.00) without additional written
authorization from the City. The following Hourly Rates of personnel will be the basis
for compensation through December 31, 2015 and will be re-evaluated at that time.
Any changes in Hourly Rates at that time will be approved by the City prior to taking
effect.
Hourly Billing Rates
CP&Y, Inc.
2015
1. CP&Y, Inc. will submit monthly invoices for services rendered, and the City will make
prompt payments in response to the invoices.
2. CP&Y, Inc. will be reimbursed for services based upon the following hourly rates, plus
reimbursement for other direct non -labor and subcontract costs at actual cost.
ate ,or _.. .. Billinc _Rato Pe, r,tlour
Clerical/Administrative
Drafter/Technician
Engineer in Training
Project Engineer
Senior Engineer
Senior Associate Engineer
Principal
$35.00-65.00
$55.00-95.00
$75.00-120.00
$95.00-160.00
$135.00-180.00
$170.00-215.00
$185.00-230.00
We appreciate the opportunity to continue to assist the City of Denton with solid waste
projects. If this proposal is satisfactory to the City, please prepare the necessary City
Contract Documents for our review and signatures.
Sincerely,
CP&Y, Inc.
Frank E. Pugsley, P.E.
Regional Manager; Associate
1820 Regal RmA,% Spa°:.a 20
Dallas, Texas P5 35 ti
214 633,0500.21 b 638 7 23 ux
W VJ, I'll (,I To tiza
PSA 5625
DocuSign Envelope ID: 3FC1314B-AD9A-47BD-B65F-FA7B1538DF5B
THE STATE OF TEXAS §
COUNTY OF DENTON §
FIRST AMENDMENT TO CONTRACT
BY AND BETWEEN THE CITY OF DENTON, TEXAS
AND CP&Y, INC.
[FILE NO. 56251
THIS FIRST AMENDMENT TO CONTRACT (hereafter the "First
Amendment") to that certain Contract by and between the City of Denton, Texas and
CP&Y, Inc. (hereafter the "Agreement") in the original not -to -exceed amount of
$450,000, which was heretofore executed on September 16, 2014, and was approved
within the delegated authority of the City of Denton Purchasing Agent; and said
Agreement was heretofore entered into by and between the City of Denton, Texas, a
Texas Municipal Corporation with its offices at 215 East McKinney Street, Denton,
Texas 76201 (hereafter the "CITY"); and the firm of CP&Y, Inc. (hereafter "CP&Y")
with its offices at 1820 Regal Row, Suite 200, Dallas, TX 75235; and
The original Agreement provided for CP&Y's services for General Engineering
Services as is contained in Exhibits (a) of the original Agreement. The further services to
be performed by CP&Y are contained in Exhibit "B" of this First Amended Agreement.
CP&Y has substantially completed the initial work called for in the original
Agreement; and the City deems it necessary to further expand the services provided by
CP&Y to the CITY, and to provide an additional not -to -exceed amount $90,000, for an
aggregate of $540,000, for the additional required services.
NOW THEREFORE, the CITY and CP&Y (hereafter collectively referred to as
the "Parties"), in consideration of their mutual promises and covenants, as well as for
other good and valuable considerations, do hereby AGREE to the following First
Amendment, which amends the following terms and conditions of the said Agreement, to
wit:
1.
The last sentence of the provisions of Section 2 "Term of Agreement" shall be revised as
follows:
This contract shall terminate on September 16, 2018.
2.
The provisions of Section 3 "Compensation" in the Agreement shall instead read:
3.1.1 For Basic Services the total compensation including reimbursable expenses shall be
not to exceed $540,000 based on the hourly rates for services shown in Exhibit "D" and
Section 3.2.1. Design Professional services shall be invoiced to the Owner monthly." The
FILE 5625 — Amendment No. 1 1
DocuSign Envelope ID: 3FC1314B-AD9A-47BD-B65F-FA7B1538DF5B
number $450,000 contained on the original Agreement at the same location is hereby
removed.
3.2.1 Compensation for professional services is as follows per Exhibit "B" (through
December 31, 2017), and to be re -negotiated thereafter:
Principal
Senior Engineer
Project Engineer
Engineer in Training
Drafter/Technician
Clerical/Administrative
$185-230 per hour
$170-215 per hour
$95-160 per hour
$75-135 per hour
$55-125 per hour
$35-80 per hour
3.
The provisions of Section 4. "Entire Agreement" of the Original Amendment are hereby
amended to add the additional language as follows, to wit:
"3. (Exhibit "B") Contractor's First Amended Proposal."
if
The Parties hereto agree, that except as specifically provided for by this First
Amendment, that all of the terms, covenants, conditions, agreements, rights,
responsibilities, and obligations of the Parties, set forth in both the Agreement and now
the First Amendment shall be, and will remain in full force and effect.
IN WITNESS WHEREOF, the City of Denton, Texas and the CP&Y, Inc., have
each executed this First Amendment electronically, by and through their respective duly
authorized representatives and officers on this date 4/5/2017
CITY OF DENTON, TEXAS
A Texas Municipal Corporation
�D�ocuSigned by:
BJ • ,I{.1gAnnesd
Todd Hileman, City Manager
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
DocuSigned by:
�un,� iFt V U1WLV'
By: C5BFAFC1821946D...
FILE 5625 — Amendment No. 1 2
DocuSign Envelope ID: 3FC1314B-AD9A-47BD-B65F-FA7B1538DF5B
APPROVED AS TO LEGAL FORM:
AARON LEAL, INTERIM CITY ATTORNEY
DocuSigned by:
By. rn�1996C2A2an3g
CP&Y, Inc.
DocuSigneeddy by:
By: VaW� C1G�S� c � CFO
BC68D4E8004645C_.
AUTHORIZED SIGNATURE, TITLE
FILE 5625 — Amendment No. 1
DocuSign Envelope ID: 3FC1314B-AD9A-47BD-B65F-FA7B1538DF5B
EXHIBIT B
C P&Y-),.
Partners for a Better Quality of life
January 17, 2017
Mr. Vance Kemler
General Manager, Solid Waste Services
City of Denton
1527 S. Mayhill Road
Denton, Texas 76208
Re: Proposal for Professional Services
General Engineering Services - 2017
Dear Mr. Kemler,
CP&Y, Inc. is pleased to submit this scope and fee proposal to provide professional
services to assist the City, as directed, with development, design and construction
related services for various solid waste projects for one year, beginning in January
2017.
Scope of Services
• Assist the City, as directed, with the investigation, evaluation of alternatives and
development of various solid waste projects, and general engineering services in
support of the Solid Waste Department.
• Assist with the preparation of, and support of, Permit Applications, Permit
Modification, Permit Amendments, and Notifications to required Regulatory
Agencies, as directed by the City.
• Prepare Plan Documents, as required including but not limited to site plans,
structural, architectural, mechanical, electrical and instrumentation design and
details, to facilitate securing bids for construction of selected solid waste related
projects.
• Prepare Technical Specifications associated with the design elements of the
selected facilities.
• Utilize City Standard Bid Documents and other Standard Specifications to govern
the remainder of the construction of the selected facilities.
• Prepare complete sets of procurement documents for use by the City for selected
projects.
• Assist the City with soliciting and obtaining bids from Contractors for construction
of the facilities. This would include answering questions related to the project,
issuing bid addendums as needed for clarification, and attending a pre -bid
conference and bid opening.
• Review the construction bids received and make recommendations for
construction contract awards.
• Review Contractor Submittals for conformance with the plans and specifications.
1820 Regal Row, Suite 200
Dallas, Texas 75235
214.638.0500 - 214.638.3723 fax
www.cpyi.com
DocuSign Envelope ID: 3FC1314B-AD9A-47BD-B65F-FA7B1538DF5B
EXHIBIT B
Partners for a Better Quality of Life
• Make periodic visits to the site during construction to observe the construction
activities for conformance with the plans and specifications.
• Assist the City with the preparation of industry award submittals and technical
presentations to be delivered at professional society meetings or conferences as
these events occur and opportunity exists to gain State and National recognition
of the City of Denton Landfill operations.
Fee Estimate
CP&Y, Inc. proposes to be compensated for performing the above Scope of Services
on an hourly basis with the total fee amount not to exceed NINETY THOUSAND and
no/100 DOLLARS ($90,000.00) without additional written authorization from the City.
The following Hourly Rates of personnel will be the basis for compensation for
compensation through the one year contract term.
Hourly Billing Rates - CP&Y, Inc.
2017
1. CP&Y, Inc. will submit monthly invoices for services rendered, and the City will make
prompt payments in response to the invoices.
2. CP&Y, Inc. will be reimbursed for services based upon the following range of hourly
rates, plus reimbursement for other direct non -labor and subcontract costs at actual cost.
Cateqory Billing Rate Per Hour
Clerical/Administrative
Drafter/Technician
Engineer in Training
Project Engineer
Senior Engineer
Principal
$35.00-80.00
$55.00-125.00
$75.00-135.00
$95.00-160.00
$170.00-215.00
$185.00-230.00
We appreciate the opportunity to continue to assist the City of Denton with solid waste
projects. If this proposal is satisfactory to the City, please prepare the necessary City
Contract Documents for our review and signatures.
Sincerely,
CP&Y, Inc.
T. Halliburton "Hal' Wood, P.E.
Solid Waste Group Manager
1820 Regal Row, Suite 200
Dallas, Texas 75235
214.638.0500 - 214.638.3723 fax
www,cpyi.com
Certificate Of Completion
Envelope Id: 3FC1314BAD9A47BDB65FFA7Bl538DF5B
Subject: ****City Manager Approval ...."Docusign Item 5625
Source Envelope:
Document Pages: 8 Signatures: 6
Supplemental Document Pages: 0 Initials: 0
Certificate Pages: 6
AutoNav: Enabled Payments: 0
Envelopeld Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US &
Canada)
Record Tracking
Status: Original
3/20/2017 10:01:46 AM
Signer Events
Rebecca Hunter
rebecca.hunter@cityofdenton.com
Senior Buyer
City of Denton
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Elton Brock
elton.brock@cityofdenton.com
Purchasing Manager
City of Denton
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
David Hays, CFO
hwood@cpyi.com
CFO
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Accepted: 4/5/2017 8:57:24 AM
ID:fcf33e5f-bb4e-4692-9e92-96b6ea25b792
John Knight
john.knight@cityofdenton.com
Deputy City Attorney
City of Denton
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Holder: Rebecca Hunter
rebecca.hunter@cityofdenton.com
Signature
Completed
Using IPAddress: 129.120.6.150
[D—"Sil"Id by:
{bU �jVb(jc
4E9FEBACE935410...
Using IPAddress: 129.120.6.150
EVD*,uSi,n,d by:
"'� AA�s) C O'
BC68D4E8004645C...
Using IPAddress: 66.194.162.242
ED—Si,n,d ly:
b� 1`I�.t6�Ad
C821996C2A2B439...
Using IPAddress: 129.120.6.150
Status: Completed
Envelope Originator:
Rebecca Hunter
rebecca.hunter@cityofdenton.com
IP Address: 129.120.6.150
Location: DocuSign
Timestamp
Sent: 3/21/2017 2:52:10 PM
Viewed: 3/21/20172:52:19 PM
Signed: 3/21/2017 2:55:37 PM
Sent: 3/21/2017 2:55:38 PM
Resent: 3/22/2017 10:46:15 AM
Resent: 4/4/2017 8:00:56 AM
Viewed: 4/5/2017 8:28:12 AM
Signed: 4/5/2017 8:28:18 AM
Sent: 4/5/2017 8:28:20 AM
Viewed: 4/5/2017 8:57:24 AM
Signed: 4/5/2017 9:06:52 AM
Sent: 4/5/2017 9:06:54 AM
Viewed: 4/5/2017 9:53:47 AM
Signed: 4/5/2017 9:53:57 AM
S e t U R 9 D
Signer Events
Todd Hileman
todd.hileman@cityofdenton.com
City Manager
City of Denton
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Accepted: 2/8/2017 4:52:51 PM
ID:8154723a-9757-4d53-a4b5-794656233671
Jennifer Walters
jennifer.walters@cityofdenton.com
City Secretary
City of Denton
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
In Person Signer Events
Editor Delivery Events
Agent Delivery Events
Intermediary Delivery Events
Certified Delivery Events
Carbon Copy Events
Signature
[D—Signld/y by:
I� �IMU
B776C711BAOD454...
Using IPAddress: 129.120.6.150
EDII"Sil"Id by:
C5BFAFC1821946D...
Using IPAddress: 129.120.6.150
Signature
Status
Status
Status
Status
Status
Sherri Thurman
sherri.thurman@cityofdenton.com L COP
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Robin Fox
Robin.fox@cityofdenton.com OPIE
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Accepted: 10/9/2015 11:39:51 AM
ID:04463961-03db-4c4d-9228-d660d6146ed6
Jane Richardson
jane.richardson@cityofdenton.com
Assistant City Secretary
City of Denton
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Timestamp
Sent: 4/5/2017 9:53:59 AM
Viewed: 4/5/2017 12:46:02 PM
Signed: 4/5/2017 12:46:15 PM
Sent: 4/5/2017 12:46:16 PM
Viewed: 4/5/2017 2:17:54 PM
Signed: 4/5/2017 2:18:10 PM
Timestamp
Timestamp
Timestamp
Timestamp
Timestamp
Timestamp
Sent: 4/5/2017 9:06:54 AM
Viewed: 4/5/2017 9:13:02 AM
Sent: 4/5/2017 9:53:59 AM
Sent: 4/5/2017 2:18:12 PM
Viewed: 4/6/2017 10:39:20 AM
Carbon Copy Events
Jennifer Bridges
jennifer.bridges@cityofdenton.com
Procurement Assistant
City of Denton
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Julia Winkley
julia. Winkley@cityofdenton.com
Contracts Administration Supervisor
City of Denton
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Status
Scott Lebsack
scott.lebsack@cityofdenton.com COPIED
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Notary Events
Envelope Summary Events Status
Envelope Sent
Hashed/Encrypted
Certified Delivered
Security Checked
Signing Complete
Security Checked
Completed
Security Checked
Payment Events Status
Electronic Record and Signature Disclosure
Timestamp
Sent: 4/5/2017 2:18:12 PM
Sent: 4/5/2017 2:18:12 PM
Viewed: 4/5/2017 2:53:09 PM
Sent: 4/5/2017 2:18:12 PM
Viewed: 4/5/2017 2:35:41 PM
Timestamp
Timestamps
4/5/2017 2:18:12 PM
4/5/2017 2:18:12 PM
4/5/2017 2:18:12 PM
4/5/2017 2:18:12 PM
Timestamps
Electronic Record and Signature Disclosure created on: 4/20/2015 7:25:38 AM
Parties agreed to: David Hays, CFO, Todd Hileman, Robin Fox
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. Described below are the terms and conditions for
providing to you such notices and disclosures electronically through your DocuSign, Inc.
(DocuSign) Express user account. Please read the information below carefully and thoroughly,
and if you can access this information electronically to your satisfaction and agree to these terms
and conditions, please confirm your agreement by clicking the 'I agree' button at the bottom of
this document.
Getting paper copies
At any time, you may request from us a paper copy of any record provided or made available
electronically to you by us. For such copies, as long as you are an authorized user of the
DocuSign system you will have the ability to download and print any documents we send to you
through your DocuSign user account for a limited period of time (usually 30 days) after such
documents are first sent to you. After such time, if you wish for us to send you paper copies of
any such documents from our office to you, you will be charged a $0.00 per -page fee. You may
request delivery of such paper copies from us by following the procedure described below.
Withdrawing your consent
If you decide to receive notices and disclosures from us electronically, you may at any time
change your mind and tell us that thereafter you want to receive required notices and disclosures
only in paper format. How you must inform us of your decision to receive future notices and
disclosure in paper format and withdraw your consent to receive notices and disclosures
electronically is described below.
Consequences of changing your mind
If you elect to receive required notices and disclosures only in paper format, it will slow the
speed at which we can complete certain steps in transactions with you and delivering services to
you because we will need first to send the required notices or disclosures to you in paper format,
and then wait until we receive back from you your acknowledgment of your receipt of such
paper notices or disclosures. To indicate to us that you are changing your mind, you must
withdraw your consent using the DocuSign 'Withdraw Consent' form on the signing page of your
DocuSign account. This will indicate to us that you have withdrawn your consent to receive
required notices and disclosures electronically from us and you will no longer be able to use your
DocuSign Express user account to receive required notices and consents electronically from us
or to sign electronically documents from us.
All notices and disclosures will be sent to you electronically
Unless you tell us otherwise in accordance with the procedures described herein, we will provide
electronically to you through your DocuSign user account all required notices, disclosures,
authorizations, acknowledgements, and other documents that are required to be provided or
made available to you during the course of our relationship with you. To reduce the chance of
you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required
notices and disclosures to you by the same method and to the same address that you have given
us. Thus, you can receive all the disclosures and notices electronically or in paper format through
the paper mail delivery system. If you do not agree with this process, please let us know as
described below. Please also see the paragraph immediately above that describes the
consequences of your electing not to receive delivery of the notices and disclosures
electronically from us.
How to contact City of Denton:
You may contact us to let us know of your changes as to how we may contact you electronically,
to request paper copies of certain information from us, and to withdraw your prior consent to
receive notices and disclosures electronically as follows:
To contact us by email send messages to: kevin.gunn@cityofdenton.com
To advise City of Denton of your new e-mail address
To let us know of a change in your e-mail address where we should send notices and disclosures
electronically to you, you must send an email message to us at kevin.gunn@cityofdenton.com
and in the body of such request you must state: your previous e-mail address, your new e-mail
address. We do not require any other information from you to change your email address..
In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected
in your DocuSign account by following the process for changing e-mail in DocuSign.
To request paper copies from City of Denton
To request delivery from us of paper copies of the notices and disclosures previously provided
by us to you electronically, you must send us an e-mail to kevin.gunn@cityofdenton.com and in
the body of such request you must state your e-mail address, full name, US Postal address, and
telephone number. We will bill you for any fees at that time, if any.
To withdraw your consent with City of Denton
To inform us that you no longer want to receive future notices and disclosures in electronic
format you may:
i. decline to sign a document from within your DocuSign account, and on the subsequent
page, select the check -box indicating you wish to withdraw your consent, or you may;
ii. send us an e-mail to kevin.gunn@cityofdenton.com and in the body of such request you
must state your e-mail, full name, IS Postal Address, telephone number, and account
number. We do not need any other information from you to withdraw consent.. The
consequences of your withdrawing consent for online documents will be that transactions
may take a longer time to process..
Required hardware and software
Operating Systems:
Windows2000? or WindowsXP?
Browsers (for SENDERS):
Internet Explorer 6.0? or above
Browsers (for SIGNERS):
Internet Explorer 6.0?, Mozilla FireFox 1.0,
NetScape 7.2 (or above)
Email:
Access to a valid email account
Screen Resolution:
800 x 600 minimum
Enabled Security Settings:
-Allow per session cookies
-Users accessing the internet behind a Proxy
Server must enable HTTP 1.1 settings via
proxy connection
** These minimum requirements are subject to change. If these requirements change, we will
provide you with an email message at the email address we have on file for you at that time
providing you with the revised hardware and software requirements, at which time you will
have the right to withdraw your consent.
Acknowledging your access and consent to receive materials electronically
To confirm to us that you can access this information electronically, which will be similar to
other electronic notices and disclosures that we will provide to you, please verify that you
were able to read this electronic disclosure and that you also were able to print on paper or
electronically save this page for your future reference and access or that you were able to
e-mail this disclosure and consent to an address where you will be able to print on paper or
save it for your future reference and access. Further, if you consent to receiving notices and
disclosures exclusively in electronic format on the terms and conditions described above,
please let us know by clicking the 'I agree' button below.
By checking the 'I Agree' box, I confirm that:
• I can access and read this Electronic CONSENT TO ELECTRONIC RECEIPT OF
ELECTRONIC RECORD AND SIGNATURE DISCLOSURES document; and
• I can print on paper the disclosure or save or send the disclosure to a place where I can
print it, for future reference and access; and
• Until or unless I notify City of Denton as described above, I consent to receive from
exclusively through electronic means all notices, disclosures, authorizations,
acknowledgements, and other documents that are required to be provided or made
available to me by City of Denton during the course of my relationship with you.
Docu Sign Envelope ID: 3FC1314B-AD9A-47BD-B65F-FA7B1538DF5B __ (lager Approval of Purchase
DATE: March 20, 2017 Questions concerning this
acquisition may be directed
DEPARTMENT: Solid Waste to Vance Kemler 349-8044
ACM: Jon Fortune
SUBJECT
Approve a contract amendment with CP&Y, Inc., Dallas, providing professional services to
assist the City of Denton Solid Waste & Recycling Department with development, design, and
construction related services for Departmental capital construction projects, in the additional
amount of $90,000. (File 5625).
BACKGROUND
The Solid Waste & Recycling Department staff is seeking additional professional engineering
and administrative services from the CP&Y consulting staff related to various landfill
construction projects planned for the upcoming year. Their staff will be utilized to provide
professional services and support for the construction of the ECO - W.E.R.C.S. site entry road
and associated improvements within that area related to the road construction project. Their
services will also be utilized to provide plan documents for various improvements to the
infrastructure of the landfill site, drainage basins, retaining walls, and internal construction
projects as determined on an as needed basis throughout the year.
CP&Y will be available to provide any needed modifications to the Municipal Solid Waste
permit on file with the Texas Commission on Environmental Quality.
PRIOR ACTIONNIEW (COUNCIL, BOARDS, COMMISSIONS)
No prior action.
RECOMMENDATION
Approve one additional year of services, in the not -to -exceed amount of $90,000.00.
ESTIMATED SCHEDULE OF PROJECT
One year from the date of contract approval.
FISCAL INFORMATION
These services will be funded from Solid Waste and Recycling bond capital project accounts.
EXHIBITS
Exhibit 1: Contract Amendment No. 1
DocuSign Envelope ID: 3FC1314B-AD9A-47BD-B65F-FA7B1538DF5B
Request for City Manager Approval
Page 2
Department
Requested by:
Name: Vance Kemler, General Manager
Solid Waste & Recycling
Respectfully submitted:
DocuSigned by:
bVu fV'b(�c
4E9FEBACE935410—
Purchasing
Expenditure Approved:
D�ocuSigned by:
gz7ar���Rvnnnsn
City Manager or Designate
4/5/2017
Date