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HomeMy WebLinkAbout2016-10-18 Agenda with BackupTuesday, October 18, 2016 City of Denton Meeting Agenda City Council City Hall 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com 12:00 PM Work Session Room & Council Chambers After determining that a quorum is present, the City Council of the City of Denton, Texas will convene in a Work Session on Tuesday, October 18, 2016 at 12:00 noon in the Council Work Session Room at City Hall, 215 E. McKinney Street, Denton, Texas at which the following items will be considered: 1. Citizen Comments on Consent Agenda Items This section of the agenda allows citizens to speak on Consent Agenda Items only. Each speaker will be given a total of three (3) minutes to address any items he/she wishes that are listed on the Consent Agenda. A Request to Speak Card should be completed and returned to the City Secretary before Council considers this item. 2. Requests for clarification of agenda items listed on the agenda for October 18, 2016. 3. Work Session Reports A. ID 16-1167 Receive a report, hold a discussion, and give staff direction regarding the establishment of periphery development annexation criteria in the Denton Development Code. Attachments: Exhibit 1- Sections 34-35 34-36 and 34-37 Exhibit 2- 2009 Annexation Strategy B. ID 16-1297 Receive a report and hold a discussion on the review of the housing programs and other activities carried out by the Denton Housing Authority (DHA). Attachments: 10-12-16 City Council Powerpoint C. ID 16-1303 Receive a report and hold a discussion regarding a six-month progress report of the jointly funded Homeless Coordinator position including local efforts to provide assistance to the homeless and those at -risk of becoming homeless. Attachments: 16 10 18-Ext-DCHLT-Denton-City-Council-Presentation 16 10 18-Ex2-UWDC-Homelessness-Coordinator-6-Mo-Progress-Report 16 10 18-Ex3-MOU-Homeless-Coordinator D. ID 16-1310 Receive a report, hold a discussion, and give direction to staff and Waters & Company on the City Manager interview process. Attachments: Exhibit 1- Tentative Interview Schedule E. ID 16-1128 Receive a report, hold a discussion and give staff direction regarding the amendment of Chapter 18, Section 18-38, of the Code of Ordinances, Use of Wireless Communication Devices While Driving. City ofDenton Page 1 Printed on 10/14/2016 City Council Meeting Agenda October 18, 2016 Attachments: Exhibit 1 - Texas Cities with Wireless Laws Exhibit 2 - Presentation Wireless Device Crash Factors Following the completion of the Work Session, the City Council will convene in a Closed Meeting to consider specific items when these items are listed below under the Closed Meeting section of this agenda. The City Council reserves the right to adjourn into a Closed Meeting on any item on its Open Meeting agenda consistent with Chapter 551 of the Texas Government Code, as amended, or as otherwise allowed by law. 1. Closed Meeting: A. ID 16-1256 Deliberations Regarding Personnel Matters - Under Texas Government Code Section 551.074. Discuss and deliberate regarding the evaluation of candidates and the appointment/employment of a City Manager. B. ID 16-1351 Deliberations Regarding Real Property - Under Texas Government Code Section 551.072; Consultation with Attorneys - Under Texas Government Code Section 551.071. Receive information from staff and discuss, deliberate, and provide staff with direction regarding the potential acquisition of real property interests located from North Lakes Substation of Denton Municipal Electric and proceeding east along Riney Rd, then turning north along Nicosia St., then east along W. Hercules Lane and terminating at the Denton North Substation of Denton Municipal Electric, in the City of Denton, Denton County, Texas; where discussion had, deliberation, and direction given, by the Denton City Council in an open meeting would have a detrimental effect on the position of the governmental body in negotiations with a third party. Consultation with the City's attorneys regarding legal issues associated with the acquisition of the real property interests described above; discussion of these legal matters in an open meeting would conflict with the duty of the City's attorneys to the City of Denton and the Denton City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas, or would jeopardize the City's legal position in any administrative proceeding or potential litigation. [North Lakes to Denton North TM Line] C. ID 16-1240 Consultation with Attorneys - Under Texas Government Code, Section 551.071. Consultation, discussion, deliberation and receipt of information from the City's attorneys involving legal matters regarding guidelines for determining when an annexation study should be considered and the criteria for annexation, and to provide the City's attorneys with direction, where a public discussion of these legal matters would clearly conflict with the duty of the City's attorneys to the City of Denton and the Denton City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas. D. ID 16-1301 Deliberations regarding Economic Development Negotiations - Under Texas Government Code Section 551.087. City ofDenton Page 2 Printed on 10/14/2016 City Council Meeting Agenda October 18, 2016 Receive a report and hold a discussion regarding a proposed economic development program grant agreement between the City of Denton and Sally Beauty Supply LLC. This discussion shall include commercial and financial information the City Council has received from Sally Beauty Supply LLC, a business prospect which the City Council seeks to have locate, stay, or expand in or near the territory of the city, and with which the City Council is conducting economic development negotiations; deliberate the economic development program grant agreement between the City of Denton and Sally Beauty Supply LLC. E. ID 16-1312 Deliberations Regarding Real Property - Under Texas Government Code Section 551.072; Consultation with Attorneys - Under Texas Government Code Section 551.071. Receive information from staff and discuss, deliberate, and provide staff with direction regarding the potential acquisition of real property interests located in Lot 1, Block 2 of the Municipal Utility Addition as shown by the plat thereof recorded in Cabinet G Page 346 of the P.R.D.C.T., in the City of Denton, Denton County, Texas; where discussion had, deliberation, and direction given, by the Denton City Council in an open meeting would have a detrimental effect on the position of the governmental body in negotiations with a third party. Consultation with the City's attorneys regarding legal issues associated with the acquisition of the real property interests described above; discussion of these legal matters in an open meeting would conflict with the duty of the City's attorneys to the City of Denton and the Denton City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas, or would jeopardize the City's legal position in any administrative proceeding or potential litigation. [Brinker Substation] F. ID 16-1333 Consultation with Attorneys - Under Texas Government Code Section 551.071. Consult with City's Attorneys regarding development review fees and schedules, as it concerns legal issues associated with that item where a public discussion of this legal matter would conflict with the duty of the City's attorneys under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas. G. ID 16-1343 Deliberations regarding consultation with the City Attorney - Under Texas Government Code Section 551.071, Deliberations regarding Economic Development Negotiations - Under Texas Government Code Section 551.087. Receive a report and hold a discussion regarding legal and economic development issues regarding a proposed economic development incentive agreement for West Gate Business Park (WGBP Investments, LTD). This discussion shall include commercial and financial information the City Council has received from West Gate Business Park which the City Council seeks to have locate, stay, or expand in or near the territory of the city, and with which the City Council is conducting economic development negotiations; including the offer of financial or other incentive; consultation with attorneys regarding legal aspects of proposed economic incentive agreements where the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas City ofDenton Page 3 Printed on 10/14/2016 City Council Meeting Agenda October 18, 2016 clearly conflicts with the provisions of the Texas Open Meetings Act, Chapter 551 of the Texas Government Code. ANY FINAL ACTION, DECISION, OR VOTE ON A MATTER DELIBERATED IN A CLOSED MEETING WILL ONLY BE TAKEN IN AN OPEN MEETING THAT IS HELD IN COMPLIANCE WITH TEXAS GOVERNMENT CODE, CHAPTER 551, EXCEPT TO THE EXTENT SUCH FINAL ACTION, DECISION, OR VOTE IS TAKEN IN THE CLOSED MEETING IN ACCORDANCE WITH THE PROVISIONS OF §551.086 OF THE TEXAS GOVERNMENT CODE (THE `PUBLIC POWER EXCEPTION'). THE CITY COUNCIL RESERVES THE RIGHT TO ADJOURN INTO A CLOSED MEETING OR EXECUTIVE SESSION AS AUTHORIZED BY TEX. GOV'T. CODE, §551.001, ET SEQ. (THE TEXAS OPEN MEETINGS ACT) ON ANY ITEM ON ITS OPEN MEETING AGENDA OR TO RECONVENE IN A CONTINUATION OF THE CLOSED MEETING ON THE CLOSED MEETING ITEMS NOTED ABOVE, IN ACCORDANCE WITH THE TEXAS OPEN MEETINGS ACT, INCLUDING, WITHOUT LIMITATION §551.071-551.086 OF THE TEXAS OPEN MEETINGS ACT. Regular Meeting of the City of Denton City Council at 6:30 p.m. in the Council Chambers at City Hall, 215 E. McKinney Street, Denton, Texas at which the following items will be considered: 1. PLEDGE OF ALLEGIANCE A. U.S. Flag B. Texas Flag "Honor the Texas Flag — I pledge allegiance to thee, Texas, one state under God, one and indivisible." 2. PROCLAMATIONS/PRESENTATIONS A. ID 16-1234 Fire Prevention Month 3. PRESENTATION FROM MEMBERS OF THE PUBLIC A. Review of procedures for addressing the City Council. B. Receive Scheduled Citizen Reports from Members of the Public. 1. ID 16-1277 Willie Hudspeth regarding the City Charter and Closed Sessions. C. Additional Citizen Reports - This section of the agenda permits any person not registered for a citizen report to make comments regarding public business on items not listed on the agenda. This is limited to two speakers per meeting with each speaker allowed a maximum of four (4) minutes. Such person(s) shall have filed a 'Blue Card" requesting to speak during this period prior to the calling of this agenda item. 4. CONSENT AGENDA Each of these items is recommended by the Staff and approval thereof will be strictly on the basis of the Staff recommendations. Approval of the Consent Agenda authorizes the City Manager or his designee to implement each item in accordance with the Staff recommendations. The City Council has received background information and has had an opportunity to raise questions regarding these items prior to consideration. Listed below are bids, purchase orders, contracts, and other items to be approved under the Consent Agenda (Agenda Items A — R). This listing is provided on the Consent Agenda to allow Council Members to discuss or withdraw an item prior to approval of the Consent Agenda. If no items are City ofDenton Page 4 Printed on 10/14/2016 City Council Meeting Agenda October 18, 2016 pulled, Consent Agenda Items A — R below will be approved with one motion. If items are pulled for separate discussion, they may be considered as the first items following approval of the Consent Agenda. A. ID 16-712 Consider approval of the New Cingular Wireless PCS, LLC (Cingular Wireless) third lease amendment for property that is located at the McKenna Park Tower in the City of Denton, Denton County, Texas for an additional thirty (30) years term. Attachments: Exhibit 1 - Third Amendment to Tower Ground Lease Agreement.pdf Exhibit 2 - AT&T Original Lease Agreement.pdf Exhibit 3- Ordinance.pdf B. ID 16-1165 Consider adoption of an ordinance accepting competitive bids and awarding a public works contract for the construction of the Northwest Denton Park Loop Trail Project for the City of Denton Parks and Recreation Department; providing for the expenditure of funds therefor; and providing an effective date (IFB 6131C -awarded to North Rock Construction LLC in the not -to -exceed amount of $1,723,855.91). Attachments: Exhibit 1 -Bid Tabulation Exhibit 2 -Bidder Review Letter Exhibit 3 -Ordinance Exhibit 4 -Contract C. ID 16-1244 Consider adoption of an ordinance of the City of Denton authorizing the City Manager, or his designee, to execute on behalf of the City of Denton an acceptance of an offer from the Texas Department of Transportation relating to a grant for Routine Airport Maintenance Program; authorizing the City Manager to expend funds provided for in the grant program; and declaring an effective date (TxDOT CSJ No.: M1718DNTO). The Airport Advisory Board recommends approval (5-0). Attachments: Exhibit 1- Draft Ordinance Exhibit 2- TXDOT Grant D. ID 16-1250 Consider adoption of an ordinance of the City of Denton, Texas authorizing the City Manager, or his designee, to enter into an Interlocal Agreement with the Denco Area 9-1-1 District (Denco) for providing a 911 database and related services for the benefit of the citizens of the City of Denton and providing an effective date. Attachments: Exhibit 1 Interlocal Agreement Exhibit 2 Ordinance E. ID 16-1259 Consider adoption of an ordinance approving a City sponsorship in an amount not to exceed $1,400 of in-kind services and resources for the Backing the Blue -Denton, to be held at the Civic Center at 321 E. McKinney Street, November 19, 2016; and providing an effective date. Attachments: Exhibit 1 Letter of Reguestpdf Exhibit 2 Running Total of Requested Support.pdf Exhibit 3 Proposed Ordinance F. ID 16-1287 Consider adoption of an ordinance of the City of Denton, Texas to declare the intent City ofDenton Page 5 Printed on 10/14/2016 City Council Meeting Agenda October 18, 2016 Attachments: G. ID 16-1288 Attachments: H. ID 16-1289 Attachments: L ID 16-1290 Attachments: J to reimburse capital program expenditures of the Electric Utility ($65,000,000), Solid Waste ($23,580,000), and General Government ($12,335,000) with Tax Preferred Obligations (Certificates of Obligation and General Obligation Bonds) with an aggregate maximum principal amount equal to $100,915,000; providing an effective date. Exhibit 1 - PUB Draft Minutes Exhibit 2 - Ordinance Consider adoption of an ordinance of the City of Denton authorizing the City Manager or his designee to execute a contract through the State of Texas for the purchase of temporary labor services for various City departments as awarded by the State of Texas Contract 962-M3; and providing an effective date (File 5215 -Purchase of Temporary Labor Services awarded to Texas Industries for the Blind and Handicapped (TIBH Industries, Inc. in the not to exceed amount of $300,000). Exhibit 1 -Ordinance Exhibit 2- Agreement Consider adoption of an ordinance awarding a contract for the purchase of security products and continued vendor support of the Palo Alto Firewall software as awarded by the State of Texas Department of Information Resources (DIR) through the Go DIRect Program, Contract Number DIR-TSO-2700; providing for the expenditure of funds therefor and providing an effective date. (File 4970 -awarded to Solid Border, Inc. in the three (3) year not -to -exceed amount of $309,000). Exhibit 1 -Cost Comparison Analysis Exhibit 3 -Ordinance Consider adoption of an ordinance authorizing the City Manager to execute a professional services agreement for survey services on a work order basis for various City of Denton departments; providing for the expenditure of funds therefor; and providing an effective date (File 6189 -awarded to Teague Nall and Perkins, Inc. in an amount not -to -exceed $500,000). Exhibit 1 -Staff Memo Exhibit 2 -Ordinance Exhibit 3 -Contract ID 16-1291 Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving three (3) year software maintenance for continued vendor support of the Denton Municipal Electric (DME) ArcFM Solution and associated software modules along with new hardware and software upgrades, which is available from only one source and in accordance with Chapter 252.022 of the Texas Local Government Code such purchases are exempt from the requirements of competitive bidding; and providing an effective date (File 5770 awarded to Telvent USA, LLC for a three (3) year not -to -exceed amount of $129,401). City ofDenton Page 6 Printed on 10/14/2016 City Council Meeting Agenda October 18, 2016 Attachments: Exhibit 1 -Quote Exhibit 2- Vendor Sole Source Letter Exhibit 3 -Staff Memo Exhibit 4 -Ordinance K. ID 16-1293 Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving three (3) year software maintenance for continued vendor support of the Municipal Court Incode software and hosted Insite web service, which is available from only one source and in accordance with Chapter 252.022 of the Texas Local Government Code such purchases are exempt from the requirements of competitive bidding; and providing an effective date (File 4771 awarded to Tyler Technologies, Inc. in the three (3) year not -to -exceed amount of $337,471). Attachments: Exhibit 1 -Quote Exhibit 2- Source Letter Exhibit 3 -Staff Memo Exhibit 4 -Ordinance L. ID 16-1294 Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving the acquisition of one (1) Frazer Type I Ambulance for the City of Denton Fire Department which is available from only one source and in accordance with Chapter 252.022 of the Texas Local Government Code such purchases are exempt from the requirements of competitive bidding; and providing an effective date (File 6256 -awarded to Knapp Chevrolet not -to -exceed amount of $223,875). Attachments: Exhibit 1 -Quote Exhibit 2 -Staff Memo Exhibit 3 -Ordinance M. ID 16-1295 Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving three (3) year software maintenance for continued vendor support of the hosted Millennium Library System and associated hardware and software modules, which is available from only one source and in accordance with Chapter 252.022 of the Texas Local Government Code such purchases are exempt from the requirements of competitive bidding; and providing an effective date (File 3224 awarded to Innovative Interfaces, Inc. in the three (3) year not -to -exceed amount of $186,490). Attachments: Exhibit 1 -Quote Exhibit 2 -Sole Source Letter Exhibit 3 -Staff Memo Exhibit 4 -Ordinance N. ID 16-1296 Consider adoption of an ordinance of the City of Denton authorizing the City Manager, or his designee, to execute on behalf of the City of Denton a lease of office space located in the North Lakes Annex Building, 1117 Riney Road between City ofDenton Page 7 Printed on 10/14/2016 City Council Meeting Agenda October 18, 2016 the City of Denton and Denton Explorium; and providing for an effective date. Attachments: Ordinance with Lease Agreement.pdf O. ID 16-1298 Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving the expenditure of funds for the purchase of traffic signal hardware including traffic signal controllers, video detection systems, battery backup systems, and network switches, for the City of Denton Traffic Department, which is available from only one source and in accordance with Chapter 252.022 of the Texas Local Government Code such purchases are exempt from the requirements of competitive bidding; and providing an effective date (File 6248 awarded to Paradigm Traffic Systems in the annual estimated amount of $290,000 for a three (3) year not to exceed amount of $870,000). Attachments: Exhibit 1 -Intersection List Exhibit 2 -Vendor Sole Source Letters Exhibit 3 -Pricing Exhibit 4 -Staff Memo Exhibit 5 -Ordinance Exhibit 6 -Contract P. ID 16-1299 Consider adoption of an ordinance authorizing the City Manager to execute a professional services agreement for financial planning and rate modeling services for Denton Municipal Electric and Water/Wastewater Utilities; providing for the expenditure of funds therefor; and providing an effective date (File 6229 -awarded to NewGen Strategies & Solutions, LLC in an amount not -to -exceed $215,000). The Public Utilities Board recommends approval (6-0). Attachments: Exhibit 1 -Staff Memo Exhibit 2 -PUB Minutes Exhibit 3 -Ordinance Exhibit 4 -Contract Q. ID 16-1300 Consider adoption of an ordinance of the City of Denton, Texas authorizing the City Manager to execute a Second Amendment to a Professional Services Agreement by and between the City of Denton, Texas and Nelson + Morgan Architects, Inc. for architectural, structural, mechanical, and engineering design services to support the design of the new City of Denton Fleet Services Annex Facility to be located at 1527 South Mayhill Road; providing an effective date (File No. 5497 in the additional amount not -to -exceed $158,035.00; aggregating a total not -to -exceed $202,948.09). The Public Utilities Board recommends approval (6-0). Attachments: Exhibit 1 -Original Agr and Amendment 1 Exhibit 2 -PUB Minutes Exhibit 3 -Ordinance Exhibit 4 -Second Amendment R. ID 16-1353 Consider adoption of an ordinance terminating an award for a public works contract for the construction of hangars at Denton Enterprise Airport; and providing an City ofDenton Page 8 Printed on 10/14/2016 City Council Meeting Agenda October 18, 2016 effective date of the termination. (RFP 5753 - Construction Services, LLC in the not -to -exceed 21, 2015). Attachments: Exhibit 1 -1B -Contract Ordinance Fund Disbursement Exhibit 3 -Demand Letter 6.7.16 Exhibit 4 -Punch List-Aguire Roden Exhibit 5 -Punch List -Erect A Tube Exhibit8-Termination - Exhibit O previously awarded to Mag amount of $617,801.65 on April 5. ITEMS FOR INDIVIDUAL CONSIDERATION — CONSIDERATION OF THE USE OF EMINENT DOMAIN TO CONDEMN REAL PROPERTY INTERESTS A. ID 16-1271 Consider adoption of an ordinance finding that a public use and necessity exists to acquire fee simple title to a 1.253 acre tract of land situated in the J.S Collard Survey, Abstract No. 297, City of Denton, Denton County, Texas, and of the Real Property Records of Denton County, Texas ("Property Interests"), for the public use of, expansion, construction, maintenance, and operation of an electric transmission lines, ancillary facilities and structures; authorizing the City Manager, acting City Manager, or his designee, to make initial and final offers to execute a contract of sale, between the City of Denton, Texas ("City"), as buyer, and Pensco Trust Company Custodian FBO Randall D. Smith Roth IRA, Bonnie Brae Malone County, Inc., Trustee of the COTI Property Trust, and Edward F. Wolski, et. al. ("Owner"), as seller, to acquire fee title to the Property Interests for the total purchase price of $166,859.00, and other consideration; authorizing the filing of eminent domain proceedings to acquire the Property Interests if the final offer is not accepted; authorizing the expenditure of funds; and providing an effective date. [North Lakes to Denton North TM Line] Attachments: Transmission Line Mappdf Easement Map.pdf Ordinance.pdf 6. ITEMS FOR INDIVIDUAL CONSIDERATION A. ID 16-1354 Consider appointments to a Charter Review Committee. 7. PUBLIC HEARINGS A. Z16 -0017a Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas regarding a rezoning from a Downtown Residential 1 (DR -1) District to a Downtown Residential 2 (DR -2) District on approximately 0.87 acres, generally located on the east side of McCormick Street, approximately 100 feet south of W. Eagle Drive. The Planning and Zoning Commission recommends approval 6-0. City ofDenton Page 9 Printed on 10/14/2016 City Council Meeting Agenda October 18, 2016 (Z16-0017) Attachments: Exhibit 1- Staff Analysis Exhibit 2- Aerial Map Exhibit 3- Zoning Map Exhibit 4- Future Land Use Map Exhibit 5- Presentation Slides Exhibit 6- DR -1 Permitted Uses Exhibit 7- DR -2 Permitted Uses Exhibit 8- Public Notification Map and Responses Exhibit 9- Planning and Zoning Commission Meeting Minutes Exhibit 10- Draft Ordinance B. Z16 -0024a Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, regarding a rezoning request to provide an initial zoning district designation of Regional Center Commercial Neighborhood (RCC -N) District to an approximately 0.375 acre property generally located on the north side of Crawford Road, approximately 675 east of the I -35W Crawford Road on-ramp. The Planning and Zoning Commission recommends approval (7-0). Attachments: Exhibit 1 - Staff Analysis Exhibit 2 - Site Location Aerial Map Exhibit 3 -Zoning Map Exhibit 4 - Future Land Use Map Exhibit 5 - Preferred Growth Concept Exhibit 6 - RD -5 District Permitted Uses Exhibit 7 - RCC -N District Permitted Uses Exhibit 8 - Public Notification Map Exhibit 9 - Presentation Exhibit 10 - Draft Ordinance 8. CONCLUDING ITEMS A. Under Section 551.042 of the Texas Open Meetings Act, respond to inquiries from the City Council or the public with specific factual information or recitation of policy, or accept a proposal to place the matter on the agenda for an upcoming meeting AND Under Section 551.0415 of the Texas Open Meetings Act, provide reports about items of community interest regarding which no action will be taken, to include: expressions of thanks, congratulations, or condolence; information regarding holiday schedules; an honorary or salutary recognition of a public official, public employee, or other citizen; a reminder about an upcoming event organized or sponsored by the governing body; information regarding a social, ceremonial, or community event organized or sponsored by an entity other than the governing body that was attended or is scheduled to be attended by a member of the governing body or an official or employee of the municipality; or an announcement involving an imminent threat to the public health and safety of people in the municipality that has arisen after the posting of the agenda. B. Possible Continuation of Closed Meeting topics, above posted. City ofDenton Page 10 Printed on 10/14/2016 City Council Meeting Agenda October 18, 2016 CERTIFICATE I certify that the above notice of meeting was posted on the bulletin board at the City Hall of the City of Denton, Texas, on the day of , 2016 at o'clock (a.m.) (p.m.) CITY SECRETARY NOTE: THE CITY OF DENTON CITY COUNCIL WORK SESSION ROOM AND COUNCIL CHAMBERS ARE ACCESSIBLE IN ACCORDANCE WITH THE AMERICANS WITH DISABILITIES ACT. THE CITY WILL PROVIDE SIGN LANGUAGE INTERPRETERS FOR THE HEARING IMPAIRED IF REQUESTED AT LEAST 48 HOURS IN ADVANCE OF THE SCHEDULED MEETING. PLEASE CALL THE CITY SECRETARY'S OFFICE AT 349-8309 OR USE TELECOMMUNICATIONS DEVICES FOR THE DEAF (TDD) BY CALLING 1-800 -RELAY-TX SO THAT A SIGN LANGUAGE INTERPRETER CAN BE SCHEDULED THROUGH THE CITY SECRETARY'S OFFICE. City ofDenton Page 11 Printed on 10/14/2016 City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: ID 16-1167, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Department of Development Services ACM: Jon Fortune DATE: October 18, 2016 SUBJECT Receive a report, hold a discussion, and give staff direction regarding the establishment of periphery development annexation criteria in the Denton Development Code. BACKGROUND The Planning Division has received several development applications that are located in the City's Extra- territorial Jurisdiction (ETJ). The first application is for a commercial and multi -family development located on the northeast corner of US 377 and Brush Creek Road. The applicant has submitted a pre -application and a plat application is anticipated soon. The subject property is approximately 17.97 acres. Half of the subject property is in the City of Denton and the other half is in the county. There are four proposed pads, three of the pads are proposed for commercial use and the fourth pad is proposed for a multi -family development. The second application is for the expansion of an existing mobile home park located on the north side of Silver Dome Road, between Farris Road and Copper Creek Road. The applicant has submitted a Final Plat application (FP16 -0031 - Woodhaven Mobile Home Park - Phase 2) and is currently under review. The plat, if approved, would create an additional 157 lots to an existing Mobile Home Park. It should be taken into consideration that the proposed development applications are not consistent with the character of the area which can impact adjacent properties in terms of land use and intensity. It will also impact infrastructure and public services such as water, sewer, and electricity and other services that these proposed developments would require to have. Because the City's Certificate of Convenience and Necessity (CCN) service areas extend outside the city limits, the City is required to provide water, sewer and electric services to these proposed developments even though the extension of those services is not supported by taxes. Denton Plan 2030 states that "the City's Annexation Plan, guided by the recommendation in the 1999 Denton Plan to adopt an aggressive annexation policy should be reconsidered. Additional annexations are not necessary to accommodate the growth of the city by 2030 and additional annexation may affect the city's ability to provide infrastructure and public services." The developable acreage within the city limits, along with the currently planned annexation areas, is considerably more than what will be needed to meet Denton's projected growth. While additional annexations are not needed to meet Denton's projected growth, annexations may be needed in order to manage growth and strengthen the city's oversight to control the land use pattern and character of development along the city's periphery. In addition, annexations may be needed in order to fiscally provide City of Denton Page 1 of 5 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-1167, Version: 1 infrastructure and public services in these areas of the ETJ. Prior to the adoption of the Denton Development Code in 2002, the City had annexation guidelines and criteria outlined in Chapter 34 - Subdivision and Land Development and Chapter 35 - Zoning of the Denton Code of Ordinances. These chapters were combined to create the Denton Development Code (DDC). However, specific sections dealing with annexation were not included in the DDC, namely Section 34.35 - Annexation Policy, Section 34.36 - Annexation Procedures, and Section 34.37 Annexation Fees. Refer to Exhibit 1. Furthermore, Section 35.1.6 of the DDC repealed all regulations governing the use and development of land that were inconsistent with the new code adoption. However, because there was no language in the ordinance adopting the creation of the DDC that repealed Sections 34-35, 34-36, and 34-37, it is uncertain as to whether these sections were repealed explicitly. To provide a greater level of certainty, staff is going to draft an ordinance that will include language that expressly repeals Sections 34-35, 34-36, and 34-37. In 2009, the City prepared an Annexation Strategy report. Refer to Exhibit 2. The report discussed the actions that led to the 2010 Annexation. The 2010 Annexation set to achieve the following goals: • Protect the north Interstate 35 corridor; • Protect the future west Loop 288 corridor; • Manage growth in the City's CCN; • Manage land -use in probable growth areas; • Create a logical contiguous City of Denton boundary; • Provide future growth areas as recommended by the Denton Plan; and, • Reduce the pockets of unincorporated areas (donut holes) within the existing city limits. The factors used to determine what areas to annex include but are not limited to the following: • Physical features such as creeks, railroads, roadways and other physical or natural boundaries; • Property configuration; • Proximity to current City boundary; • The City's ability to provide adequate public services (Fire, Police, Water, Wastewater, etc.), and proximity to the City's CCN); • Areas within the City's CIP; • Extent of recent development activities; • Number of occupied parcels; • Recent voluntary annexation trends; and, • Location and intensity of gas wells. To accomplish the above, the City contracted with Freese and Nichols, Inc. (FNI) to perform a growth management study. The initial study covered approximately 48,000 acres within the City's Extra Territorial Jurisdiction (ETJ), and was later narrowed down to 22 potential areas containing approximately 12,357.76 acres. Five (5) of the potential 22 areas are primarily located in the north western quadrant of the City, totaling approximately 7,855 acres. The other seventeen (17) are unincorporated ETJ pockets (donut holes) that are located within the body of the City's corporate limits containing approximately 4,502.68 acres. Further studies revealed that three (3) of the "donut holes" are encumbered with restrictive covenants and are not immediately City of Denton Page 2 of 5 Printed on 10/14/2016 povveied by I_egist9i I;, File M ID 16-1167, Version: 1 eligible for annexation containing approximately 716 acres. As such, they were removed from further studies and consideration. The City Council then directed staff to develop an annexation priority ranking of the remaining 19 areas containing approximately 11,641.68 acres. On September 1, 2009, staff presented the final results of the annexation priority ranking to the City Council via a work session. During the work session, staff recommended the annexation of 18 areas totaling approximately 9,035 acres of land. In 2010, annexation of large portions of the ETJ was initiated. To ensure that there are specific annexation criteria and procedures to address proposed developments along the city's periphery, staff is proposing amending the DDC to add a section under Subsection 3 for annexation criteria and procedures. The Planning Division has drafted evaluating criteria for determining when annexation should be considered and has drafted annexation procedures that enable staff to bring forward cases to City Council in a timely manner. Staff is proposing to amend the DDC by adding the following periphery development annexation criteria section: Section 35.3.13 Periphery Development Annexation Criteria A. City staff will assess on a case-by-case basis the annexation of areas in the extraterritorial jurisdiction (ETJ) when significant developments are proposed, occurring, or likely to occur in the near future. B. The following are criteria for determining when an annexation should be considered: 1. Developments that require the need to connect to City public services (water, sewer, electric and other services; or 2. Developments within the City's Certificate of Convenience and Necessity boundary for water, wastewater, and electric service; or 3. Developments where the land area is partially in the City's ETJ and partially within the City limits; or 4. Developments or areas that might have a significant impact upon the city, including but not limited to service costs, increased traffic, drainage impact, utility needs or utilization, safety or health hazards; or 5. Location and intensity of Gas Well Drilling and Production, or 6. Property that is contiguous to the City Limits and is necessary to the annexation of another property qualifying under any of the criteria in B.1 -B.5 above. C. When any or all of the above conditions exist, city staff shall review the proposed development for the purpose of considering annexation. The following shall be considered at a minimum: 1. The ability of the city to provide infrastructure and public services equal to other comparable areas inside the city limits. 2. The reliability, capacity, and future public cost, if any, of current and planned provisions for City of Denton Page 3 of 5 Printed on 10/14/2016 povveied by I_egist9i I;, File M ID 16-1167, Version: 1 community facilities such as roads, drainage, utilities, etc. 3. The need and quality of land use and building controls. 4. Conformance with the Land Use Element of the city's comprehensive plan. 5. Impact on the city, both current and long range, including at a minimum: a. Public Services fiscal cost and benefits; b. Traffic; c. Infrastructure of roads, utilities and other community facilities; d. Safety or health; e. Building or development quality; f. Aesthetic quality; and g. Community character. 6. The property meets the minimum requirements for annexation in accordance with state law. D. Procedure. 1. Following staff determination that annexation should be considered, the property owner will be notified of the City's intent to annex. The City will request that the property owner voluntarily petition the City for annexation and initial zoning. 2. If an application from the property owner for annexation and initial zoning is not submitted within 10 calendar days of notification, the city will initiate an involuntary annexation proceeding in accordance with state law. 3. After the involuntary annexation, the city will hold a public hearing for an initial zoning of the property under Section 35.3.4 of the Denton Development Code. The proposed zoning will be in conformance with the Land Use Element of the city's comprehensive plan. 4. All public hearing notification procedures will be in accordance with state law. 5. All procedures will be in accordance with continued use provision state laws. OPTIONS 1. Direct staff to use the proposed annexation criteria and procedure. 2. Direct staff to use the proposed annexation criteria and procedure with conditions. 3. Direct staff to take a different approach. RECOMMENDATION Staff recommends amending the DDC by adding periphery development annexation criteria which provides specific thresholds for determining when annexation should be considered and procedures that enable staff to bring forward cases to City Council in a timely manner. City of Denton Page 4 of 5 Printed on 10/14/2016 povveied by I_egist9i I;, File M ID 16-1167, Version: 1 STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Economic Development Related Goal: 3.1 Develop targeted policies and incentives to achieve desired economic growth EXHIBITS 1. Sections 34-35, 34-36, and 34-37 2. 2009 Annexation Strategy Respectfully submitted: Munal Mauladad Director of Development Services Prepared by: Ron Menguita, AICP Long Range Planning Administrator City of Denton Page 5 of 5 Printed on 10/14/2016 povveied by I_egist9i I;, Exhibit 1 Sec. 34-35. -Annexation policy. (a) It is the general policy of the City of Denton to assess on a case-by-case basis the annexation of areas in the extraterritorial jurisdiction (ETJ)when significant developments are proposed, occurring, or likely to occur in the near future. (b) The following are guidelines for determining when annexation study should be considered: (1) Single-family developments over five (5) lots; or (2) Multi -family, industrial or commercial developments over one (1) acre; or (3) Any area where the density exceeds five hundred (500) units per square mile; or (4) Any development or area that might have a significant impact upon the city, including but not limited to service costs, increased traffic, drainage impact, utility needs or utilization, safety or health hazards. When any or all of the above conditions exist, city staff shall review the proposed development for the purpose of considering annexation. The review shall also include consideration of the annexation of logical planning areas around the area of initial concern. (c) Guidelines for scope of study. In studying the questions of whether or not an area should be annexed, the following criteria shall be considered at a minimum: (1) The ability of the city to furnish normal city services equal to other comparable areas inside the city limits. Water and sewer system capabilities are considered, but lines for individual areas are normally not the city's financial responsibility. (2) The reliability, capacity, and future public cost, if any, of current and planned provisions for community facilities such as roads, drainage, utilities, etc. Private facilities will be considered. (3) The need and quality of land use and building controls. Private controls will be considered. (4) Impact on the city, both current and long range, including at a minimum: a. Fiscal cost and benefits; b. Traffic; c. Infrastructure of roads, utilities and other community facilities; d. Safety or health; e. Building or development quality; f. Aesthetic quality; and g. Community character. (5) Conformance with or need to ensure conformance with the officially adopted master plans of the city. (Ord. No. 94-150, § I, 8-16-94) Sec. 34-36. -Annexation procedures. (a) If, after preliminary study, the criteria described in section 34-35 indicate annexation is appropriate in order to promote or protect the public interest, the city will initiate formal annexation proceedings to consider the annexation question in detail. Page 1 (b) If a tract of land in the extraterritorial jurisdiction is contiguous to the city limits and the owner of said property desires that it be annexed in order to be qualified to receive city services when available and to be afforded zoning protection, the owner may petition the city for annexation. (c) Study and annexation procedure. (1) Based upon guidelines for initiating study, the staff shall initiate a preliminary assessment of the area for possible annexation and present the results to the city council. The city council will review the study results and other information and make a determination whether or not formal study and public hearings and annexation proceedings should be initiated. (2) If formal public hearings are initiated, the planning and zoning commission shall review the annexation study and make a recommendation to the city council. (3) The city council will then consider all recommendations and public comment during the prescribed public hearings phase, and make a determination whether or not to initiate formal annexation proceedings. (4) Formal annexation proceedings are executed, if applicable. (d) Public hearing notification procedures: (1) Notice of public hearing. Notice of the public hearings shall be given not less than ten (10) days before the date set for the first annexation public hearing using each of the following methods: a. Published notice. Notice of the scheduled public hearings shall be published in the official newspaper of the city stating the time and place of such public hearings and a description of the proposed annexation. b. Courtesy notice. Written notice of the scheduled public hearings, properly addressed and postage -paid via first class mail shall be provided to all residents of property located within five hundred (500) feet of the subject property by posting such notice to each parcel address as recorded on the city's geographic information system (GIS) data base. Failure on the part of property owners to receive the courtesy notice shall not invalidate the scheduled public hearing process. Posted notice. A sign shall be posted on the subject property according to rules established and published by the planning and development department, a copy of which will be available at the city secretary's office and the planning and development department offices. (2) Access to property. The applicant/petitioner/landowner shall allow the director of planning and development or his/her designee to enter onto the premises for which an annexation public hearing is scheduled for the purposes of installing, maintaining, and removing signs required by this section. (e) Remedy for removal of sign. It shall be unlawful for any person, other than the director of planning and development or his/her designee, to knowingly remove, deface, or injure in any manner a sign or part thereof required by the provisions of this section. (Ord. No. 94-150, § I, 8-16-94; Ord. No. 99-030, § I, 2-2-99) Sec. 34-37. -Annexation fees. Any person, firm or corporation who shall petition the city for annexation shall pay to the department of planning and community development a fee in an amount determined, and as from time to time amended, by ordinance of the city council. The fee shall be based upon the administrative expenses of the city in reviewing such petitions. A true and correct copy of the current ordinance establishing the fees shall be maintained in the department of planning and community development. (Ord. No. 94-150, § I, 8-16-94) Page 2 CITY OF DENTON 2009 ANNEXATION STRATEGY The following report discusses the actions that led to the 2009 Annexation. Also discussed in this report are the annexation processes and requirements relative to: (1) a 3 -year Annexation Plan; (2) an Inventory of Services and Facilities; (3) a 21/2 -year Service Plan; and (4) Development Agreements for land appraised for agricultural land -use. BACKGROUND: In 1999 when the Denton Plan was adopted, the City's land area was 39,695 acres. To accommodate future population and development growth, the Denton Plan anticipates annexation of land within the City's ETJ. The anticipated required acreages and their associated land -uses are identified in the table below. Single-family development Industrial development Institutional development 15,000 acres 3,000 acres 2,700 acres anticipated minimum stated in the Denton Plan. The anticipated 25,100 additional acres is based on population projections and an average density of 2,250 people per square mile (640 acres). Per the Denton Plan, the minimum anticipated land area required to accommodate future population and development is 64,795 acres (39,695+25,100). Current land area within the City is 57,257 acres, which is 7,538 acres below the Element Two of the City's Growth Management Strategies within the Denton Plan (Pages 23) states: "Adopt an aggressive annexation policy in order to manage the density and quality of growth within the current ETJ and maintain the city's existing certificate of convenience and necessity (CCN) " The City's annexation policy plan, adopted in June 1993 states that: "Annexation is considered when a property is located within the designated urbanizing area; is expected to accommodate urban growth in the next twenty years; and if the annexation is contiguous to existing city limits, city roads and rights-of-way. " In addition to achieving the vision of the Denton Plan, the areas that will be annexed will achieve the following goals: • Protect the north Interstate 35 corridor; • Protect the future west Loop 288 corridor; • Manage growth in the City's CCN; • Manage land -use in probable growth areas; • Create a logical contiguous City of Denton boundary; • Provide future growth areas as recommended by the Denton Plan; and, • Reduce the pockets of unincorporated areas (donut holes) within the existing city limits. The factors used to determine what areas to annex include but are not limited to the following: • Physical features such as creeks, railroads, roadways and other physical or natural boundaries; • Property configuration; • Proximity to current City boundary; • The City's ability to provide adequate public services (Fire, Police, Water, Wastewater, etc.), and proximity to the City's CCN); • Areas within the City's CIP; • Extent of recent development activities; • Number of occupied parcels; • Recent voluntary annexation trends; and, • Location and intensity of gas wells. To accomplish the above, the City contracted with Freese and Nichols, Inc. (FNI) to perform a growth management study. The initial study covered approximately 48,000 acres within the City's Extra Territorial Jurisdiction (ETJ), and was later narrowed down to 22 potential areas containing approximately 12,357.76 acres. Five (5) of the potential 22 areas are primarily located in the north western quadrant of the City, totaling approximately 7,855 acres. Please see Exhibit 1. The other seventeen (17) are unincorporated ETJ pockets (donut holes) that are located within the body of the City's corporate limits containing approximately 4,502.68 acres. Please see Exhibit 2. Further studies revealed that three (3) of donut holes are encumbered with restrictive covenants and are not immediately eligible for annexation. As such, they were eliminated from further studies and consideration. These 3 areas are colored red in Exhibit 2 and contain 716 acres. The City Council then directed staff to develop an annexation priority ranking of the remaining 19 areas containing approximately 11,641.68 acres. During the initial ranking process, staff formulated a system that was geared predominantly towards the cost of providing city services to the areas. However, during a June 19, 2009 meeting among City staff and a representative from FNI, it was determined that other important attributes in addition to the cost of providing City services should be factored into the ranking methodology. As such, staff reverted to the goals that were identified during the March 10, 2009 City Council work session for guidance. The goals identified are as follows: ❑ Protect the North Interstate 35 corridor; ❑ Protect the future "West Loop 288" corridor; Page - 2 ❑ Manage growth in the city's CCN; ❑ Manage land-uses/types of development; ❑ Create a logical and contiguous city boundary; and, ❑ Provide future growth areas as recommended in the Denton Plan. Using the above goals as a guide, it was determined that the following criteria would be factored into the revised ranking methodology: 1. Cost to provide services — FNI utilized the data obtained from several City departments (Fire, Police, Water, Waste Water, Parks, Solid Waste, Code Enforcement) to compile a ranking for each area; 2. Corridor protection — Corridor protection (north Interstate 35, the future "West Loop 288") was the primary factor in FNI's rankings for this item, as the areas had previously been vetted for Certificate of Convenience and Necessity (CCN) issues; 3. Growth management — FNI reviewed the Annexation Strategies outlined in the Denton Plan and provided a score for each area based on conformance with the approaches identified; and, 4. Create a logical and contiguous city boundary — All of the proposed growth areas are contiguous to the current city boundary. FNI utilized this item to distinguish the growth areas from the in -fill properties. The above criteria were assigned a score of 0-5. Each potential annexation area was then ranked by their total score, ranging from 0 to 20. The lower score means that the area is considered to be a higher priority for annexation. The areas were color coded to reflect their priority ranking. Green indicates a high priority ranking, while yellow and red indicate medium and low priority ranking respectively. Please see Exhibit 3 Upon further review of the priority ranking results, staff was not completely satisfied that the previously mentioned goals were fully met. Specifically, the area in which the future West Loop 288 is proposed to be located was ranked low. Therefore, on August 26, 2009 staff met and determined that PAA2 should be divided into two (2) sub -areas (PAA2 North & PAA2 South). Each sub -area was then ranked separately with PAA2N retaining a low ranking while PAA2S was ranked high. PAA2S was ranked high to provide growth management protections and land -use control along proposed West Loop 288. The dividing line of PAA2 was set along Hwy. 1173, and is illustrated in the insert to the right. Page - 3 On September 1, 2009, staff presented the final results of the annexation priority ranking to the City Council via a work session. During the work session, staff recommended the annexation of 17 areas totaling approximately 7,869 acres of land within the City of Denton's Extra Territorial Jurisdiction (ETJ). The areas staff recommended include all the "donut holes" (except those with annexation agreements — 15, 16, & 17), PAA2S, PAA3 and PAA4. It was further determined during the work session that PAA1 should also be annexed due to its close proximity to the Denton Municipal Airport. PAA1 contains approximately 1,165 acres, thus the total acreage being considered for annexation is approximately 9,035 acres contained in 18 areas. These areas are illustrated in Exhibit 4. Please note that all the areas shown in Exhibit 4 are being considered for annexation, notwithstanding them being colored red. Red was chosen due to the better color contrast with the background map, as compared with green. ANNEXATION IN TEXAS The information from this point forward covers the annexation process in Texas. It is based primarily on Chapter 43 of the Tx.LGC. ADOPTION OF AN ANNEXATION PLAN Tx.LGC §43.052 establishes the standards by which municipalities must abide with regards to annexation. The following is a description of the steps that must be followed during the annexation procedure. 1. Adoption of an Annexation Plan: Per Tx.LGC §43.052, a home -rule municipality, such as the City of Denton (the City) must adopt an Annexation Plan. The purpose of the 3 -Year Annexation Plan is to clearly state the City's intent with respect to future involuntary annexation. The Annexation Plan must identify all areas proposed for annexation and annexation of the area may not occur prior to the 3rd anniversary of the date the Annexation Plan is adopted or amended. Id. at §43.052(c). The "three-year waiting period" is a misnomer, because the City must begin notice, hearing and negotiation procedures almost immediately after placing an area in the Annexation Plan. Per Texas Local Government Code (Tx.LGC) §43.052, a home -rule municipality must adopt an Annexation Plan prior to annexation. The purpose of the Annexation Plan is to clearly state the City's intent with respect to future involuntary annexation. The Annexation Plan must identify all areas proposed for annexation, and annexation of the areas may not occur prior to the 3rd anniversary of the date the Annexation Plan is adopted or amended. Id. at §43.052(c). Notwithstanding the prior mentioned, certain types of areas are exempt from inclusion in an Annexation Plan. Specific to the City's proposed annexation, an Annexation Plan is not required for any area proposed for annexation that contains fewer than 100 separate tracts of land on which one (1) or more residential dwellings are located on each tract. Id. at §43.052(h)(1). Therefore, all the areas that are proposed for annexation are exempt from the Annexation Plan requirement except donut holes (DH) 7 and 12. Area DH 9 contains ninety-nine (99) separate tracts of land with one (1) or more residential dwellings. While DH 9 technically does not have Page - 4 to be included in the Annexation Plan, it most likely will to avoid any future concern of impropriety. The DH areas that will be included in an Annexation Plan are illustrated in Exhibit 5. These areas are shown in red and white striping. This specific exemption has been the subject of differing interpretation. As such, the Texas Attorney General rendered an opinion on September 3, 2009 stating that: "We conclude that section 43.052(h)(1) of the Local Government Code does not require that a residence he located on each tract of the area proposed for annexation." Individual maps for DH 7, 9 and 12 are included as Exhibit 6, 7 & 8 respectively. The sequence for annexation of areas that are exempt from the Annexation Plan can unfold as follows: (a) Preparation of the Service Plan; (b) Provide written notice to property owners, DISD, railroads and public and private entities, if required; (c) Notice of the hearings is published in the Denton Record -Chronicle and posted on the City's Internet website; (d) Public hearings are held on the proposed annexation at which all interested persons are heard; (e) The City Council meets and passes the annexation ordinance; and (f) Proper post -annexation preclearance and notice is completed. 3. Amendments to the Annexation Plan: The City may add an area or areas to the Annexation Plan at any time. However, the area(s) may not be annexed until on or after the third (3rd) anniversary of the date the Annexation Plan was amended. Id. at Tx.LGC §43.052(c). The City may also amend the Annexation Plan to remove an area proposed for annexation; however, if the area is removed before the 18th month after the month the area is included in the Annexation Plan, the City may not amend the Annexation Plan to include the affected area until one (1) year has passed since the area was removed from the Annexation Plan. Additionally, if the area is removed from the Annexation Plan during or after the 18th month after the month the area is included in the Annexation Plan, the City may not amend the Annexation Plan again to include the area until the second (2nd) anniversary of the date the City amended the Annexation Plan to remove the area. Id at Tx.LGC §43.052(e). One issue in particular has arisen in several cities. That question is whether land that is included by a city in an Annexation Plan, but that is not technically required to be in the plan, may be removed without incurring the time penalties in Tx.LGC §43.052. This may be of significance to the City's annexation process, since DH 9 only contains ninety- nine (99) separate tracts of land with one (1) or more residential dwellings, and technically is not required to be included in an Annexation Plan. At least one district court has held that the answer to that question is "yes," the area may be removed without incurring penalties. Page - 5 In Lago Santa Fe Property Owners' Association v. City of Santa Fe, Texas (Cause No. 01 -CV -0981), the city's motion for summary judgment in the District Court, 212th Judicial District, Galveston County, Texas, was granted in April of 2002, and the landowners did not appeal. This suit was one of the first to involve a claim under the amended annexation provisions of Tx.LGC §43.052. The City of Santa Fe's annexation plan, which was passed and adopted on December 9, 1999, included the Lago Santa Fe subdivision. The city subsequently realized that the subdivision was exempt from the annexation plan requirement under Tx.LGC §43.052(h)(1) and that it was authorized to annex the area immediately. The city notified the landowners that they had been removed from the plan and that the city would annex them immediately. The landowners petitioned the city to be placed back in the annexation plan and argued unsuccessfully that, while the city was authorized to remove them from the plan, the city would be bound by the waiting periods under Tx.LGC §43.052. The court rejected the landowners' argument and granted summary judgment in favor of the city. Thus, the question of whether land that was included by a city in an annexation plan, but that was not technically required to be in the plan, may be removed without incurring the time penalties in Tx.LGC §43.052, has been answered affirmatively by at least one state district court. 4. Annexation Completion Deadlines and Restrictions: The annexation of the areas identified in the Annexation Plan must be completed before the 31st day after the third (3rd) anniversary of the date the area was included in the annexation plan. If the annexation is not completed within the prescribed period, the City may not annex the areas proposed for annexation before the fifth (5th) anniversary of the last day for completing an annexation. WRITTEN NOTICE AND INTERNET POSTING REQUIREMENT: 1. Written Notice Requirement. Prior to the 90th day after the date the City adopts or amends the Annexation Plan, the City shall give written notice to (1) each property owner in the affected area, as indicated by the appraisal records furnished by the appraisal district for each county in which the affected area is located: (2) each public entity, as defined by Tx.LGC §43.053, or private entity that provides services in the area proposed for annexation; and (3) each railroad company that serves the municipality and is on the municipality's tax roll if the company's right-of-way is in the area proposed for annexation. The notice shall state that the area has been included in or removed from the municipality's annexation plan. A "public entity" includes a municipality, county, fire protection service provider, including a volunteer fire department, emergency medical services provider, including a volunteer emergency medical services provider, or a special district, as that term is defined by Tx.LGC §43.052. Id. at Tx.LGC §43.053(a). Page - 6 The City must also provide the written notice to the Denton Independent School District (DISD) within the period prescribed for publishing of the first public hearing. The notice must include any financial impact on the district that may result from the annexation and the City's proposal to limit the effects of that financial impact. (Id. at Tx.LGC§43.905) 2. Internet Posting Requirement. In addition to the above written notice requirement, since the City has an internet website, the City is required to: (1) post and maintain the posting of the Annexation Plan on the city's Internet website; (2) post and maintain the posting of any amendments to include all areas in the Annexation Plan until the date the areas are annexed; and (3) post and maintain the posting of any amendments to remove any areas from the Annexation Plan until the date the City may again include the area in the Annexation Plan. INVENTORY OF SERVICES AND FACILITIES - TX.LGC � 43.053: 1. Prepare an Inventory of Services and Facilities: Per Tx.LGC §43.053, the City of Denton must compile a comprehensive Inventory of Services and Facilities provided by public and private entities, directly or by contract, in each area proposed for annexation, after adopting or amending the Annexation Plan. The Inventory of Services and Facilities must include all services and facilities the City is required to provide or maintain following the annexation. To accomplish this task, the City is required to request, in the notice required under Tx.LGC § 43.05.(1), the information necessary to complete the inventory from all public and private service providers. Additionally, the public and private service providers are required to submit the information requested by the City within 90 days of receipt of the request; however, the service provider and the City may agree to extend the period for providing the information. Should a provider fail to submit the necessary information within the 90 day period, the City is not required to include the information in the inventory. Id. at Tx.LGC §43.053(c). The City may monitor the services provided and verify the information provided. Id. at Tx.LGC §43.053(h). This Inventory of Services and Facilities must be completed, and made available for public inspection, on or before the 60th day after the date the City receives the required information from service providers in the area. Id. at Tx.LGC §43.053(g). 2. Information required to be Included in the Inventory of Services: The information required in the Inventory of Services and Facilities shall be based on the services and facilities provided during the year preceding the date the City adopts the Annexation Plan or amended the Annexation Plan to include additional areas. Per Tx.LGC 43.053(e), the information required to be provided by service providers, and included in the Inventory of Services and Facilities, must include the type of service provided, the method of service delivery, and the following information: Page - 7 (e) For utility facilities, roads, drainage structures and other infrastructure provided or maintained by public or private entities, the inventory must include: (1) an engineer's report that describes the physical condition of all infrastructure elements in the area; and (2) a summary of capital, operational and maintenance expenditures for that infrastructure. (f) For police, fire and emergency medical services provided by public or private entities, the inventory must include: (1) the average dispatch and delivery time; (2) a schedule of equipment including vehicles; (3) a staffing schedule that discloses the certification and training levels of personnel; and (4) a summary of operating and capital expenditures. Tx.LGC § 43.053(c),(e) and (f). PREPARE A SERVICE PLAN: 1. Tx.LGC § 43.056 sets forth the requirements related to scheduling for the provision of municipal services. The City must complete a Service Plan for the areas included in the Annexation Plan before the first (1st) day of the 10th month after the month in which the Inventory of Services and Facilities is completed. Id. at §43.056(a). The Service Plan must provide for "full municipal services" in the annexed area no later than two and one- half (21/2) years after the effective date of the annexation unless: (a) the City cannot reasonably provide certain services within that period; and (b) the City proposes a schedule for providing the services that extends not longer than four and one-half (41/2) years after the effective date of the annexation. Id. at §43.056(b). Tx.LGC §43.056(c) defines "full municipal services" as "services provided by the annexing municipality within its full -purpose boundaries, including water and wastewater services and excluding gas or electrical service." 2. Immediate Services: The City is required to provide the following services on the effective date of the annexation: (a) police protection; (b) fire protection; (c) emergency medical services; (d) solid waste collection, except as provided by subsection (o). Subsection (o) provides that a municipality is not required to provide collection service to a Page - 8 person who continues to use the collection services of a privately owned collection service; (e) operation and maintenance of water and wastewater facilities in the annexed area that are not within the service area of another water or wastewater utility; (f) operation and maintenance of roads and streets, including road and street lighting; (g) operation and maintenance of parks; and (h) operation and maintenance of any other publicly owned facility, building or service. 3. Acquisition and Construction of Capital Improvements: Per Tx.LGC §43.056(e), the Service Plan must provide that construction of capital improvements must be substantially completed within 21/2 years; however, the Service Plan may be amended to extend this time if construction is proceeding with all deliberate speed. The acquisition or construction of the facilities may be accomplished by purchase, lease or other contract. The construction of facilities shall be a continuous process and be completed as soon as reasonably possible. The requirement that capital improvements must be substantially complete within the period provided for in the service plan does not apply to a development project. A Service Plan may not: (a) require the creation of another political subdivision; (b) require a landowner in the area to fund the capital improvements necessary to provide municipal services in a manner inconsistent with Chapter 395 unless otherwise agreed to by the landowner; or (c) provide services in the area in a manner that would have the effect of reducing by more than a negligible amount the level of fire and police protection and emergency medical services provided within the corporate boundaries of the municipality before annexation. Id. at §43.0560 Prior to the second (2nd) anniversary of date the area is included in the corporate boundaries of the City by annexation, the City may not prohibit the collection of solid waste in the area by a solid waste management provider, or impose a fee for the collection of solid waste on a person who continues to use the services of a privately owned solid waste management provider. 4. Level of Services: The Service Plan may not provide for services in the annexed area that would reduce the level of fire, police and emergency medical services within the city. Id. at Tx.LGC § 43.056(t)(3). Second, the service plan must provide the area with a level of services comparable to or superior to the level of services available in other parts of the City with land -uses and population densities similar to those reasonably contemplated or projected Page - 9 in the area; however, if the area had a level of services equal to the services provided within the corporate boundaries of the City, the Service Plan must maintain that same level of services. Finally, if the annexed area had a level of services for maintaining the infrastructure of the area superior to the level of services provided within the City, the Service Plan must maintain the infrastructure of the annexed area at a level of services that is equal or superior to the level of services previously enjoyed in the annexed area. Id. at Tx.LGC § 43.056(g). 5. Timing of Extending Utilities: Tx.LGC §43.056 does not require that the City provide a "uniform level of full municipal services" to each area of the municipality if different characteristics of topography, land use and population density constitute a sufficient basis for providing different levels of service. Id. at §43.056(m). The analogous subsection in the prior law was the basis of a Texas Attorney General's Opinion, which stated that differences in the levels of services provided in annexed areas and existing areas of the city must be based on differences in topography, land use, and population density. Please see Exhibit 5. It is therefore apparent that the City is not required to extend its services to a newly annexed territory prior to the extension of services to like areas; however, to the extent that services in the annexed area are equal to or superior to those provided in the City boundaries (Id. at §43.056(g)) applies and the City must maintain that level of services. 6. Length of Validity of Service Plan: A Service Plan is effective for ten (10) years. A person residing or owning land in an annexed area in a municipality with a population of less than 1.6 million such as the City of Denton, may enforce the Service Plan by applying for a writ of mandamus no later than the second (2nd) anniversary of the date the person knew or should have known the municipality was not complying with the Service Plan. Upon application for a writ of mandamus, the City has the burden of proving the services have been provided in accordance with the Service Plan. Id. at Tx.LGC §43.056(1). 7. Negotiations for Services: After holding the hearings as provided by Section 43.0561, the City and the property owners of the area proposed for annexation shall negotiate for the provision of services to the area after annexation or for the provision of services to the area in lieu of annexation. For purposes of these negotiations, the Commissioner's Court of Denton County shall select five (5) representatives to negotiate with the City. Id. at Tx.LGC §43.0562(a)(1) & (b). ARBITRATION Per Tx.LGC §43.0654, if the City of Denton and the representatives of the area proposed for annexation cannot reach an agreement for the provision of services, either party by majority decision may request the appointment of an arbitrator to resolve the Service Plan issues in dispute. The request must be made in writing to the other party before the 60th day after the date Page - 10 the Service Plan is completed. The municipality may not annex the area during the pendency of the arbitration proceeding or an appeal from the arbitrator's decision. City and the area representatives may agree on the appointment of an arbitrator. If they cannot agree on the appointment of an arbitrator before the 1 lth business day after the date arbitration is requested, the Mayor shall immediately request a list of seven (7) neutral arbitrators from the American Arbitration Association or the Federal Mediation and Conciliation Service. The arbitrator shall set a hearing date no later than the 10th day after the date the arbitrator is appointed. If the City does not agree with the terms of the arbitrator's decision, the City may not annex the area before the fifth (5th) anniversary of the date of the arbitrator's decision. ANNEXATION OF AREA QUALIFIED FOR AGRICULTURAL USE: Per Tx.LGC §43.035, the City is prohibited from annexing land that is appraised for ad valorem tax purposes as land for agricultural use under Chapter 23 of the Texas Tax Code unless the City offers to make a fifteen (15) year development agreement with the landowner under Tx.LGC §212.172 and the landowner refuses. The proffered development agreement may not exceed forty-five (45) years, and must guarantee the continuation of the ETJ status of the qualifying area and authorize the enforcement of all regulations and planning authority of the City that do not interfere with the use of the area for agriculture. Id. at §43.035(b). The development agreement restricting the City's right to annex all or part of the property is void if the landowner files any type of subdivision plat or related development document for the area regardless of how the area is appraised for ad valorem tax purposes. The development agreement is not a permit under the Vested Rights Act. Id. at §43.035(d) and (3). Page - 11 ATTACHMENTS: 1. Exhibit 1 — Map of Potential Annexation Areas — North West Quadrant 2. Exhibit 2 — Map of Potential Annexation Areas — Donut Holes 3. Exhibit 3 - Map of Potential Annexation Areas — Priority Ranking 4. Exhibit 4 — Map of Areas Recommended for Annexation 5. Exhibit 5 — Map of Recommended Areas that will be included in an Annexation Plan 6. Exhibit 6 — Donut Hole 7 7. Exhibit 7 — Donut Hole 9 8. Exhibit 8 — Donut Hole 12 Page - 12 EXHIBIT I Potential Annexation Areas — North West Quadrant Cfty of Dent -on, Texas Potential Annexation Areas Page - 13 r EXHIBIT 2 Potential Annexation Areas — Donut Holes Page - 14 EXHIBIT 3 Priority Ranking Page - 15 EXHIBIT 4 Areas Proposed for Annexation Page - 16 EXHIBIT 5 Proposed Annexation Areas that Must be Included in an Annexation Plan (DH, 7, 9 and 12) Page - 17 EXHIBIT 6 Donut Hole 7 Page - 18 EXHIBIT 7 Donut Hole 9 Page - 19 EXHIBIT 8 Donut Hole 12 Page - 20 City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: ID 16-1297, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Community Development CM/ ACM: John Cabrales, Jr. Date: October 18, 2016 SUBJECT Receive a report and hold a discussion on the review of the housing programs and other activities carried out by the Denton Housing Authority (DHA). BACKGROUND The Denton Housing Authority's mission is to transform into a premier housing authority through honest and effective leadership by providing quality affordable housing and promoting programs that fosters economic independence to enhance the lives of our clients and enrich our communities. The Denton Housing Authority (DHA) was formed in 1970 to address the housing needs of low-income families in the City of Denton. The Housing Authority is a quasi -governmental agency, in which the Mayor of the City of Denton appoints a five -member Board of Commissioners. The Board oversees the Authority and approves policy. They also hire the Chief Executive Officer, who is responsible for the daily operations of the agency. DHA currently administers 1526 rental vouchers under the Section 8 Housing Choice Voucher Program provided by the U.S. Department of Housing and Urban Development (HUD). This program allows families to rent property in the community and pay approximately 30% of their income towards their rent and utilities. DHA administers a Section 8 Homeownership Program that allows voucher holders to own instead of renting a home. There are over 3,000 families currently on our waiting list, and the wait time is now up to 2-3 years or longer. Our waiting list is currently closed. We currently work with over 500 private landlords and apartment owners throughout Denton County. DHA owns and operates an affordable senior property with 114 units, and has developed two Low -Income Tax Credit (LIHTC) properties in Denton with a combined 174 units. We are currently in development of 322 additional affordable units using the LIHTC and tax exempt bonds. DHA has partnered with United Way of Denton County (UWDC) to build a new office building that provides office and meeting space for DHA client briefings, eligibility, and annual renewal appointments. Information City of Denton Page 1 of 2 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-1297, Version: 1 regarding UWDC services and programs such as Bank On Denton, free tax preparation, a mentoring program, emergency and disaster planning, and other services will be provided. DHA will be starting the Ready to Rent Program, which provides families with education and information on how to locate suitable homes in better opportunity neighborhoods. DHA has also partnered with a local agency to assist voucher holders with security deposit and application fees while searching for available housing. DHA has continued to provide housing and assistance for housing to the Denton community for over 45 years. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Safe, Liveable & Family -Friendly Community Related Goal: 4.5 Provide support to citizens in need through social service agencies and programs EXHIBITS Exhibit:- PowerPoint presentation. Respectfully submitted: Lancine Bentley Community and Neighborhood Services Manager Prepared by: Barbara Ross Community Development Manager City of Denton Page 2 of 2 Printed on 10/14/2016 povveied by I_egist9i I;, AN Mt U Ya xs m u A., K O �O O C� • I� O � � O �O V ci � A � c� ago A o � � � A o c o 0 x o A � � A � K O O �O V 0 c� o � � A o o 0 o x � A � ti.IT �I I� O V1 �I �I O � � 0 ago � p c U PLO a o A PLO V O • ^��yII Ocl V/ ���yy PLO 0 o 4,44 0 CA 0 m N O r -I Ln O 00 m . Ln � M 00 O 00 N _ lo� *FEW ..� 4�{ LA o M co 0 � � O LA O IV kn Or-� 00 N N 00 00 N O 00 \O N O S Mr -o M 00 M IV \O M \O V � y A v �' ��•�" y � GSM.., v �A Qn a� A • O O 40 A ao o U W o 0 0 O • O T�W� 1� t t� 1LO� l 0 PO PC 04 (1�I u O M 0 L C F--4 y C � � 0 � y � C� � V V � 0 � 0 V •O ~ 0 42 fd 42 O CD w O 42 W� bA O 4-o 4~ n 4-4 p p v 4 CD CD 4-o o CD w o w ti.IT ti.IT • cam, c 0 �I i••l 4-0 a ti.IT C 0 � o � o 0 � cdo �o Cd A O � ti.IT AN Mt SON. T�� m u City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: ID 16-1303, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Community Development CM/ ACM: John Cabrales, Jr. Date: October 18, 2016 SUBJECT Receive a report and hold a discussion regarding a six-month progress report of the jointly funded Homeless Coordinator position including local efforts to provide assistance to the homeless and those at -risk of becoming homeless. BACKGROUND The United Way of Denton County's Community Impact Coordinator has been asked to provide a report on coordinated initiatives being implemented to address and end homelessness in Denton to the City Council. A citizen task force organized by the Mayor of the City of Denton, Chris Watts, explored resources and activities that could improve and expand housing solutions for the homeless in Denton. The task force presented a plan with key recommendations that would assist homeless citizens in finding and keeping a safe, stable and permanent home. These recommendations for implementing a coordinated community -wide effort to address homelessness included a recommendation for funding a homeless coordinator positon to provide leadership in implementing the plan. The outcomes of the position will be to increase and improve the effectiveness of community funding, ensure multi -faceted affordable housing options are available, and support the implementation of innovative programs. This proposal was accepted and the City Council agreed to fund the positon in the amount of $40,000 per year. Since the position was not fully funded the City approached the United Way of Denton County, Inc., because of its proven track record of seeking collaboration and community -wide solutions to community issues. The United Way agreed to partner in the project by providing additional funds as well as to take on the responsibility of hiring, training, supervising, and organizing the position utilizing its successful collective impact initiative model. As a result, an agreement was made between the City of Denton and the United Way of Denton County regarding the implementation of community impact strategies for homeless initiatives, specifically for the creation and support of the position of Community Impact Coordinator - Homeless Initiatives to serve Denton and Denton County. PRIOR ACTION/REVIEW (Council, Boards, Commissions) City of Denton Page 1 of 2 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-1303, Version: 1 The City of Denton and the United Way of Denton County entered into an agreement to create and support the position of Community Impact Coordinator - Homeless Initiatives to serve Denton and Denton County for the implementation of community impact strategies for homeless initiatives. FISCAL INFORMATION The City Council agreed to fund the positon in the amount of $40,000 per year through the term of the agreement. These funds helps to reduce the cost of homelessness to the City of Denton. Continued support by the City of Denton will help ensure that there is a continued, unified effort to end homelessness. STRATEGIC PLAN RELATIONSHIP Homelessness is addressed in Key Strategic Initiative under KFA 4. Safe, Livable, and Family -Friendly Community Strategic Outcome 43: By 2020, reduce Denton's homeless population by 20 percent, Key Action Steps 1-3.The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. 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COMMUNITY IMPACT COORDINATOR — HOMELESS INITIATIVES There is growing recognition that homelessness is a significant issue in our community. The number of homeless will continue to increase and the costs to the community will continue to mount unless immediate action istaken. A citizen task force organized by the Mayor of the City of Denton, Chris Watts, explored resources and activities that could improve and expand housing solutions for the homeless in Denton. As a result, a plan was produced that would assist homeless citizens infinding and keeping safe, stable and permanent home. These recommendations for implementing a coordinated community—wide effort to address homelessness included a request for funding a homeless coordinator positon to provide leadership in implementing the plan. This position will increase and improve the effectiveness of community funding, ensure multi -faceted affordable housing options are available, and support the implementation of innovative programs. This proposal was accepted and the City Council agreed to fund the positonfor $4qU0O. Since the position was not fully funded the City approached the United Way of Denton County, Inc. because of its proven track record of seeking collaboration and community -wide solutions to community issues. The United Way agreed to partner in the project by providing additional funds as well as to take on the responsibility of hiring, training, supervising, and organizing the position utilizing its successful collective impact initiative model. This Memorandum of Understanding will establish an agreement between the City of Denton, Texas (CITY) and the United Way ofDenton County, Inc. (UNITED WAY) regarding the implementation of community impact strategies for homeless initiatives, specifically for the creation and support of the position of Community Impact Coordinator — Homeless Initiatives to serve Denton and Denton County. City of Denton, Human Services Coordinator will serve as the key staff position to oversee the Homeless Initiative. The City of Denton, Texas agrees to: 1. Fund, in part, the Community Impact Coordinator— Homeless Initiatives position to be employed by the UNITED WAY in the amount of $40,000 per year through the term of the agreement. 2. Work with the UNITED WAY lead staff and partners to identify and update outputs and outcomes associated with this initiative. 3. Lead CITY staff will provide support to the UNITED WAY in the selection of the candidate. 4. Lead representative for the CITY and lead CITY staff will participate in the Collective Impact Committee —Homeless Initiatives, 5. Lead CITY staff will work with UNITED WAY and partners to coordinate services and notify United Way of any related activities addressing homelessness so as not to duplicate efforts. 6. Provide guidance/tec6nica| support to the UNITED WAY as it relates tothe homeless data and information collected by the City. United Way Community Impact Coordinator—Home|ess|nhiativeswiUsenxeasthekeystaff position tnoversee the Homeless Initiative. The United Way of Denton County agrees to: 1. Lead UNITED WAY staff will work with CITY staff tndevelop job deechptionsandhihng process. 2. Lead UNITED WAY staff will work with CITY staff to identify and interview qualified candidates. 3. Lead UNITED WAY staff will work with CITY and community partners to coordinate the volunteer recruitment process for a Community Impact Committee — Homeless Initiatives. 4. Staff the Community Impact Committee — Homeless Initiatives with volunteer leadership and hold regular meetings. 5. Work to identify and update outputs and outcomes associated with this initiative. 6� Participate in ongoing evaluation to examine the need for and make course corrections in a timely manner tnensure outcomes are met. 7. Ensure that all published materials are co -branded with City of Denton. 8. Work tosecure additional partnerships and funding sources asneeded. 9. Provide the CITY with quarterly reports that include: a) quantitative OUtpUt/Outcome measurement progress, b\ narrative implementation report and c\ budget spreadsheet. • Overall project management and backbone support for homeless/housing collective impact efforts. • Organize, plan, deliver, and coordinate with existing coalitions and stakeholders for greater impact (i.e. community social service organizations, local governments, business groups, and citizen groups and the Denton County Behavioral Health Leadership Team). w Have knowledge of the needs of the adult and youth homeless population, resources, barriers, service gaps, and successful interventions bycurrent organizations. • Participate in the planning and coordination of ongoing efforts to assess the needs of the community. • Improve the collection of meaningful data related to homelessness/housing in Denton County. � Researching evidence based programs and practices initiated by housing resources and the types offinancial stability components needed tnaddress homelessness. m Work with the multiple community organizations providing services to the homeless and evaluate the role oflandlords within the coordinated housing project, identify gaps, and the need for new complementary services. • Develop outreach materials to enhance public education and awareness of homeless/housing needs. • Develop business plan tnsignificantly reduce homelessness in Denton County. • Recruit, train and manage volunteers. ,,,A— This ��()UwiUbeexecuted upon signature mfboth parties and wiUapply for the pchodof to] O. c<7olbex//2-bl'5 To 'SePTOK662 30 20/7 This K4OU may be modified, altered, revised, extended or renewed by mutual written consent of all parties, by the issuance of a written amendment, signed and dated by all the parties. If a Party believes that another Party has violated this Memorandum of Understanding, itshall contact the designated representative of the other Parties to discuss the issue. The Parties shall attempt in good faith to resolve the question. If no agreement is reached, this Memorandum of Understanding shall automatically terminate. iAl \ � City, ofDenton \ \ n Date ate 3 City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON Legislation Text File #: ID 16-1310, Version: 1 Agenda Information Sheet DEPARTMENT: Human Resources CM/ ACM: Bryan Langley Date: October 18, 2016 SUBJECT Receive a report, hold a discussion, and give direction to staff and Waters & Company on the City Manager interview process. BACKGROUND At the October 11, 2016, City Council meeting, Council was presented options for the City Manager interview process by Chuck Rohre with Waters & Company. Interview dates are targeted for November 14'h and 15'h contingent upon Council selecting the finalists during the November 1" Council meeting. After some discussion, Council gave direction to have a two-day interview process, and in addition to interviews with the Council, to include the following: • Interaction with the Assistant City Managers and Department Heads, • Community reception, and • Tour. Based on that direction, staff prepared a two-day interview schedule which is included as Exhibit 1. The purpose of this agenda item is to discuss and finalize the proposed interview schedule. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Organizational Excellence Related Goal: 1.2 Develop a high-performance work force EXHIBITS City of Denton Page 1 of 2 Printed on 10/14/2016 povveied by I_egivt9i IN File M ID 16-1310, Version: 1 Exhibit 1 - Tentative Interview Schedule Respectfully submitted: Carla Romine Director of Human Resources City of Denton Page 2 of 2 Printed on 10/14/2016 povveied by I_egist9i I;, Time 8:30 a.m. ® 8:45 p.m. 8:45 a.m. — 11:15 a.m. No City Manager Interview Schedule EMMM City Council Work Session Room City Hall, 215 East McKinney Denton, Texas 76201 City Manager's Conference Room 8:45 a.m. — 9:15 a.m. Candidate 1 9:15 a.m. — 9:45 a.m. Candidate 2 9:45 a.m. — 10:15 a.m. Candidate 3 10:15 a.m. — 10:45 a.m. Candidate 4 10:45 a.m. — 11:15 a.m. Candidate 5 * This is not an interview. This tirne has been reserved in order to provide an opportunity for the candidates to rneet the Executive staff and to ask any organizational questions they feel are relevant. 8:30 a.m. ® 10:00 a.m. Candidate 1 10:15 a.m. — 11:45 a.m. Candidate 2 11:45 a.m. ® 12:15 p.m. LunchA 12:15 p.m. — 1:45 p.m. Candidate 3 2:00 p.m. ® 3:30 p.m. Candidate 4 3:45 p.m. — 5:15 p.m. Candidate 5 `Candidates are on their own before and after their scheduled interview and during lunch. City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON Legislation Text File #: ID 16-1128, Version: 1 Agenda Information Sheet DEPARTMENT: Police CM/ ACM: John Cabrales, Jr. Date: October 18, 2016 SUBJECT Receive a report, hold a discussion and give staff direction regarding the amendment of Chapter 18, Section 18- 38, of the Code of Ordinances, Use of Wireless Communication Devices While Driving. BACKGROUND On May 6, 2014, the City Council adopted Ordinance 2014-112 prohibiting texting while driving on any roadway within the City of Denton, excluding the interstate highways and their associated frontage roads. Denton City Council requested the reconsideration of Ordinance 2014-112 to include a complete ban on handheld communication devices on all roadways in the City limits. On February 23, 2016, the City Council received a presentation on this issue, including data concerning distracted driving and the effectiveness of police enforcement since the ordinance was effectuated. The City Council directed staff to take the issue to the Traffic Safety Commission for consideration. On March 7, 2016, staff made a presentation to the Traffic Safety Commission and received direction to amend the current ordinance to include a full ban on hand-held devices for all roadways. On May 2, 2016, staff provided a formal recommendation to the Traffic Safety Commission on the matter. The Commission recommended forwarding a complete ban of the use of handheld devices while driving (5-0). On June 7, 2016, City Council received a presentation on the issue including information on crash factors, fatality crashes, and enforcement of the current ordinance in the City. Council Members requested a report with additional data. The item was scheduled and then reset from the June 21, 2016, agenda. DISCUSSION A considerable amount of research exists establishing the dangers of using wireless devices while driving. Studies in 2009 and 2013 by the Virginia Tech Transportation Institute VTTI <http://www.vtti.vt.edu/featured/?p-193> brought light to the dangers of both distracted driving, and cell phone use as a distraction. Both studies concluded that texting while driving was one of the most dangerous activities a distracted driver can engage in. These and other studies settled on the figure that any wireless device use while driving increased the likelihood of being in a crash by four times that of an undistracted driver. A white paper from the National Safety Council (NSC <htlp://www.nsc.org/DistractedDrivingDocuments/NSC- Under-Reporting-White-Paper.pdt':--), provided an analysis of attention to distracted driving that began to draw distinctions between wireless device usage and other forms of distractions. This analysis also sparked better data collection and reporting after it was realized that wireless/cell phone use was under reported and poorly City of Denton Page 1 of 4 Printed on 10/14/2016 povveied by I_egivt9i IN File M ID 16-1128, Version: 1 documented. Crash documentation in Texas improved by including changes to the Texas Crash Reporting Form in 2009 and 2015. As wireless device usage while driving continued to increase, 46 states enacted laws restricting texting while driving, and fourteen have banned all handheld use of wireless devices by drivers. There are more than 60 municipalities in Texas that have addressed the use of wireless communication devices while operating a motor vehicle. Hands free devices have remained allowable in almost every jurisdiction, both statewide and nationally. As statistics continued to be available, data centers, universities, government institutions, and insurance companies compiled and analyzed numbers and trends on usage, enforcement, crashes, crash claims, and fatalities. The Insurance Institute of Highway Safety/Highway Loss Data Institute (IIHS) began to discover that while some bans on handhelds decreased wireless device use among certain drivers, cell phone use overall was increasing <http://www.iihs.org/iihs/sr/statusrepol-t/article/45/2/2>, especially texting. According to State Farm Insurance Co., smartphone ownership is growing. In 2011, 52 percent of drivers reported owning a smartphone and by 2014 that number had grown to 80 percent. The greatest increases in smartphone ownership are among adults age 40 and older. The National Highway Traffic Safety Administration (NHTSA) says the percentage of drivers text -messaging or visibly manipulating handheld devices increased from 1.7 percent in 2013 to 2.2 percent in 2014. Since 2007, young drivers (age 16 to 24) have been observed manipulating electronic devices at higher rates than older drivers. Across the board, crash statistics have been mixed, sometimes holding steady, but trending more upward. <http://www.iihs.org/iihs/sr/statusrepol-t/article/49/8/5> Reports produced by the IIHS determined there may be several reasons <http://www.iihs.org/iihs/sr/statusreport/article/49/8/3> why texting bans (even state wide bans <http://www.iihs.or /iihs/sr/statusreport/article/45/1 0/1 >) do not reduce crashes. After several years of compiling statistics, researchers turned more toward examining long term trends and found again mixed conclusions regarding crashes and fatalities. The National Center for Biotechnology Institute (NCBI) concluded a causal relationship in states with long term complete handheld bans and fatal crashes in some age categories (NCBI 1<http://www.ncbi.nlm.nih.,gov/pubmed/23447029>). NCBI also published a very thorough report detailing numerous studies across the US on the effectiveness of bans. The evidence supports findings that all -driver bans on handheld phone conversations have resulted in long term reductions in handheld phone use. In states where handheld phone use is banned, reported higher rates of hands free phone use and lower overall phone use compared with drivers in non -ban states. Bans on all phone use by teenage drivers have not been shown to reduce their phone use. Effects of bans on crashes is still mixed and remains largely undetermined (NCBI 2 <http://www.ncbi.nlm.nih.,gov/pmc/articles/PMC4001674/>). Several studies also focus on cognitive distraction. In a well-known paper published by the AAA <htlps://www.aaafoundation.org/sites/default/files/IV4easulingCognitiveDistractions.pdt':-- Foundation it concluded that interacting with a speech -to -text device such as many hands-free wireless devices, including a common type of GPS navigation, was the most cognitively distracting activity tested and could cause impairment with drivers. Additional research can be found concerning hands free devices and their effectiveness. The latest examination comes from IIHS <htt .//www.iihs.org/iihs/sr/statusreport/article/50/2/1>, which indicates not all hands free systems are created equal and some may be better at reducing eye distraction off the road, and cognitive distraction overall. In previous City Council Sessions, local data has been provided and discussed that indicate the City of Denton is following similar trends found across other cities in Texas and the U.S. The table in Exhibit 1 details trends in crash data in a sample group of Texas cities with various levels of wireless laws in effect from simple State City of Denton Page 2 of 4 Printed on 10/14/2016 povveied by I_egist9i I;, File #: ID 16-1128, Version: 1 law restrictions, to texting bans, to all -driver handheld bans. The table columns indicates whether the city has adopted additional restrictions to state law, and if applicable, the year ordinances were adopted. The city data reflects all crashes reported, regardless of factors contributing, occurring in each city from 2008-2015. The bottom row indicates state-wide crashes where handheld wireless devices were reported as a factor. Trends show a decrease in total crashes from 2008 to 2011, with a general trend of increase until another increase from 2013 to 2015, with several cities showing a major spike in 2015, which is estimated to continue through 2016. Statewide wireless crashes remained statistically neutral, until a spike in 2015. CONCLUSION Researchers and proponents of tougher laws widely agree that long term cultural and attitude changes toward distracted driving, wireless use, and the general responsibility of driving safely are required for a lasting effect. Culture and attitude change takes time, constant reminders and reinforcement, and often has the greatest impact on those who have not developed bad habits. Laws, ordinances, and enforcement efforts are only one component. Several good public service campaigns sponsored by the National Highway Safety Administration (NHTSA), U.S. Department of Transportation, Texas Department of Transportation, and others are available on line. The City's television channel, DTV, airs several public services announcements related to distracted driving. Most of these public service announcements are related to the national campaign: "Stop the texts. Stop the wrecks." In addition, several DTV Newsbreak stories have been produced highlighting the City's awareness effort and the City Council's action pertaining to handheld cell phone usage. In terms of reducing crashes, data trends and analysis continue to find mixed results regarding the effectiveness of state laws and local ordinances prohibiting wireless use. There are too many variables between states and different cities to make head to head comparisons. Considering the fact that wireless use can only be attributed to a small portion of total crashes, a one or two percent change in a short time period may be all that is realized, and a multitude of factors may account for those small percentages, or counteract them. It is supported by data that distracted driving is a major contributing factor in many crashes, and as an overall causing factor, is on the rise. The category of wireless device use as a percentage of distracted driving is also increasing. Due to the nature of distracted driving, associated crashes often involve vehicles colliding with fixed objects, leaving the roadway, impacting slow or stopped vehicles from behind, and head on collisions, all with a high probability of injuries and fatalities. It is recommended that any impelling action taken to stem these trends be based of the probable impact to conditions specific in our community. OPTIONS: 1. Direct staff to bring an amendment to Ordinance 2014-112 prohibiting the use of all handheld wireless communication devices while driving on any roadway within the City of Denton to include the Interstate System. 2. Direct staff to bring an amendment to Ordinance 2014-112 prohibiting texting on hand held wireless communication devices while driving on any roadway within the City of Denton to include the Interstate System. 3. Provide staff with additional direction on proposed revisions to Ordinance 2014-112. 4. Take no action and maintain the current language included in Ordinance 2014-112. PRIOR ACTION/REVIEW (Council, Boards, Commissions) On May 6, 2014, the City Council approved Ordinance No. 2014-112, prohibiting texting while driving on any roadway within the City of Denton. City of Denton Page 3 of 4 Printed on 10/14/2016 povveied by I_egist9i I;, File #: ID 16-1128, Version: 1 On February 23, 2016, the City Council received a Work Session briefing related to Ordinance No. 2014-112 from Chief Howell. Council requested the Traffic Safety Commission review the existing ordinance. On March 7, 2016, Traffic Safety Commission reviewed Ordinance No. 2014-112 requesting staff to bring formal recommendation back to the Commission for formal consideration and action. On May 2, 2016, the Traffic Safety Commission received a report and recommended forwarding a complete ban of the use of handheld devices while driving (5-0). On June 7, 2016, the City Council received a Work Session briefing related to Ordinance 2014-112 from Chief Howell. Council requested a report with additional data. Agenda item was reset from June 21, 2016. FISCAL INFORMATION The preliminary estimate to replace approximately 60 existing sign blades is $10,000. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Safe, Liveable & Family -Friendly Community Related Goal: 4.1 Enhance public safety in the community EXHIBITS Exhibit 1 - Table on Cities Crash Data & Statewide Wireless Crash Data Exhibit 2 - Presentation Respectfully submitted: Lee Howell Chief of Police City of Denton Page 4 of 4 Printed on 10/14/2016 povveied by I_egist9i I;, Exhibit 1 Texas Cities with Wireless Laws Trends in Crash Data City Law/Yr Adopted 2008 2009 2010 2011 2012 2013 2014 2015 Amarillo Complete Ban 08 4603 4054 2918 3232 3231 3282 3818 4655 Arlington Texting Ban 11 5506 5236 5143 5058 5218 5511 5677 6270 Austin Texting Ban 10 13484 12545 11708 11853 13374 13103 12020 14168 Dallas State Law Only 21635 24211 23758 23350 23800 26814 27770 31094 Denton Texting Ban 14 2250 2124 1908 1823 1894 2577 2804 3293 El Paso Complete Ban 10 11724 11963 11672 12242 13030 12288 12588 16369 Galveston Texting Ban 10 741 637 819 517 1487 1596 1565 1870 Lewisville State Law Only 1897 1892 1911 1856 2021 2136 2161 2938 San Antonio I Texting Ban 11 42509 35508 29651 28693 31394 34764 37328 42472 State Wide Wireless Crashes 3185 3309 3422 3216 3287 3435 3429 5364 r. O cn nL W O -0--a cn cn VJ cn L 1 LJ n a O 0 cn cn a) a) O (1)Cl)W Z) L- 0 0 U m LL � L W U r) i O O N N N O h h Z w w w w O U U U U U U� A C7 0 'E E CL .2 r 4) T3 m V cr Lu t4) Cl) 0 Cl) 0 L- 0 O U m H O O n O U O C6 Ali i 0 V CY) N H L CY) r r r N N N C7 ryN� W O n U 4- 0 E -0--a cn w � M M N N r O O LO r N r O N Cl) O U m H LO T- o N N O M N •5 O RS > s •V H Q V O 00 to A N O 00 to A N O N Q m X N 4-0 m n N 0 m /C/) \V AC: W E N cn L IL U ca N Z O cn ca U t is ... . . . .. . CU kn o� or- L N 0 N N • ONO kn 00 d1 kn M �10 M 00 N r- 0 Q 0 N N 00 O O � C1 O M r 00 N � d1 00 N N M 00 00 O � O M N N V N M 00 Vn M Vn O Vn M N N � l— -� �10 kn M C1 �10 -� N O 00 M 00 N Vn 00 \0 00 N M — O C-4 N N 4.0 O 0Lm \O 01 N 01 00 V N ~ N M O O N V - 00 ■� 0-� N FEE 00 o o o 79 � z�a �a a �a � �a a �a _ czcz cz Cl) m I I I I ■ m t! C/) u a) Cb C) Lo c LO (5) -f 6") Vj- 01) V'r CR) �d 00 1 e) i:"") co u v) C,,,,) DO LL) 17 -7 3 re.. 2 4X1 b 12M V1 7 9X2 F) pc� 2X12 i nn? w7 rYo 0 C;z 7X2 5 c,? 11 P, 12fl 1 wl.q 4.t2 0 ,Wl 3 :742 3 I in_ 0 1 OflCj fV1 7 8 8 8 �q 'It 0 A co 00 cm I I I I 0 Po kD -T CIA 0 kJ I I 61 Z5 C,( 0 m Im El N IR r',4 I C) Po kD CIA 0 I- I I m Li I I 11 I I I m LV O O QL O N E Q N 0 7` O cn .C: .E Q m U_ .CD 2 O Z 0 c 1;L 0 v 3 L CL 3 �, r., 0) N Q E m X W CD N J N E 0- 0 O N N 0 co U ca O cn N cn ca J Cn CD F- N 4O W ca U W CD O O U cn O El cn L- N .L 0 CD ca U W N m O CP O U cn LO -1, City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com DEN, ` ON File #: ID 16-1256, Version: 1 Legislation Text Agenda Information Sheet SUBJECT Deliberations Regarding Personnel Matters - Under Texas Government Code Section 551.074 Discuss and deliberate regarding the evaluation of candidates and the appointment/employment of a City Manager. City of Denton Page 1 of 1 Printed on 10/14/2016 povveied by I_egivt9i IN City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com DEN, ` ON Legislation Text File #: ID 16-1351, Version: 1 Agenda Information Sheet SUBJECT Deliberations Regarding Real Property - Under Texas Government Code Section 551.072; Consultation with Attorneys - Under Texas Government Code Section 551.071. Receive information from staff and discuss, deliberate, and provide staff with direction regarding the potential acquisition of real property interests located from North Lakes Substation of Denton Municipal Electric and proceeding east along Riney Rd, then turning north along Nicosia St., then east along W. Hercules Lane and terminating at the Denton North Substation of Denton Municipal Electric, in the City of Denton, Denton County, Texas; where discussion had, deliberation, and direction given, by the Denton City Council in an open meeting would have a detrimental effect on the position of the governmental body in negotiations with a third party. Consultation with the City's attorneys regarding legal issues associated with the acquisition of the real property interests described above; discussion of these legal matters in an open meeting would conflict with the duty of the City's attorneys to the City of Denton and the Denton City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas, or would jeopardize the City's legal position in any administrative proceeding or potential litigation. [North Lakes to Denton North TM Line] City of Denton Page 1 of 1 Printed on 10/14/2016 povveied by I_egivt9i IN City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com DEN, ` ON Legislation Text File #: ID 16-1240, Version: 1 Agenda Information Sheet SUBJECT Consultation with Attorneys - Under Texas Government Code, Section 551.071. Consultation, discussion, deliberation and receipt of information from the City's attorneys involving legal matters regarding guidelines for determining when an annexation study should be considered and the criteria for annexation, and to provide the City's attorneys with direction, where a public discussion of these legal matters would clearly conflict with the duty of the City's attorneys to the City of Denton and the Denton City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas. City of Denton Page 1 of 1 Printed on 10/14/2016 povveied by I_egivt9i IN City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com DENTON File #: ID 16-1301, Version: 1 Legislation Text Agenda Information Sheet SUBJECT Deliberations regarding Economic Development Negotiations - Under Texas Government Code Section 551.087. Receive a report and hold a discussion regarding a proposed economic development program grant agreement between the City of Denton and Sally Beauty Supply LLC. This discussion shall include commercial and financial information the City Council has received from Sally Beauty Supply LLC, a business prospect which the City Council seeks to have locate, stay, or expand in or near the territory of the city, and with which the City Council is conducting economic development negotiations; deliberate the economic development program grant agreement between the City of Denton and Sally Beauty Supply LLC. City of Denton Page 1 of 1 Printed on 10/14/2016 povveied by I_egivt9i IN City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com DEN, ` ON Legislation Text File #: ID 16-1312, Version: 1 Agenda Information Sheet SUBJECT Deliberations Regarding Real Property - Under Texas Government Code Section 551.072; Consultation with Attorneys - Under Texas Government Code Section 551.071. Receive information from staff and discuss, deliberate, and provide staff with direction regarding the potential acquisition of real property interests located in Lot 1, Block 2 of the Municipal Utility Addition as shown by the plat thereof recorded in Cabinet G Page 346 of the P.R.D.C.T., in the City of Denton, Denton County, Texas; where discussion had, deliberation, and direction given, by the Denton City Council in an open meeting would have a detrimental effect on the position of the governmental body in negotiations with a third party. Consultation with the City's attorneys regarding legal issues associated with the acquisition of the real property interests described above; discussion of these legal matters in an open meeting would conflict with the duty of the City's attorneys to the City of Denton and the Denton City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas, or would jeopardize the City's legal position in any administrative proceeding or potential litigation. [Brinker Substation] City of Denton Page 1 of 1 Printed on 10/14/2016 povveied by I_egivt9i IN City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com DEN, ` ON File #: ID 16-1333, Version: 1 Legislation Text Agenda Information Sheet SUBJECT Consultation with Attorneys - Under Texas Government Code Section 551.071. Consult with City's Attorneys regarding development review fees and schedules, as it concerns legal issues associated with that item where a public discussion of this legal matter would conflict with the duty of the City's attorneys under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas. City of Denton Page 1 of 1 Printed on 10/14/2016 povveied by I_egivt9i IN City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com DEN, ` ON Legislation Text File #: ID 16-1343, Version: 1 Agenda Information Sheet SUBJECT Deliberations regarding consultation with the City Attorney - Under Texas Government Code Section 551.071, Deliberations regarding Economic Development Negotiations - Under Texas Government Code Section 551.087. Receive a report and hold a discussion regarding legal and economic development issues regarding a proposed economic development incentive agreement for West Gate Business Park (WGBP Investments, LTD). This discussion shall include commercial and financial information the City Council has received from West Gate Business Park which the City Council seeks to have locate, stay, or expand in or near the territory of the city, and with which the City Council is conducting economic development negotiations; including the offer of financial or other incentive; consultation with attorneys regarding legal aspects of proposed economic incentive agreements where the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with the provisions of the Texas Open Meetings Act, Chapter 551 of the Texas Government Code. City of Denton Page 1 of 1 Printed on 10/14/2016 povveied by I_egivt9i IN City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com DEN, ` ON Legislation Text File #: ID 16-1234, Version: 1 Agenda Information Sheet SUBJECT Fire Prevention Month City of Denton Page 1 of 1 Printed on 10/14/2016 povveied by I_egivt9i IN City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com DEN, ` ON File #: ID 16-1277, Version: 1 Legislation Text Agenda Information Sheet SUBJECT Willie Hudspeth regarding the City Charter and Closed Sessions. City of Denton Page 1 of 1 Printed on 10/14/2016 povveied by I_egivt9i IN City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: ID 16-712, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Denton Municipal Electric CM/ ACM: Howard Martin Date: October 18, 2016 SUBJECT Consider approval of the New Cingular Wireless PCS, LLC (Cingular Wireless) third lease amendment for property that is located at the McKenna Park Tower in the City of Denton, Denton County, Texas for an additional thirty (30) years term. BACKGROUND In 2002, Cingular Wireless entered into a 15 year lease agreement with the City of Denton to install a building and equipment on the tower for their wireless communications. The current lease is set to expire on November 30, 2017 and was amended in 2009 (Amendment 4 1) and 2014 (Amendment 4 2) to update equipment on the tower. OPTIONS 1. Approve the New Cingular Wireless PCS lease amendment, generating over $1,222,695.80 in revenue over a thirty (30) year period for the City. 2. Do not approve the New Cingular Wireless PCS lease amendment and serve New Cingular Wireless PCS with the termination letter losing that revenue for the next thirty (30) years. RECOMMENDATION DME recommends approval of the New Cingular Wireless PCS lease amendment. PRIOR ACTION/REVIEW (Council, Boards, Commissions) PUB and City Council approved the original New Cingular Wireless PCS, LLC (Cingular Wireless) lease in 2002 and approved the first amendment in 2009 and the second amendment in 2014. The proposed amendment was reviewed by the City Legal Department and an outside legal consultant that specializes in tower leases. PUB approved this lease amendment on June 13, 2016. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council City of Denton Page 1 of 2 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-712, Version: 1 agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Public Infrastructure Related Goal: 2.3 Promote superior utility services and facilities EXHIBITS 1. New Cingular Wireless PCS third lease amendment 2. Original Agreement with 2 amendments 3. Ordinance Respectfully submitted: Phil Williams General Manager Denton Municipal Electric Prepared by: Darrell C. Washington Communications Manager City of Denton Page 2 of 2 Printed on 10/14/2016 povveied by I_egist9i I;, Cell Site No.: DX6057 Cell Site Name: Scripture/Thomas Fixed Asset No.: 10025474 Market: N. TX Address: 500 Thomas Street THIRD AMENDMENT TO TOWER/GROUND LEASE AGREEMENT THIS THIRD AMENDMENT TO TOWER/GROUND LEASE AGREEMENT ("Third Amendment"), dated as of the latter of the signature dates below (the "Effective Date"), is by and between the City of Denton, Texas, a Texas municipal corporation, having a mailing address of 901 C Texas Street, Denton, TX 76209 (hereinafter referred to as "Lessor"), and New Cingular Wireless PCS, LLC, a Delaware limited liability company, having a mailing address of 575 Morosgo Drive NE, Atlanta, GA 30324 (hereinafter referred to as "Lessee"). WHEREAS, Lessor and Lessee entered into a Tower/Ground Lease Agreement dated June 18, 2002, as amended by an Amendment No. 1 to Tower/Ground Lease Agreement dated January 6, 2009, as amended by Second Amendment to Tower/Ground Lease Agreement dated July 17, 2014 (hereinafter, collectively, the "Agreement"), whereby Lessor leased to Lessee certain Leased Premises, therein described, that are a portion of the property ("Property") located at 500 Thomas Street, Denton, TX; and WHEREAS, the term of the Agreement will expire on November 30, 2017, and the parties mutually desire to renew the Agreement, memorialize such renewal period and modify the Agreement in certain other respects, all on the terms and conditions contained herein; and WHEREAS, Lessor and Lessee desire to amend the Agreement to extend the term of the Agreement; and WHEREAS, Lessor and Lessee desire to amend the Agreement to adjust the Rent (as defined below) in conjunction with the modifications to the Agreement contained herein; and WHEREAS, Lessor and Lessee desire to amend the Agreement to modify the notice section thereof, and WHEREAS, Lessor and Lessee desire to amend the Agreement to pennit Lessee to add, modify and/or replace equipment in order to be in compliance with any current or future federal, state or local mandated application, including but not limited to emergency 911 communication services; and WHEREAS, Lessor and Lessee, in their mutual interest, wish to amend the Agreement as set forth below accordingly. NOW THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Lessor and Lessee agree that the recitals set forth above are incorporated herein as if set forth in their entirety and further agree as follows: 1. Extension of Term. The tenn of the Agreement shall be extended to provide that the Agreement has a new initial term of five (5) years ("New Initial Term") commencing on Category 3, 4, & 5 Amendment Form Cell Site No.: DX6057 Cell Site Name: Scripture/Thomas Fixed Asset No.: 10025474 Market: N. TX Address: 500 Thomas Street December 1, 2017 ("New Term Commencement Date"). As of the New Term Commencement Date, the term provided in the Agreement and any extensions thereof, as applicable, shall be void and of no further force and consequence. The Agreement will automatically renew, commencing on the expiration of the New Initial Term, for up to five (5) separate consecutive additional periods of five (5) years each (each such five (5) year additional period is hereinafter referred to as an "Additional Extension Term" and each such Additional Extension Tenn shall be considered an Extension Tenn under the Agreement), upon the same terms and conditions of the Agreement, as amended herein, without further action by Lessee unless Lessee notifies Lessor in writing of Lessee's intention not to renew the Agreement at least sixty (60) days prior to the expiration of the New Initial Term or the then current Additional Extension Term. The New Initial Tenn, the Additional Extension Tenn are collectively referred to as the Tenn ("Term"). 2. Rent. Commencing on December 1, 2017, the current rent payable under the Agreement shall be Two Thousand One Hundred Forty -One and 68/100 Dollars ($2,141.68) per month (the "Rent"), and shall continue during the Term, subject to adjustment as provided herein. Section 4(a)(3) of the Agreement shall be amended to provide that Rent shall be adjusted as follows: in year two (2) of the New Initial Term and each year thereafter, including throughout any Additional Extension Tenn exercised, the monthly Rent will increase by three percent (3%) over the Rent paid during the previous year. 3. Emergency 911 Service. In the future, without the payment of additional Rent, or any other consideration, and at a location mutually acceptable to Lessor and Lessee, Lessor agrees that Lessee may add, modify and/or replace equipment in order to be in compliance with any current or future federal, state or local mandated application, including but not limited to emergency 911 communication services. 4. Charges. All charges payable under the Agreement such as utilities and taxes shall be billed by Lessor within one (1) year from the end of the calendar year in which the charges were incurred; any charges beyond such period shall not be billed by Lessor, and shall not be payable by Lessee. The foregoing shall not apply to monthly Rent which is due and payable without a requirement that it be billed by Lessor. The provisions of this subparagraph shall survive the termination or expiration of the Agreement. 5. Acknowledgement. Lessor acknowledges that: 1) this Third Amendment is entered into of the Lessor's free will and volition; 2) Lessor has read and understands this Third Amendment and the underlying Agreement and, prior to execution of this Third Amendment, was free to consult with counsel of its choosing regarding Lessor's decision to enter into this Third Amendment and to have counsel review the terms and conditions of this Third Amendment; 3) Lessor has been advised and is informed that should Lessor not enter into this Third Amendment, the underlying Agreement between Lessor and Lessee, including any termination or non -renewal provision therein, would remain in full force and effect. 6. Notices. Section 16 of the Agreement is hereby deleted in its entirety and replaced with the following: 2 Category 3, 4, & 5 Amendment Fonn Cell Site No.: DX6057 Cell Site Name: Scripture/Thomas Fixed Asset No.: 10025474 Market: N. TX Address: 500 Thomas Street 7. Other Terms and Conditions Remain. In the event of any inconsistencies between the Agreement and this Third Amendment, the teens of this Third Amendment shall control. Except as expressly set forth in this Third Amendment, the Agreement otherwise is unmodified and remains in full force and effect. Each reference in the Agreement to itself shall be deemed also to refer to this Third Amendment. 8. Capitalized Terms. All capitalized terms used but not defined herein shall have the same meanings as defined in the Agreement. [NO MORE TEXT ON THIS PAGE - SIGNATURES TO FOLLOW ON NEXT PAGE] 4 Category 3, 4, & 5 Amendment Fonn Cell Site No.: DX6057 Cell Site Name: Scripture/Thomas Fixed Asset No.: 10025474 Market: N. TX Address: 500 Thomas Street IN WITNESS WHEREOF, the parties have caused their properly authorized representatives to execute this Third Amendment on the dates set forth below. LESSOR: City of Denton, Texas, a Texas municipal corporation M. Print Name: Howard Martin Title: Interim City Manager Date: ATTEST: By: Print Name: Title: APPROVED AS TO LEGAL FORM: LESSEE: New Cingular Wireless PCS, LLC, a Delaware limited liability company By: AT&T Mobility Corporation Its: Manager 1 By:� Print Name:—;=eigh l�nn Dodson Area Manager - RE&C Title: NTX Network Ops Date: Ci 1 1 6i C Title [ACKNOWLEDGMENTS APPEAR ON THE NEXT PAGE] Category 3, 4, & 5 Amendment Form Cell Site No.: DX6057 Cell Site Name: Scripture/Thomas Fixed Asset No.: 10025474 Market: N. TX Address: 500 Thomas Street LESSOR ACKNOWLEDGEMENT STATE OF SS. COUNTY OF I certify that I know or have satisfactory evidence that Howard Martin is the person who appeared before me, and said person acknowledged that said person signed this instrument, on oath stated that said person was authorized to execute the instrument and acknowledged it as the Interim City Manager of the City of Denton, Texas, a Texas municipal corporation, to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. 1: D Notary Seal (Signature of Notary) (Legibly Print or Stamp Name of Notary) Notary Public in and for the State of My appointment expires: Category 3, 4, & 5 Amendment Fonn Celt Site No.: DX6057 Cell Site Name: Scripture/Thomas Fixed Asset No.: 10025474 Market: N. TX Address: 500 Thomas Street LESSEE ACKNOWLEDGEMENT STATE OF ) SS. COUNTY OF-- ) I certify that I know or have satisfactory evidence that bccksca is the person who appeared before me, and said person acknowlet`;1 ed that he/she signed this instrument, on oath stated that he/she was authorized to execute the instrument and acknowledged it as theVA "''" of AT&T Mobility Corporation, the Manager of New Cingular Wireless PCS, LLC, a Delaware limited liability company, to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. DATED: Notary Seal KATHLEEN MEZA MY COMMISSION EXPIRES February 21, 2018 Category 3, 4, & 5 Amendment Form (Sig a ure of Notary) (Legibly Print or Stamp Name of Notary) Notary Public in and for the State of 1CYc My appointment expires: � i! ORDINANCE NO. �0 / AN ORDINANCE OF THE CITY COUNCIL, OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY MANAGER TO APPROVE AND EXECUTE A TOWER/GROUND LEASE AGREEMENT BY AND BETWEEN THE CITY AS LESSOR AND WIRELESS AS LESSEE FOR THE LEASE OF TOWER SPACE ON THE MCKENNA PARK TOWER AND ON THE GROUNDS; AUTHORIZING THE EXPENDITURE AND RECEIPT OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. That the City Manager is hereby authorized to execute a Tower/Ground Lease Agreement (the "Lease') as Lessor, with Wireless, acting in its capacity as general partner of the Dallas SMSA Limited Partnership, as Lessee, for the lease of tower space on the McKenna Park Tower and grounds, a copy of which Lease Agreement is attached hereto and incorporated by reference herein. SECTION Z. That the expenditure and the receipt of funds as provided in the attached Lease Agreement is hereby authorized. ed. SECTION 3. That this ordinance shall become effective immediately upon its passage and approval PASSED AND APPROVED this the day of 2002. &144 �- /1 C�— EULINE BROCK, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: I a, SA0ur ircleas Tower-Gwund Leos@-McK=m Pk ord.doc Site #4299 SAOur Doa xm\Contra uV21CinFW Tower Lease-McKenm Park Tourer 043002 Fing.doc STATE OF TEXAS § COUNTY OF DENTON § TOVVER/GROUND LEASE AGREEMENT L THIS AGREEMENT, made this day of y, 2002, (the "Effective Date) by and between the CITY OF DENTON, TEXAS, a Texas Municipal Corporation, hereinafter called "LESSOR" and Southwester. Bell Wireless, LLC, d/b/a CINGULAR WIRELESS, in its capacity as General Partner of the Dallas SMSA Limited Partnership, hereinafter called "LESSEE," organized and existing under the laws of the State of Delaware, having its principal offices at 15650 Dallas Parkway, Suite 1300, Dallas, Texas 75248. WHEREAS, LESSOR is the owner of the following described real property, including - the McKenna Park Radio Tower (the "Tower") and compound, commonly known and as described in Exhibit "A" attached hereto, in the City of Denton:, Denton County, Texas; and WHEREAS, LESSEE desires to lease antenna space from LESSOR on said Tower and ground space for LESSEE'S equipment building or cabinet, and all appurtenances thereto; together with a right-of-way for ingress and. egress, for the purpose of installing, operating and maintaining facilities to provide commercial mobile radio services ("CMRS"); and NOW THEREFORE, in consideration of the covenants, conditions, agreements, and rents hereinafter set forth, the adequacy of which is hereby acknowledged, LESSOR and LESSEE agree as follows: 1. LESSEEHILhts. a. LESSOR hereby leases, lets and remises to LESSEE, and LESSEE takes from LESSOR, sufficient space on LESSOR'S Tower at the 120 feet AGL to attach LESSEE'S nine (9) antenna array, an 18' x 22' area (approximately 396 square feet) of ground space adjacent to said Tower for LESSEE'S equipment building or cabinet and all appurtenances thereto. LESSOR also grants to LESSEE the right-of- way ight-ofway for ingress and egress to and from said Tower and equipment building or cabinet. The equipment space and ground space described above are hereinafter referred to as the "Leased Premises", which together with the right-of-way for ingress and egress are more particularly shown on Exhibit "A." b. LESSEE'S antenna array, equipment cabinet, telecommunications Site #4299 _ equipment (collectively the "CMRS facilities'l and the location of these facilities, including where the antenna array attaches upon the Tower are more particularly illustrated and defined in Exhibit "A", which is attached hereto and made a part hereof for all purposes. LESSEE'S equipment cabinet shall be installed on a slab foundation or otherwise at LESSEE'S expense. Said equipment cabinet shall be owned by LESSEE and shall be removed from the Leased Premises by LESSEE within a reasonable period following termination of this Agreement, but in no event later than six (6) months thereafter. The equipment building or cabinet will be placed adjacent to the Tower as described in Exhibit "A." c. LESSOR shall grant any and all easements on the Leased Premises as may be required by the appropriate electric, telephone, and any other utility company for the purpose of servicing LESSEE'S CMRS facilities. LESSEE shall not use or permit the property to be used for any purpose other than a CMRS facility. LESSOR shall allow LESSEE to install, operate, maintain, replace and remove its CMRS facilities, and related cables, wires, conduits, antennas, air conditioning equipment, and other appurtenances as it may from time to time require. Although such equipment and appurtenances may become fixtures, they shall be and shall remain the property of LESSEE, and LESSEE shall have the right to remove all of them at the expiration or termination of this Agreement. LESSEE, at its sole expense shall promptly repair the property once the fixtures are removed by LESSEE so that the property will be in substantially the same condition that it was at the beginning of the Agreement, less reasonable wear and tear excepted. LESSEE shall have twenty-four (24) hour, seven (7) days a week access to the Leased Premises in order to perform its business functions. d. LESSOR grants to LESSEE a non-exclusive right to occupy the McKenna Park Radio Tower. This Lease in no way limits LESSOR'S ability to lease the use of the said Tower to other entities for lawful pursuits, subject to the provisions, however, of this Agreement. 2. Ste. LESSOR hereby grants to LESSEE the right to survey the Leased Premises at LESSEE'S sole expense. Said survey, if made, shall become Exhibit 'B" to this Agreement and shall supersede Exhibit "A" to the extent required. 3. Access. Prior to and after the Effective Date, LESSEE and its authorized agents shall have access to the Leased Premises at such times as LESSOR and LESSEE mutually agree for the purpose of undertaking any necessary tests, studies and inspections relating to LESSEE'S proposed use of the Leased Premises. During the term of this Agreement, only qualified and adequately insured agents, contractors or persons under LESSEE'S direct supervision and control will be permitted to climb the tower structure or to install or remove LESSEE'S antennas and/or transmission lines from the Tower. LESSOR retains the right to permit its own employees and agents and employees and agents of subsequent users of the tower structure, to climb the Tower structure for all purposes that do not interfere with the LESSEE'S use of the Tower, and so Iong as such subsequent users comply with the provisions of Paragraph 7.b. of this Agreement. Site #4299 4. Term. a. The term of this Agreement shall be fifteen (15)years beginning on the first (1s) day of the calendar month (hereafter, the "Commencement Date) following the earlier to occur of (i) the issuance of all necessary City building permits or (ii) the commencement of LESSEE'S construction at the Leased Premises. Rent shall be paid in equal monthly installments, in advance, to LESSOR or to such other person, firm or place as LESSOR may from time to time so designate in writing at least thirty (30) days in advance of any rental payment date. 1. The fust year's rental shall be Twelve Thousand Three Hundred Thirty One Dollars and Twenty Cents ($12,331.20), payable to LESSOR by LESSEE in equal monthly installments of One Thousand and Twenty -Seven Dollars and Sixty Cents ($1,027.60) per month. [Said first year's rental is calculated as follows: (i) Seventy Two Cents ($.72) per foot, per antenna/coax, per month for each foot above ground level ("AGL") to antenna centerline as rental for the Tower space; plus (ii) Two Hundred and Fifty Dollars ($250.00) per month as rental for the ground space]. 2. The rent shall be payable in advance, on an equal monthly installment basis, on the 1s` day of each month throughout the term hereof. 3. On each annual anniversary of the Commencement Date of the Agreement, the rent in Paragraph 4.a.1. above shall be automatically increased by a rate of 40% per annum over the immediately preceding year's rental. By way of illustration, this provision, for the primary fifteen (15) year term of the Agreement, provides for fifteen (15) separate rate increases. b. If, at the end of fifteen (15) years, this Agreement has not been terminated by either party giving to the other written notice of an intention to so terminate it at least nine (9) months prior to the end of such fifteen (15) year term, and the Agreement is not then in default, then LESSOR grants to LESSEE an option to continue the Agreement for a five (5) year renewal term under the same covenants, terms, and conditions, SAVE AND EXCEPT that the subject of rental payments due under said five (5) year option shall be negotiable by LESSOR and LESSEE (based on then -current fair market rental rates for comparable CMRS facility sites). C. If, at the expiration of the first five (5) year renewal term provided for in paragraph 4.b. hereinabove, the Agreement is not then in default, then LESSOR grants to LESSEE a second, and final option to continue the Agreement for a second five (5) year renewal term under the same covenants, terms, and conditions, SAVE AND EXCEPT that the subject of rental payments due under the said second five (5) year option shall be negotiable by LESSOR and LESSEE (based on then -current fav market rental rates for comparable CMRS facility sites). Site #4299 d. LESSOR and LESSEE agree that both the first five (5) year term option and the second five (5) year term option, if exercised, shall be negotiated as well as documented and executed no later than thirty (30) days prior to the expiration of the previous term. e. PROVIDED HOWEVER, if LESSEE is not in default hereunder and shall have paid all rents and sums due and payable to LESSOR by LESSEE as required herein, LESSEE shall have the right to terminate this Agreement at any time following the expiration of three (3) years from the Effective Date hereof, with six (6) months prior written notice to LESSOR, without further obligation hereunder. Notwithstanding the preceding sentence, LESSEE shall have the right to terminate this Agreement upon thirty (30) days prior written notice if: (i) environmental contamination not caused by LESSEE is found on the Leased Premises or (ii) before issuance of all necessary Governmental Approvals. 5. Contingencies. a. It is understood and agreed that LESSEE'S ability to use the Leased Premises is contingent upon its obtaining, either before or after the Effective Date of this Agreement, all of the certificates, permits, and other approvals that may be required by any federal, state or local authorities ("Government Approvals') as well as satisfactory soil boring tests, tower load studies, title review, and/or environmental studies that LESSEE, in its sole discretion, deems necessary ("Initial Tests'). LESSEE shall make due and timely application for all such necessary Government Approvals, which LESSEE shall obtain at its sole expense. LESSEE shall be allowed to place on the Leased Premises all signs required by federal, state, or local law. b. LESSOR shall cooperate with LESSEE in its effort to obtain all Government Approvals and perform initial Tests. LESSEE shall have the right to terminate this Agreement immediately if (i) any application for Governmental Approval is finally rejected; (ii) LESSEE, in its sole discretion, believes such application or obtaining any Governmental Approvals will be too costly, time consuming or there is reasonable likelihood that said application will be rejected; (iii) any Governmental Approval issued to LESSEE is cancelled or otherwise withdrawn or terminated by governmental authority; or (iv) in LESSEE'S reasonable opinion the results of any Initial Tests are unsatisfactory. Notice of said termination shall be given to LESSOR in writing by certified mail, return receipt requested, at the address shown herein. All rentals paid for the lease of the Leased Premises through said termination date shall be retained by the LESSOR; and LESSEE shall pay LESSOR for any costs expended by LESSOR in preparing the Leased Premises for the location of LESSEE'S equipment. Upon such termination, this Agreement shall become null and void, and the parties shall have no further obligations, including the payment of money, to each other. 6. LESSEE Covenants. LESSEE covenants and agrees that LESSEE'S equipment, its installation, operation and maintenance will: a. Not interfere with the operation of existing radio equipment at the Leased Site #4299 Premises. In the event there is harmful interference to said electronic equipment, LESSEE will promptly take all steps necessary to identify the problem, and, if caused by LESSEE'S equipment, take all reasonable steps to eliminate said harmfirl interference within seven (7) days atter notice is received from LESSOR to LESSEE advising of the interference. If said interference cannot be eliminated within fifteen (15) days after receipt of notice thereof, LESSEE agrees to immediately suspend operations (transmissions) at the Leased Premises while the interference problems are studied and a means found to mitigate them. If said interference cannot be eliminated, then LESSEE shall remove its building and equipment from LESSOR'S property and this Agreement shall hereupon be terminated. b. Comply with all applicable rules and regulations of the Federal Communications Commission ("FCC"), and electrical codes of the City and/or State. Under this Agreement, LESSOR assumes no responsibility for the licensing, operation and/or maintenance of LESSEE'S CMRS facilities and appurtenances. If the addition of LESSEE'S equipment on the Leased Premises requires an increase in the current height of the Tower or a change in the location of the Tower on the Leased Premises, LESSEE shall not install its equipment or increase the freight of the Tower until obtaining clearance from LESSOR so that LESSEE may comply with all FCC and/or Federal Aviation Administration ("FAA'') rules regarding Tower height and location- 7. ocation 7. LESSOR Covenants. LESSOR covenants that: a. LESSOR is seized of good and sufficient title and interest to the Leased Premises and has full authority to enter into and perform this Agreement. b. LESSOR shall cause all subsequent users of the Tower to coordinate with LESSEE prior to placing any equipment on the Tower to ensure that their frequencies and antenna locations will be compatible with LESSEE'S and to agree to a clause similar to that agreed to by LESSEE in Paragraph 6.a., above and promising to immediately eliminate harmful interference if said user's radio equipment should interfere with that of LESSEE. c. LESSEE will enjoy undisturbed possession of the Leased Premises as provided in Paragraph 18.a. 8. Condemnation. If all or any part of the Leased Premises, or if all or any part of the LESSOR'S land underlying the CMRS facility or roadway to the Leased Premises is taken by eminent domain or other action by jurisdictions having the legal right to take said lands, and if said taking in the sole discretion of LESSEE renders the Leased Premises unusable for its intended purpose, then LESSEE may terminate this Agreement at its option and rent shall be prorated appropriately by LESSOR so that LESSEE recovers rent it paid for any time period after the date of such taking. There shall be no further payment of rents except that which may have been due and payable at the time of said taking. If LESSEE does not terminate this Agreement, LESSOR shall reduce the rental fees on the Leased Premises by an amount proportionate to the extent Site #4299 to which the Leased Premises was reduced by the eminent domain or other legal action, said reduction to be mutually agreed upon by the parties. 9. Indemnification. a. LESSEE shall indemnify, hold harmless, and defend LESSOR against any claim of liability or loss incurred by LESSOR to the extent caused by LESSEE'S acts or omissions at the Leased Premises that: (i) are negligent or willful acts or are omissions arising in connection with the provision of CMRS at the Leased Premises, or (ii) constitute a violation of Environmental Regulations as defined in Paragraph 10.d. below. b. LESSOR shall indemnify, hold harmless, and defend LESSEE to the extent provided by applicable law in accordance with Paragraph 10.c. below. 10. Environmental Issues. a. LESSEE represents, warrants, and covenants to LESSOR that LESSEE shall at no time during the term of this Agreement use or permit the Leased Premises to be used in violation of any Environmental Regulations. LESSEE will not exercise any control over environmental conditions or any activities, other than those conducted by LESSEE under this Agreement, at or new the Leased Premises that involve the generation, storage, treatment, or disposal of any hazardous substance, material, chemical, or waste. LESSEE and LESSOR also agree that LESSEE'S use of the Leased Premises will not involve the subsurface, except for the placement of a foundation for LESSEE'S equipment and facilities. b. LESSOR represents and warrants to the best of its knowledge and belief that: (i) neither LESSOR, any present or previous tenant of the property on which the Tower is located (the "Property") nor any other third -party has released, used, generated, manufactured, stored or disposed of on or under the Leased Premises any hazardous substance, material, chemical or waste that is regulated by the Environmental Regulations; (ii) neither LESSOR, any present or previous tenant of the Property nor any other third -party has transported to or from the Property any flammable explosives, "hazardous waste," or any other "hazardous substance" as those terms are defined in applicable Environmental Regulations; (iii) there have been no orders, notices of violation, complaints or other similar communications of alleged or potential violations or failures to comply with applicable Environmental Regulations issued by a governmental agency regarding any acts or omissions upon or affecting the Property before the Effective lute of this Agreement; and (iv) except as disclosed by LESSOR to LESSEE and acknowledged by LESSEE, LESSOR is not aware of the presence on the Property of any asbestos, polychlorinated biphenyls (PCBs) or other known hazardous substances, material, chemicals or waste (as those terms are defined under applicable Environmental Regulations), wells or underground storage tanks other than normal household and janitorial supplies, chemicals and consumer amounts of petroleum products. Site #4299 c. LESSOR, to the extent provided by applicable law, shall indemnify, hold harmless and defend, at LESSEE'S request, LESSEE from and against any and all liability, loss, damage or expense (including attorney's fees, court costs and cleanup costs, if any) incurred by LESSEE in connection with any claim, demand or suit for damages, injunction or other relief to the extent caused by, arising out of or resulting from (i) any breach of LESSOR'S representations and warranties contained in this clause, (ii) the generation, storage, use, handling, discharge, release or disposal of hazardous substances, chemicals, materials or waste, as those terms are defined under applicable Environmental Regulations, at the Property, which occurred before the Effective Date of this Agreement or during the term of this Agreement other than those caused by the acts or omissions of LESSEE, (iii) LESSOR'S failure to provide all infonmabon, make all submissions and take all actions required by Environmental Regulations, or (iv) any other negligent or willful act or omission of LESSOR (including any of its servants, agents, employees or contractors). d. For the purposes of this clause, the term "Environmental Regulations" shall mean any law, statute, regulation, order or rule now or hereafter promulgated by any Governmental Authority, having jurisdiction, whether local, state or federal, relating to air pollution, water pollution, noise control and/or transporting, storing, handling, discharge, disposal or recovery of on-site or off-site hazardous substances or materials, as same may be amended from time to time, including without limitation the following: (i) the Clean Air Act (42 U.S.C. § 7401 et sem.); (ii) Marine Protection, Research and Sanctuaries Act (33 U.S.C. § 1401-1445); (iii) the Clean Water Act (33 U.S.C. § 1251 et s_ q.); (iv) Resource Conservation and Recovery Act, as amended by the Hazardous and Solid Waste Amendments of 1984 (42 U.S.C. § 6901 et seMc .), (v) Comprehensive Environmental Response Compensation and Liability Act, as amended by the Superfimd Amendments and Reauthorization Act of 1986 (42 U.S.C. § 9601 et _M.); (vi) Toxic Substances Control Act (15 U.S.C. § 2601 et se.) ; (vii) the Federal Insecticide, Fungicide and Rodenticide Act as amended (7 U.S.C. § 135 !g sM.); (viii) the Safe Drinking Water Act (42 U.S.C. § 300 (f) It seg.); (ix) Occupational Health and Safety Act (29 U.S.C. § 651 et seg_); (x) the Hazardous Liquid Pipeline Safety Act (49 U.S.C. § 2001 et M.); (xi) the Hazardous Materials Transportation Act (49 U.S.C. § 1801 et M.); (xii) the Noise Control Act of 1972 (42 U.S.C. § 4901 et sem,.); (xiii) Emergency Planning and Community Right to Know Act (42 U.S.C. §§ 11001-11050); and (xiv) the National Environmental Policy Act (42 U.S.C. §§ 4321-4347). e. This Paragraph 10 shall survive the expiration or termination of this Agreement. 11.Insu During the term of this Agreement, LESSEE will carry commercial general liability insurance with customary coverage and exclusions in the following amounts: Bodily Injury $1,000,000 for injury to any one person and $2,000,000 for all Site #4299 injuries sustained by more than one person in any one occurrence. Property Damage $ 100,000 for damage as a result of any one accident. LESSEE agrees to furnish LESSOR with certificates of insurance certifying that LESSEE has in force and effect the above specified insurance. LESSEE may elect to self -insure In the event LESSEE elects to self -insure, for any part of the above, LESSEE agrees to satisfy the reasonable requirements of the LESSOR'S Risk Manager. LESSEE further agrees to cause said policies of insurance to reflect LESSOR as an additional insured, to the extent permitted by applicable law. 12. Takes. LESSOR shall pay all real estate taxes, if any, or assessments on the real property, inclusive of the Leased Premises, and all personal property taxes, if any, levied against the Leased Premises and any improvements thereon before the same become delinquent. LESSEE shall pay all personal property taxes levied against its CMRS facilities and appurtenances located upon the Leased Premises before the same become delinquent. 13. Utilities. LESSEE shall have a separate power meter installed for its electric service and LESSEE agrees to pay any and all costs related to said electric service. 14. Ouiet TiitEe. LESSOR covenants that LESSEE, on paying the rent and performing the covenants by it herein made, shall and may peaceably and quietly have, hold and enjoy the Leased Premises under the terms and conditions specified in this Agreement. 15. Choice of Law. This Agreement and the performance thereof shall be governed, interpreted, construed and regulated by the laws of the State of Texas. Any litigation concerning this Agreement shall be conducted exclusively in Denton County, Texas and the parties hereby agree to the venue and personal jurisdiction of these courts. 16. Notices. All notices hereunder must be in writing and shall be deemed validly given if sent by certified mail, postage prepaid, return receipt requested, addressed as shown below (or to any other address that the party to be notified may have designed to the sender by like notice): LESSEE: Southwestern Bell Wireless, LLC Attn: Real Estate Manager, Site #4299 P.O. Box 797246 Dallas, Texas 75379 with a copy to: Southwestern Bell Wireless, LLC Attention: General Counsel, Site #4299 Site #4299 17334 Preston Road, Suite 100A Dallas, Texas 75252 LESSOR: City Manager City of Denton, Texas 215 E. McKinney Street Denton, Texas 76201 with a copy to: City Attorney City of Denton, Texas 215 E. McKinney Street Denton, Texas 76201 17. Subordination. At LESSOR'S option, this Agreement shall be subordinate to any mortgage by LESSOR that from time to time may encumber all or part of the Leased Premises of right-of-way provided; however, every such mortgage shall recognize the validity of this Agreement in the event of a foreclosure of LESSOR'S interest and also LESSEE'S right to remain in occupancy of and have access to the leased premises as long as LESSEE is not in default of this Agreement. LESSEE shall execute whatever instruments may reasonably be required to evidence this subordination clause. In the event the Leased Premises is encumbered by a mortgage, LESSOR immediately after this Agreement is exercised, will obtain and furnish to LESSEE, a non -disturbance instrument for each such mortgage in recordable form. If LESSOR fails to provide said non -disturbance instrument, LESSEE shall have the right to terminate this Agreement immediately without penalty upon written notice to LESSOR 1& Non -Disturbance. a. Subject to the other terms of this Agreement, LESSOR covenants that LESSEE shall, and may peacefully have, hold and enjoy the Leased Premises for the tens of this Agreement provided that LESSEE pays the rent payable to LESSOR under this Agreement and performs all of LESSEE'S covenants and agreements herein contained. LESSOR shall take no action that will or could adversely affect LESSEE'S use of the Leased Premises. b. LESSOR acknowledges that the Leased Premises have little or no value to LESSEE if LESSEE cannot use the Leased Premises as fully contemplated by LESSEE, that the Leased Premises are unique, and that LESSEE has made or will make a large investment in the Leased Premises, and therefore, LESSOR agrees that LESSEE, in addition to the remedies set forth in Paragraph 22, shall be entitled to injunctive relief or other equitable relief to require LESSOR to comply with all provisions of this Agreement which may interfere in any way with LESSEE'S contemplated use of the Leased Premises, so that LESSEE may continue with such use of the Leased Premises as fully contemplated by LESSEE. Site #4299 c. Any sale or transfer or assignment by the LESSOR of all or part of the Leased Premises or its interest in and to this Lease Agreement, shall be under and subject to this Agreement and LESSEE'S rights hereunder, such that LESSEE'S rights hereunder shall not be disturbed. 19. AssignMent. Upon written notification from LESSEE to LESSOR, this Agreement may be sold, assigned, subleased, or transferred by LESSEE at any time, without the consent of LESSOR, to a subsidiary, partner or affiliate of LESSEE; or to a successor to the primary business of LESSEE, with the advance written notice of LESSOR, only to the extent that said successor is of equal or greater creditworthiness than LESSEE. Any other assignment of this Agreement shall require the advance written approval of LESSOR, such approval not to be unreasonably withheld. 20. Successors., Assim& This Agreement shall extend to and bind the heirs, executors, administrators, successors and assigns of the parties hereto. 21. Memorandum of Lease. For the purpose of providing constructive notice hereof, LESSOR and LESSEE hereby agree to execute a Memorandum of Lease Agreement, in recordable form and LESSEE may have the same recorded in the land records of Denton County, Texas. This Agreement shall not be recorded by either party. 22. Default• Termination. a. If either party breaches a provision of this Agreement, the non -breaching party shall provide and deliver the other party written notice of the alleged breach. If the breaching party has not cured the breach within thirty (30) days of the receipt of such notice (the "Cure Period") or if the breach cannot be cured within the Cure Period, and the breaching party has not performed substantial work to cure the breach within the Cure Period, the non -breaching party may then give written notice of its intent to terminate this Agreement. Such termination shall become effective ten (10) days after the breaching party's receipt of the notice of intent to terminate letter; provided that the breaching party has not cured the breach within such additional ten (10) day period. b. If, at any time during the term of this Agreement, LESSEE determines, following discussion of the subject with LESSOR, in its reasonable discretion, that due to technological reasons, including serious signal interference, the Leased Premises is not appropriate for providing CMRS, and a third disinterested expert party, to be selected jointly by LESSOR and LESSEE who examines the situation is in agreement, then LESSEE may terminate this Agreement on thirty (30) days notice to LESSOR. LESSEE shall also have the right to terminate this Agreement in accordance with Paragraphs 4.c., 5.b., and 8. 23. Maintenance. LESSOR shall be responsible and liable for the maintenance of LESSOR'S Tower in compliance with any and all applicable laws, Site #4299 statutes, rules and regulations, including but not limited to, those rules and regulations, promulgated by the FCC and FAA regarding painting, marking and lighting of LESSOR'S Tower. LESSOR shall allow LESSEE to place any sign or placard on the Leased Premises or on the CMRS facilities and appurtenances attached thereto as required by federal, state, or local law, at no additional expense. 24. No Reyresentution_& It is hereby mutually agreed and understood that this Agreement contains all agreements, promises and understandings between the LESSOR and LESSEE and that no verbal or oral agreements, promises or understandings shall or will be binding upon either the LESSOR or LESSEE in any dispute, controversy or proceeding at law, and any addition to, variation or modification of this Agreement shall be void and ineffective unless in writing signed by the parties hereto. IN WITNESS WHEREOF, the parties hereto have set their hand and affixed their respective seals on the dates and year above written. "LESSOR" CITY OF DENTON, TEXAS A Texas Municipal Corporation Dated: O611 -010Z 1 By: MICHAEL A. dONDUFF City Manager ATTEST: JENNIFER WALTERS, CITY SECRETARY By: APPROVED AS TO LEGAL FORM: HERBERT L. PROUTY, CITY ATTORNEY By: Site #4299 "LESSEE" SOUTHWESTERN BELL WIRELESS, LLC d/b/a Cingular Wireless, acting in its capacity as General Partner of the Dallas SMSA Limited Partnership Dated: By: ATTEST: R F By: APPROVED AS TO LEGAL FORM: ME ACKNOWLEDGMENT THE STATE OF TEXAS § COUNTY OF DENTON § Site #4299 f�ow� 0 �RE ME, th n igned authority, on this day personally appeared 1 er of the City of Denton, Texas, a Texas Municipal Corporation, known to me to be the person and officer whose name is subscribed to the foregoing instrument and acknowledged to me that the same was the act of the said City Council of the City of Denton; Texas and that he executed the same as the act of such municipal corporation for the purposes and consideration therein expressed, and in the capacity therein stated GI'V'EN UNDER MY HAND. AND SEAL OF OFFICE, this the day of A.D. 2002. 0 E E. RICHARDSON �. C. X., {� my Public• Stets of Texas Notary public in and for the State of Texas _ • �a My Commission of June 27, 2003 My Commission Expires:? �� ACK OWLEDGMEENT THE STATE OF TEXAS § Site #4299 COUNTY OF DALLAS § TN E 8 u -t BEFORE the under autho� on this day personally appeared Ten�sier, Ao*c birector o outhwestem Bell Wireless, LLC d/b/a Cingular Wireless, a Delaware limited liability company as general partner of the Dallas SMSA Limited Partnership, known to me to be the person whose naive is subscribed to the foregoing instrument and acknowledged to me that the same was the act of the Dallas SMSA Limited Partnership, a Delaware Limited Partnership and that he executed the same as the act of such Limited Partnership for the purposes and consideration therein expressed, and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the ai day of '1'n A.D. 2002. r•�!�";� OFFICIAL. SEAL ;o Shirley Elmore Alf— .5.] state of Texas }w My Commission Expires Notary Pub c in and for the State of Texas •�'af�;�•` ApM 3, 2004 �tI1NIF�� My Commission Expires: a �7 E"A" Attached to and made a part of that certain Tower/Ground Lease Agreement dated Q! //p, / , 2002, by And between the City of Denton, Texas, Lessor and South esters Bell Wireless LLC., d/b/a Cingular Wireless, Lessee. Legal Description McKenna Park Communication Facility BEING a 0.0791 Acre Tract of Land situated in the City of Denton, and being out of the ROBERT BEA1MONT SURVEY. Abstract No. 31, Denton County, Texas. and being part of a called 18.0 acre tract of land described to the City of Denton by a warranty deed as recorded in Volmns 358, Page 559 of the Dead Records of Denton County. Texas and being more particularly described as follows; CLING the Southeast corner of said City of Denton tract of fond now commonly known as McKenna Park; THENCE North with the west right of way line of Thonws Road for a distance of 459.78 feet to a corner; THENCE East departing said west right of way line for a distance of 189.72 feet to a mstai corner for the PLACE OF BEGINNING; THENCE North 89 degrees 08 minutes 33 seconds West for a distance of 98.47 feet to metal corner post for corner; THENCE North 00 degrees 51 minutes 27 seconds East for a distance of 35.00 feet for corner; THENCE South 89 degrees 08 minutes 33 seconds East for a distance of 98.47 feet for corner; THENCE South 00 degrees 51 minutes 27 seconds West for a distance of 35.00 feet to PLACE OF BEGINNING and CONTAINING 3446 square feet of land or 0.0791 acre of land. CELL SITE NAME: SCRIPTtIREfTHOMAS EXHIBIT "A" CENTER NUMBER: 4299 SWBW # CELL NO. Page 1 of 3 Note. Owner and SBA' my, at SBW s option, replace this Exhibit with an exhibit setting forth the legal description of the property im which the Site is located and/or an as -built drawing depicting the Site. Sauthwestera Bell Wireless, LLC, d/b/a Cingalsr Wireless Site #4299 EXIT "A" Attached to and made a part of that certain Tower/Ground Lease Agreement dated OWZL ffi 2002, by and between the City of Denton, Texas, Lesso and Southwestern Bell Wireless LLC., d/b/a Cingular Wireless, Lessee. � Mnoftw 1 Hrn. FMORM aT .form POOMM Gwa�OP OVOW MRWA wwmr.atao�wer Via" aww �b� • •6SI:ESINlpIM�' - - E.KMERIM 1 Nwm pncapROffammm ..DUN CELL SrrE NAME: SCRIPTURE/THOMAS EDIIB1T "A" CENTER NUMBER: 4299 SWBW # CELL NO. Page 2 of 3 Note. Owner and SBW may, at O W's option, replace this Exhibit with an exhibit setting forth the legal deseripJion of the property on which the Site is located and/or an as -built drawing depicting the Site - Southwestern Bell Wireless, LLC, d/b/a Ongular Wireless Site #4299 EXHIBff "A" Attach to and e a part of that certain Tower/Ground Lease Agreement dated / 2042, by and between the City of Denton, Texas, Lessor and Sou extern Bell Wireless LLC., d/b/a Cingular Wireless, Lessee. 1 � �e tae-: •`�--- 4 i �ara�cW ' r0.pw:hpl^. 1 � • r' 3 f—. —� IP WAI ro ACUM � CELL SITE NAME: SCRIPTURE/THOMAS EXHIBIT "A" CENTER NUMBER: 4299 SWBW # CELL NO. Page 3 of 3 Note. Owner and SBW may, at .SBW's optlom replace this Exhibit with an exhibit setting forth the legal description of the property on which the Site is located and/or an as -built drawing depicting the Site. Southwestern Bell Wireless, LLC, d/b/a Cingular Wireless i�TII.Y _ � cae•��v c., Lfi14.lGW56 i7`t fdr1NLM :� __.._....,. amt ca:+.e•- ` e i +w�:sy-wr,ae f—. —� IP WAI ro ACUM � CELL SITE NAME: SCRIPTURE/THOMAS EXHIBIT "A" CENTER NUMBER: 4299 SWBW # CELL NO. Page 3 of 3 Note. Owner and SBW may, at .SBW's optlom replace this Exhibit with an exhibit setting forth the legal description of the property on which the Site is located and/or an as -built drawing depicting the Site. Southwestern Bell Wireless, LLC, d/b/a Cingular Wireless Vaados # FIM W4 Request for rexpayer c tae %m to ow � "�'m idendflodlon Number and �Catlon � M& 11AKu Qt le1<M � 01lt led tree IYRM � 1rN ■IiM� nrraibrr � Wrllr r 4W1 t Ldew.lgiP IMrpP1MeM M wyt ! � dtt Pere 1p Wera�+.! 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CPL W 1owstx form W -Q f4w. 9rsr1 cangu.larP PAYMENT DIRECTION FORM NEW O CHANGE 4299 SrRivnikPIMOMAS $ITE ADDRESS: 500 THOMAS ST., DENTON, TEXAS 76201 Lessor Name should be wmcay as stated is LemmUc nse *• to be oompleted if rent payee is dher them Lessor as eatod in LeasdGiC mm * pa=UaggofradpaymmttabepaWtolesam/Payaanamedherok I hereby authorize Cmgular Wireless and/or its subsidiaries to make all react payments and other Payments relatmg to the site named above to the Lessar/Payee and Payment Address fisted above (subject to the Lassar/Payee paymettt Share listed abow)_ I further acknowledge and agree that the Lessor Payment Share listed above is correct. This authorization shall remain in eftd until I have cancelled it in writing in as much time as to afford you a reasonable time to act uPon it. QihccfbY/ 0110c`�c LESSOR AUTHORIZED SI TURF TITLE DATE LESSOR AUTHORIZED SIGNATURE Rehm To: Lingular tameless Netwak Rasa FAA@ ConUacting Mail Coda GAN 02 6100 Atlantic Mod Norcross, GA 30071 TITLE DATE 4299 Pa antDiredioufotmv.i.1 5--23-02 .dock PRiVA7 FJPWIPRWARY 1 Co ft=private and/or proprietary "a Won. May sat be used or d=Wind outsidethe CmVdw Companies apt pu ito a written a STATE OF TEXAS COUNTY OF DENTON § MEMORANDUM OF LEASE AGREEMENT This Indenture, made this day of 2002, by and between the City of Denton, Texas, a Texas Municipal Co ration, herein after called LESSOR and Southwestern Bell Wireless, LLC d/b/a Cingular Wireless, in its capacity as general partner of the Dallas SMSA Limited Partnership, hereinafter called LESSEE, organized and existing under the laws of the State of Delaware, having its principal offices at 15660 Dallas Parkway, Suite 1300, Dallas, Texas 75248. LESSOR has agreed to let and hereby does let and demise to LESSEE and LESSEE has agreed to take and does hereby take from LESSOR a 18' x 22' portion of the following described real property lying and being and being situated at 500 Thomas Street, Denton, Denton County, Texas, on the McKenna Park Radio Tower, with space on the Tower at the 120 foot AGL for cabling and nine (9) antennas. The Legal Description from the Survey, if made, shall be attached and shall supersede the above legal description. Said 18' x 22' portion of the above- described real property is hereinafter referred to as the "Leased Premises". Approximate location of said Leased Premises within the above described real property is illustrated on Exhibit "A" attached hereto. TO HAVE AND TO OLD the same for a Lease term of Fifteen (15) years, commencing on day of 2002, subject to the terms and conditions more particularly set forth in that66rtainTOWER/GROUND LEASE AGREEMENT executed by the LESSOR and LESSEE referred to herein and bearing a date of even date herewith for the purposes of constructing, operating and maintaining commercial mobile radio services and all other activities related thereto. IN WITNESS WHEREOF, the parties hereto have executed this Indenture the day and year first hereinbelow written. LESSEE Southwestern Bell Wireless, LLC d/b/a Cingular Wireless, acting in its capacity as general partner of The Dallas SMSA Limited Partnership Date: J �" 111'�- By. T -4E 8uI Repmgd Offeetor of Real R 4 LESSOR: CITY OF DENTON, TEXAS A Texas Municipal Corporation Site #4294 &111 [ot, Date:-jq Dz r *NUCHAEL&A. CO UFF City Manager Date: ACKNOWLEDGMENT THE STATE OF TEXAS § COUNTY OF DENTON § _Wtv� Azareik BEF ME, the undersigned authority, on this day personally appeared4640ale i Manager for the City of Denton, Texas, a municipal corporation, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that the same was the act of the City Council of the City of Denton, Texas and that he executed the same as the act of such City Council for the purposes and consideration therein expressed, and in the capacity therein stated. eh G UNDER My HAND AND SEAL OF OFFICE, this day of A.D. 2002. "E. RICHARDSON ItY public, Site of Texas Wn" p, MV Commission Expires June 27, 2005 My Commission Expires: Notary Public in and for the State of Texas ACKNOWLEDGMENT THE STATE OF TEXAS § Site #4299 COUNTY OF DALLAS § ni 5 BEF ,the undersi ori .on this day personally appeared XaW 44w. Director of te, western Bell Wireless, LLC d/b/a Cingular Wireless, a Delaware limited liability company as general partner of the Dallas SMSA Limited Partnership, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that the same was the act of the Dallas SMSA Limited Partnership, a Delaware Limited Partnership and that he executed the same as the act of such Limited Partnership for the purposes and consideration therein expressed, and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE, this day of A.D. 2002. -N OFFICIAL SEAL Shirley Elmore S. State of Texas Commission Expires Notary Pub c in and for the State of Texas Nj aF-.Ea5` Commission on E h116F�NApril My Commission Expires: EXIIIBIT "A" Attached.,Ao and ma e a part of that certain Memorandum of Lease Agreement dated % 2002, by and between the City of Denton, Texas, UUAL LESSO and Southwestern Bell Wireless LLC., d/b/a Cingular Wireless, LESSEE. Legal Description McKenna Park Coamwnication Facility BEING a 0.0791 Acre Tract of Land situated in the City of Denton, and being out of the ROBERT 13EAUMONT SURVEY, Abstract No. 31. Denton County. Texas. and being part of a called 18.0 acre tract of land described to the City of menton by a.warranty dead as recorded in Volume 358, Page 559 of the Deed Records of Denton County. Texas and being more particularly described as follows; COMMENCING the Southeast corner of sold City of Denton tract of land now commonly known as McKenna Park; THENCE North with the west right of way line of Thomas Road for a distance of 459.78 feet to a corner; THENCE East departing sold west right of way line for a distance of 169.72 feet to a metal corner for the PLACE OF BEGINNING; THENCE North 89 degrees 08 minutes 33 seconds West for a distance of 98.47 feet to metal corner post for corner; THENCE North 00 degrees 51 minutes 27 seconds East for a distance of 35.00 feet for corner; THENCE South 89 degrees 08 minutes 33 seconds East for a distance of 98.47 feet for corner; THENCE South 00 degrees 51 minutes 27 seconds West for a distance of 35.00 feet to PLACE OF BEGINNING and CONTAINING 3446 square feet of land or 0.0791 acre of land. CELL SITE NAME: SCRIPTUREITHQMAS EXMIT "A" CENTER NUMBER: 4299 SWBW # CELL NO. Page 1 of 3 Note: Owner and SWBW may, at SWBW's optiok replace this &habit with an exhibit settingfaith the legal description of the property on which the Site is located and/or an ars-built drawing depicting the Site. Southwestern Bell Wireless, LLC, d/b/a Cingalar Wireless. EXHIBTr Attached to and nokde a part of that certain Memorandum of Lease Agreement dated 2002, by and between the City of Denton, Texas, LESSOR and SouthvAstern Bell Wireless LLC., d/b/a Ci pkw Wireless, LESSEE. ow'P � CELL SITE NAME: WMANS AMW amv morm SCRIPTURE/THOMAS EX -3 EXFMIT nAlr CENTER NUMBER: 4299 SWBW # CELL NO. Page 2 of 3 Note: Owner and SWBW may. at SWBW s option, replace this Exhibit with an exhibit setting fortis the legal description of the property on which the Site is located andlor an as -built drawing depicting the Site. Southwestern Bell Wireless, LLC, d/b/a Cingular Wireless. •. �} � psLGB1A1lX. - � - -. 77dl�p f;'xiV•P pWl+MR�aTNR4R� y� �I��1—r A 1� . • loom" .p�{S 11�I�I1 0W.0MVWW&qM w IGFAH— SCRIPTURE/THOMAS EX -3 EXFMIT nAlr CENTER NUMBER: 4299 SWBW # CELL NO. Page 2 of 3 Note: Owner and SWBW may. at SWBW s option, replace this Exhibit with an exhibit setting fortis the legal description of the property on which the Site is located andlor an as -built drawing depicting the Site. Southwestern Bell Wireless, LLC, d/b/a Cingular Wireless. EXHIBIT "A" Attached to and made a part of that certain Memorandum of Lease Agreement dated 2002, by and between the City of Denton, Texas, LESSOR and South stern Bell Wireless LLC., d/b/a Cingtdar Wireless, LESSEE. rmm24p".r-v � s& -o' 'g, Fewo UNM fw- 5'M &MAluft"Z5 te M~ F, CELL SITE NAME: SCRHqIJREffHOMAS CENTER NUMBER- 4299 SWBW # CELL NO. --ft EX -1 EXMIT "AN' Page 3 of 3 Note. Owner and SWBW may, at SWBWs 0001. replace this Exhibit with an exhibit setting forth the legal dmcHPII0fi Ofdw property on which the Site is located and/or an as,-&dt drawing depicting the Site Southwestern Ben Wireless, LLC, d/b/a Cingular Wireless Cell Site No. DX6057/10025474 Market: North Texas Address: 500 Thomas St, Denton, Texas 76201 AMENDMENT NO. 1 TO TOWER/GROUND LEASE AGREEMENT THIS AMENDMENT NO. 1 TO TOWER/GROUND LEASE AGREEMENT ("Agreement"), dated as of the latter of the signature dates below, is by and between City of Denton, Texas a Texas Municipal Corporation, having a mailing address of 215 E. McKinney Street, Denton, Texas 76201 (hereinafter referred to as "Lessor") and AT&T Mobility'Texas LLC, a Delaware limited liability company, successor to Houston Cellular Telephone Company, LP, by its general partner, New Cingular Wireless PCS, LLC, having a mailing address of 5405 Windward Parkway, Alpharetta, GA 30004 (hereinafter referred to as "Lessee"). WHEREAS, Lessor and Lessee entered into a Tower/Ground Lease Agreement dated June 18, 2002, whereby Lessor leased to Lessee certain Premises, therein described, that are a portion of the Property located at 500 Thomas St., Denton, Texas (collectively, the "Agreement"); and WHEREAS, Lessor and Lessee desire to amend the Agreement to allow for installation of additional TMAs ("Tower Mount Amplifiers"), associated cables, and other communication instruments, all as specified on Exhibit A hereto; and WHEREAS, Lessor and Lessee desire to adjust the rent; and WHEREAS, Lessor and Lessee desire to amend the Agreement to modify the notice section thereof; and NOW THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Lessor and Lessee agree as follows: 1. Equipment. Exhibit "A" to the original lease is deleted in its entirety and replaced with the Revised Exhibit "A" attached hereto and made a part of the Agreement. 2. Rent. Commencing on the first day of the month following the date that Lessee commences construction (the "Rent Commencement Date"), Rent shall be increased by $316.80 per month over and above the current Rent, subject to the adjustments provided in the Agreement. 3. LESSEE Covenants. Section 6 of the Tower/Ground Lease Agreement is hereby deleted in its entirety and replaced with the following: 1 2005 Form Amendment LESSEE Covenants. LESSEE covenants and agrees that LESSEE'S equipment, its installation, operation and maintenance will: a. Not interfere with the operation of other users' radio equipment installed at the Leased Premises prior to the Commencement Date including, but not limited to, electrical interference to the communications provided by such facilities. Except as provided in subsection b. below in the case of LESSOR'S communications systems, in the event there is harmful interference to other users' electronic equipment, LESSEE will promptly take all steps necessary to identify the problem, and, if caused by LESSEE'S equipment, take all reasonable steps to eliminate said harmful interference within seven (7) days after notice is received from LESSOR to LESSEE advising of the interference. If said interference cannot be eliminated within fifteen (15) days after receipt of notice thereof, LESSEE agrees to immediately suspend operations (transmissions) at the Leased Premises while the interference problems are studied and a means found to mitigate them. b. In the event of interference to LESSOR'S communications systems, LESSEE shall immediately take the corrective measures required by FCC Rules 90.672 et seq. If said interference cannot be eliminated, then, at LESSOR'S request LESSEE shall remove its building and equipment from LESSOR'S property at LESSEE'S cost and expense and the Agreement shall thereupon be terminated. C. Comply with all applicable rules and regulations of the Federal Communications Commission ("FCC"), and electrical codes of the City and/or State. Under this Agreement, LESSOR assumes no responsibility for the licensing, operation and/or maintenance of LESSEE'S CMRS facilities and appurtenances. If the addition of LESSEE'S equipment on the Leased Premises requires an increase in the current height of the Tower or a change in the location of the Tower on the Leased Premises, LESSEE shall not install its equipment or increase the height of the Tower without the prior written approval of LESSOR and modification of this Agreement, so that LESSEE may comply with all FCC and/or Federal Aviation Administration ("FAA") rules regarding Tower height and location. 3. Notices. Section 16 of the Ground/Tower Lease Agreement is hereby deleted in its entirety and replaced with the following: NOTICES. All notices, requests, demands and communications hereunder will be given by first class certified or registered mail, return receipt requested, or by a nationally recognized overnight courier, postage prepaid, to be effective when properly sent and received, refused or returned undelivered. Notices will be addressed to the parties as follows. If to Tenant: Lessee: AT&T Mobility Texas LLC (for certified mail) Attn: Network Real Estate Administration Re: Cell Site # ;#: DX6057, Cell Site Name: Fixed Asset #. Scripture/Thomas PO Box 1630 Alpharetta, GA 30009 2 2005 Form Amendment AT&T Mobility Texas LLC (for overnight mail) Attn: Network Real Estate Administration Re: Cell Site # ;#: DX6057, Cell Site Name: Fixed Asset #. Scripture/Thomas 12555 Cingular Way Alpharetta, GA 30004 With a copy to: AT&T Mobility Texas LLC Attn: Legal Department Re: Cell Site # ;#: DX6057, Cell Site Name: Fixed Asset #. Scripture/Thomas 15 East Midland Ave.nue Paramus, NJ 07652 If to Landlord: Lessor: City Manager City of Denton, Texas 215 E. McKinney Street Denton, Texas 76201 with a copy to: City Attorney City of Denton, Texas 215 E. McKinney Street Denton, Texas 76201 and Harry F. Hettinger Communications Superintendent Denton Municipal Electric 901 A Texas Street Denton, TX 76209 Either party hereto may change the place for the giving of notice to it by thirty (30) days prior written notice to the other as provided herein. 4. Memorandum of Lease. Either party will, at any time upon fifteen (15) days prior written notice from the other, execute, acknowledge and deliver to the other a recordable Memorandum of Lease substantially in the form of the Attachment 1. Either party may record this memorandum at any time, in its absolute discretion. 5. Equipment Shelter. LESSEE has installed an equipment shelter on the Leased Premises, which structure LESSEE may continue to utilize for the term of the lease. Upon the expiration 3 2005 Form Amendment of the term, or a termination of the Agreement prior thereto by LESSOR or by LESSEE, title to the equipment shelter shall revert to LESSOR without further consideration. 6. Other Terms and Conditions Remain. In the event of any inconsistencies between the Agreement and this Amendment, the terms of this Amendment shall control. Except as expressly set forth in this Amendment, the Agreement otherwise is unmodified and remains in full force and effect. 7. Capitalized Terms. All capitalized terms used but not defined herein shall have the same meanings as defined in the Agreement. IN WITNESS WHEREOF, the parties have caused their properly authorized representatives to execute and seal this Amendment on the dates set forth below. ATTEST: JENNIFER WALTERS, CITY SECRETARY Tr - By: - T - APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY By: ZD U \Z_ - LESSOR: City of Denton By: C Name Title: Date: LESSEE: AT&T Mobility Texas LLC, a Delaware limited liability company, by AT&T Mobility Cor oration, its Manager By: Name: Kevin J. H nes, Title: Executive Director, North Texas Nk ations Date:—)77 7` X 4 2005 Form Amendment LESSEE ACKNOWLEDGEMENT STATE OF TEXAS COUNTY OF DALLAS BEFORE ME, the undersigned authority, on this day personally appeared Kevin J. Haynes, Executive Director, North Texas Network Operations of AT&T MOBILITY TEXAS LLC, a Delaware limited liability company, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that the same was the act of the said AT&T Mobility Texas LLC, and that he executed the same as the act of such Limited Liability Company for the purposes and consideration therein expressed, and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE, this _lo�� day ofL)1Iellz 2008. Notfiry Public in and for the State of Texas MAKESHIA R ROBINSON My Commission Expires My Commission Expires 1-1,7 n j 5 February 5, 2011 LESSOR ACKNOWLEDGEMENT STATE OF TEXAS COUNTY OF DENTON BEFORE ME, the undersigned authori a Notary Public in and for the State of Texas , on this day personally appeared —-7 �j . , , known to me to be the person and officer whose name is subscribed to the foregoing instrument, and acknowledged to me that he/she executed the same for and as the act of the CITY OF DENTON, TEXAS a municipal corporation, of the State of Texas, Denton County, Texas, and as the �,t- C ah�It n4 thereof, and for the purposes and consideration therein expressed and in the capacity thereM std ed. GIVEN UNDER MY HAND AND SEAL OF OFFICE, this tP day of A nuctrJ 2009. Notary Putlic in and for the State of Texas •,,o,..,. :; L JULIA A. KIINCK +, Notary Public, State of Texas My Commission Expires MY Commission Expires Ot M�r (� Rot O November 07, 2010 Notary Vublic My Commission Expires: Avt A,, 1 5 2005 Form Amendment 2005 Form Amendment REVISED EXHIBIT A Sector Sector 1 Sector 2 Sector 3 Sector 4 AUX Desired Rad Center ft (AGL) 120 120 120 120 Antenna Quantity 2/1 2/1 2/1 6/6 Antenna Manufacturer EMS/Decibel EMS/Decibel EMS/Decibel Ericsson/Er icsson Antenna Model MB72RR80 VDPAKLQ/ 73lDG65VT AXM NM72RR80 VDPAKLQ/ 731DG65VT AXM MB72RR80 VDPAKLQ/ 731DG65VT AXM KRY112 75/l/ KRY112 76/1 Weight lbs per antenna 33/30 33/30 33/30 30/15.4 Antenna Dimensions (HxWxD) (in) 72xl5x6.5/7 2xl2x7 72xl5x6.5/7 2x12x7 72xl5x6.5/7 2xl2x7 12x17x5.7/ 15.5x7x4.5 ERP (watts) Antenna Gain dB 17.3 dBi 17.3 dBi 17.3 dBi Orientation/Azimuth e rees Mechanical Tilt Channels Mount Mfg and Model Tower Mount Mounting Height (On Tower Transmit Frequency (MHz) 1965-1970 MHz 1965-1970 MHz 1965-1970 MHz Receive Frequency (M 12) 1885- 18890MHz 1885- 18890MHz 1885- 18890MHz Number of Coax Cables Per Sector 4 4 4 Diameter of Coax Cables in 7/8" 7/8" 7/8" Type of Service (i.e. CDMA, GSM, TDMA, PAGING): Notes: I. This Exhibit may be replaced by a land survey and/or construction drawings of the Premises once it is received by Lessee. 2. Any setback of the Premises from the Property's boundaries shall be the distance required by the applicable governmental authorities. 3. Width of access road shall be the width required by the applicable governmental authorities, including police and fire departments. 4. The type, number and mounting positions and locations of antennas and transmission lines are illustrative only. Actual types, numbers and mounting positions may vary from what is shown above. 7 2005 Form Amendment u Cell Site Number: DX6057 Cell Site Name: Scripture / Thomas Fixed . 10025474 THIS SECOND AMENDMENT TO TOWER/GROUND LEASE AGREEMENT ("Amendment"), dated as of the latter of the signature dates below, is by and between City of Denton, Texas, a Texas Municipal Corporation, having a mailing address of 215 E. McKinney Street, Denton, Texas 76201, ("Lessor") and New Cingular Wireless PCS, LLC, a Delaware limited liability company, successor in interest to AT&T Mobility Texas, LLC, a Delaware limited liability company, having a mailing address of 575 Morosgo Drive NE, Suite 13-F West Tower, Atlanta, GA 30324 ("Lessee"). j WHEREAS, Lessor and Lessee (or its predecessor -in -interest) entered into a Tower/Ground Lease Agreement dated June 18, 2002 (the "Tower/Ground Lease") as amended by Amendment No. 1 to Tower/Ground Lease Agreement dated January 6, 2009 (the "First Amendment" and, collectively with the Tower/Ground Lease, the "Agreement"), whereby Lessor leases to Lessee certain Leased Premises, therein described, that are located at 500 Thomas St., Denton, Texas; WHEREAS, Lessor and Lessee desire to amend the Agreement to allow for the installation of additional antennas and equipment; WHEREAS, Lessor and Lessee desire to amend the Agreement to modify the notice section thereof; and WHEREAS, Lessor and Lessee, in their mutual interest, wish to amend the Agreement as set forth below accordingly. NOW THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Lessor and Lessee agree as follows: 1. Equipment. Exhibit "A" to the Tower/Ground Lease, as amended by the First Amendment, is deleted in its entirety and replaced with the Revised Exhibit "A" attached hereto and made a part of the Agreement. 2. No Change to Rent. This Amendment will not affect the rent required to be paid under the Agreement. 1 TX -- Form Amendment Ver. 1.7.10 3. Notices. Section 3 "Notices." of the Amendment No. 1 To Tower/Ground Lease Agreement is hereby deleted in its entirety and replaced with the following: NOTICES. All notices, requests, demands and communications hereunder will be given by first class certified or registered mail, return receipt requested, or by a nationally recognized overnight courier, postage prepaid, to be effective when properly sent and received, refused or returned undelivered. Notices will be addressed to the parties as follows. If to Lessee: New Cingular Wireless PCS, LLC Attn: AT&T Network Real Estate Administration Re: Cell Site #: DX6057 ; Cell Site Name: Scripture / Thomas (TX) Fixed Asset No: 10025474 575 Morosgo Drive NE Suite 13-F West Tower Atlanta, GA 3032 With the required copy of legal notice sent to Tenant at the address above, a copy to the Legal Department: New Cingular Wireless PCS, LLC Attn: AT&T Legal Department Re: Cell Site # DX6057; Cell Site Name: Scripture / Thomas (TX) Fixed Asset No.: 10025474 208 S. Akard Street Dallas, Texas, 75202-4206 A copy sent to the Legal Department is an administrative step which alone does not constitute legal notice. If to Lessor: City Manager City of Denton, Texas 215 E. McKinney Street Denton, TX 76201 with a copy to: City Attorney City of Denton, Texas 215 E. McKinney Street Denton, Texas 76201 and Darrell C. Washington Communications Manager Denton Municipal Electric 901 C Texas Street Denton, TX 76209 2 TX -- Form Amendment Ver. 1.7.10 Either party hereto may change the place for the giving of notice to it by thirty (30) days prior written notice to the other as provided herein. 4. Other Terms and Conditions Remain. In the event of any inconsistencies between the Agreement and this Amendment, the terms of this Amendment shall control. Except as expressly set forth in this Amendment, the Agreement otherwise is unmodified and remains in full force and effect. Each reference in the Agreement to itself shall be deemed also to refer to this Amendment. 5. Capitalized Terms. All capitalized terms used but not defined herein shall have the same meanings as defined in the Agreement. [SIGNATURES APPEAR ON THE NEXT PAGE] 3 TX -- Form Amendment Ver. 1.7.10 IN WITNESS WHEREOF, the parties have caused their properly authorized representatives to execute and seal this Amendment on the dates set forth below. CITY OF DENTON, TEXAS A Texas Municipal Corporation w By: GEORGE C. CAMPBELL CITY MANAGER Date: ATTEST: JENNIFER WALTERS, CITY SECRETARY B y• APPR ED A 1'O LEGAL FORM: ANITA BURGESS, CITY ATTORNEY By: "LESSEE" New Cingular Wireless PCS, LLC, a Delaware limited liability company By: AT&T Mobility Corporation Its: Ma Jager Lo Print Na lc: Paul S. Baumgardner, III Its:Area in ager- E& NTX Network Ops Date: -LI -aL TX -- Form Amendment 4 Ver. 1.7.10 LESSEE ACKNOWLEDGEMENT BEFORE ME, the undersigned authority, on this da� personally appeared Paul S. Baumgardner, III, Area Manager — RE&C, NTX Network Ops of AT&T Mobility Corporation, Manager of New Cingular Wireless PCS, LLC, a Delaware limited liability company, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that the same was the act of the said New Cingular Wireless PCS, LLC, and that he executed the same as the act of such Limited Liability Company for the purposes and consideration therein expressed, and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE, this 11 day of 2014. ig mEM YNIIALF-E Notary Public: MY (MM4S, February21 My Commission Expires: )I LESSOR ACKNOWLEDGEMENT STATE OF COUNTY OF On 'he y of 2014 before me, personally appeared who ack led under oath, that he/she is the person/officer named i he ithin instrument, and that he/she executed le same in his/her stated capacity as the voluntary act and deed of the Landlord for the purposes therein co ined. xecut*edieusi., y PLI -)l ic Cot "lid _ —RI —S JENNIFER K, WCommission Expires; iNIotary Public, 5;tate of Tp, -,(as om lissi MY C rr o' Expire ri 9� r December 19, 2014 TX -- Form Amendment 5 Ver. 1.7.10 REVISED EXHIBIT "A" [attached are the following documents: 1. Legal Description of Facility 2. Tower Elevation 3. Site Plan 4. List of Equipment] TX -- Form Amendment Ver. 1.7.10 AttacbI to and t -le a put of that certain Tower/Ground Lease Agreement dated / , 2002, by and b0twOm the City of Denton, Texas, Lessor and SoBell Wireless LLC., d/b/a Cingular Wireless, Lessee. Legal Description McKenna Park communication Facility BEING a 0.0791 Acre Tract of Land situated In the City of menton, and being out of the ROBERT B SURVEY, EY, Abstract No. 31. Deaton County, Texas, and being part of a coiled 18.0 acre tract of land described to the City of Denton by a warranty deed a recorded in Volume 3580 page 550 of the Deed Records of Denton County. Testas and being more particularly described ae follows COMMENCING the Southeast corner of said City of Denton tract of land now emmnly known as McKenna Park; THENCE North with the west right of way line of Thomas Road for a distance of 459.78 feet to a corner; of J89.7xefeetPtotanmetaidcornerst rfortof the PLACEIne for a OF BEGINNNG; distance of 1 . THENCE North 89 degrees 08 minutes 33 seconds West for a distance of 98.47 fact to metal corner post for corner; THENCE North 00 degrees 51 minutes 27 seconds East for a distance of 35.00 feet for corner; THENCE South 89 degrees 06 minutes 33 seconds East for a distance of 98.47 feet for corner; THENCE South 00 degrees 51 minutes 27 seconds West for a distance of 35.00 feet to. PLACE OF BEGINNING and COWAINING 3446 square feet of land or 0.0791 acre of land. CELL SITE NAME: SCRIPTURFJTHOMAS ExMIT "A" CENTER ER: 4299 SWBW # CELL NO. Page 1 of 3 Note. Owner and SBWm694 at SBWs apilem replace this Fihibit with an a Wblt selliNgfOrth the t t description of the Property on which the Site is located andlar on -built drawing deplcding the dile. Southwestern, Bell Wirers, LLC, /n Cingubr Wireless �Sa d 1 !fllaWa fiid 3 � IrkS as t Y 1- In L KZSL KS 'H3Nb'39 SFS3MVJ ]NO M31A UllVA 1091 \. w V) g to t,y aN M%48e w Na U T"1 ) a ilaffp l 11 11 L EXHIBff "A" Attach to and mde a part of that certain Tower/Ground Lease Agreement dated 2042, by and the City of Denton, Texas, Lessor and South estern Bell Wireless LLC., d/b/a Cingular Wireless, Lessee. CELL SITE NAME: SC /THOMAS EXHIBIT "All CENTER NUMBER: 4299 SWBW # CELL NO. Page 3 of 3 Note: Owner and SBW may, at SBW is option, replace this Exhibit with an exhibit setting forth the legal description ofthe property on which the Site is located and/or an as -built drawing depicting the Site. Southwestern Bell Wireless, LLC, &Wn Cingular Wireless K,� yy1g1 .181{Y rim L:xaO'.F �Y�4 e�-�.-.�^.—•-- -. ms's}'..__ __ •t r.�.�va.:-.�. f! anir.9ar• 9 ' rr m ax ' f r.cwaaa a . � I � a i f I I I � I �_r ..�...._, _......".. i koa-N CELL SITE NAME: SC /THOMAS EXHIBIT "All CENTER NUMBER: 4299 SWBW # CELL NO. Page 3 of 3 Note: Owner and SBW may, at SBW is option, replace this Exhibit with an exhibit setting forth the legal description ofthe property on which the Site is located and/or an as -built drawing depicting the Site. Southwestern Bell Wireless, LLC, &Wn Cingular Wireless = cx KZSL Xl +NJNVNG ShcrlHVJ 3NVI td31✓t ,l3l IVA 10e1, W w u2 ® rCN g CL x lx ; �'y• d�z®y�ltty V t: (n e wri m ii, A H" iD,... . y,11'1 vl � CJ d� � +L� sl.d • `� � r n s u b b r- �G } F t 7 t z P _ T = i K+n w v t, F" x ... ,. rJ �i T Q7 . .f aru.: f 5!w x.. I.,v,. eiwe ...:3k t+.t 9" 3PYd.}�R J.1\LC;hd .. f.&05R t3.�*Msed,an 1N A�tf 3N cl�.i oli3 S:ALegal\Our Documents\Ordinances\16\DME-New Cingular Wireless PCS LLC -Power -Ground Lease -McKenna Park-OrdIdoc ORDINANCE NO. AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY MANAGER TO APPROVE AND EXECUTE A "THIRD AMENDMENT TO TOWER/GROUND LEASE AGREEMENT" BY AND BETWEEN THE CITY AS LESSOR, AND NEW CINGULAR WIRELESS, PCS, LLC., AS LESSEE FOR THE LEASE OF TOWER SPACE ON THE MCKENNA PARK TOWER AND ON THE GROUNDS; AUTHORIZING THE EXPENDITURE AND RECEIPT OF FUNDS THEREFOR; PROVIDING AN EFFECTIVE DATE (APPROVAL RECOMMENDED BY THE PUBLIC UTILITIES BOARD BY A VOTE OF TO THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Manager is hereby authorized to execute a Third Amendment to Tower/Ground Lease Agreement (the "Second Amendment") on behalf of the City of Denton, Texas, as Lessor, with New Cingular Wireless, PCS, LLC., a Delaware Limited Liability Company, as Lessee, for the continued lease of tower space on the McKenna Park Tower and grounds, a copy of which Third Amendment is attached hereto and incorporated by reference herein. SECTION 2. The expenditure and the receipt of funds as provided in the attached Second Amendment are hereby authorized. SECTION 3. This ordinance shall become effective immediately upon its passage and approval PASSED AND APPROVED this the day of , 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY By: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY By: I Z / City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: ID 16-1165, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: October 18, 2016 SUBJECT Consider adoption of an ordinance accepting competitive bids and awarding a public works contract for the construction of the Northwest Denton Park Loop Trail Project for the City of Denton Parks and Recreation Department; providing for the expenditure of funds therefor; and providing an effective date (IFB 6131 C - awarded to North Rock Construction LLC in the not -to -exceed amount of $1,723,855.91). BID INFORMATION This Transportation Enhancement Project consists of the installation of a pedestrian bridge across Cooper Creek to connect the McKamy Evers subdivision to Evers Parkway which will provide a safe route to Evers Elementary School and Evers Park. Additionally, this project will allow the continuation of the Cooper Creek Trail from Evers Elementary School to North Pointe Park, connect to UNT's Discovery Park, and connect to planned bicycle improvements on Windsor Drive at North Lakes Park and existing bicycle routes on Hinkle Drive south to US 380. Invitations for Bid for this project were sent to 1131 prospective bidders. In addition, specifications were placed on the Materials Management website for prospective suppliers to download and advertised in the local newspaper. Six (6) bids were received (Exhibit 1). North Rock Construction, LLC submitted the lowest price bid meeting specification. Dunaway Associates, LP, the Design Firm of Record for this project has reviewed the bid submittals and references and recommends award to North Rock Construction, LLC in the amount of $1,723,855.91 (Exhibit 2). PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) The Transportation Enhancement Grant funded bicycle and pedestrian trail was awarded to the City of Denton on July 26, 2013 in conjunction with City Council Resolution No. R2012-041. This authorized the City of Denton to participate in the 2012 Local Transportation Enhancement Program Call for Projects. On July 15, 2014, Council passed Ordinance 2014-215 granting approval for the City of Denton to enter into an agreement with the Texas Department of Transportation (TXDOT) in order to participate in the matching grant that TXDOT awarded in the amount of $1,623,697. The City of Denton is required to match $324,739 of the grant funds throughout the course of the project. RECOMMENDATION City of Denton Page 1 of 2 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-1165, Version: 1 Approve the award of IFB 6131C to the lowest responsible bidder meeting specification, North Rock Construction, LLC, in the amount of $1,723,855.91. PRINCIPAL PLACE OF BUSINESS North Rock Construction, LLC Denton, Texas ESTIMATED SCHEDULE OF PROJECT The project is estimated to be completed within 270 working days of Notice to Proceed, FISCAL INFORMATION This project will be funded from Park Development Funds using account# 4000151444.1360.40100. Requisition# has been entered in the Purchasing software system. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Safe, Liveable & Family -Friendly Community Related Goal: 4.4 Provide and support outstanding leisure, cultural, and educational opportunities EXHIBITS Exhibit 1: Bid Tabulation Exhibit 2: Bidder Review Exhibit 3: Ordinance Exhibit 4: Contract Respectfully submitted: Chuck Springer, 349-8260 Director of Finance For information concerning this acquisition, contact: Jim Mays at 349-7465. City of Denton Page 2 of 2 Printed on 10/14/2016 povveied by I_egist9i I;, � o a U w a. O oc or kr) o z� N o w w o N w � N� ca W W ca O O FSI �d \O 00 z o a o oc o a N a x V U 00 00 00 00 U O O 0 A a� C�j CA Q N o � C�j CL W O Cj J00 o��a � A A EXHIBIT 2 Dunaway No. B001463.001 August 30, 2016 James M. Mays Superintendent of Planning and Construction Parks and Recreation Department City of Denton 601 East Hickory Street Denton, Texas 76201 Reference: Northwest Denton Park Loop Trail — Bidder Review Dear Jim: We have reviewed the information provided by North Rock Construction, LLC, the apparent low bidder on the above referenced project. They appear to have the appropriate construction experience and acceptable reference recommendations. We, therefore, recommend that the City enter into a contract with North Rock Construction, LLC for this project. Sincerely, DUNAWAY ASSOCIATES, L.P. a Texas limited partnership Larry P. O'Flinn, ASLA Principal Director of Planning + Landscape Architecture 550 Bailey Avcnuc, Suiic 400 Fort Worth, Texas 76107 Tel, 817 335 1 1 21 V Fox 81 7 335 7437 V dunawayossociotes com EXHIBIT 3 ORDINANCE NO. AN ORDINANCE ACCEPTING COMPETITIVE BIDS AND AWARDING A PUBLIC WORKS CONTRACT FOR THE CONSTRUCTION OF THE NORTHWEST DENTON PARK LOOP TRAIL PROJECT FOR THE CITY OF DENTON PARKS AND RECREATION DEPARTMENT; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (IFB 6131C -AWARDED TO NORTH ROCK CONSTRUCTION, LLC IN THE NOT -TO -EXCEED AMOUNT OF $1,723,855.91). WHEREAS, the City has solicited, received and tabulated competitive bids for the construction of public works or improvements in accordance with the procedures of STATE law and City ordinances; and WHEREAS, the City Manager or a designated employee has received and recommended that the herein described bids are the lowest responsible bids for the construction of the public works or improvements described in the bid invitation, bid proposals and plans and specifications therein; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. That the following competitive bids for the construction of public works or improvements, as described in the "Bid Invitations", "Bid Proposals" or plans and specifications on file in the Office of the City's Purchasing Agent filed according to the bid number assigned hereto, are hereby accepted and approved as being the lowest responsible bids: BID NUMBER CONTRACTOR AMOUNT 6131C North Rock Construction, LLC $1,723,855.91 SECTION 2. That the acceptance and approval of the above competitive bids shall not constitute a contract between the City and the person submitting the bid for construction of such public works or improvements herein accepted and approved, until such person shall comply with all requirements specified in the Notice to Bidders including the timely execution of a written contract and furnishing of performance and payment bonds, and insurance certificate after notification of the award of the bid. SECTION 3. That the City Manager is hereby authorized to execute all necessary written contracts for the performance of the construction of the public works or improvements in accordance with the bids accepted and approved herein, provided that such contracts are made in accordance with the Notice to Bidders and Bid Proposals, and documents relating thereto specifying the terms, conditions, plans and specifications, standards, quantities and specified sums contained therein. EXHIBIT 3 SECTION 4. 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 Bid 6131C to the City Manager of the City of Denton, Texas, or his designee. SECTION 5. That upon acceptance and approval of the above competitive bids and the execution of contracts for the public works and improvements as authorized herein, the City Council hereby authorizes the expenditure of funds in the manner and in the amount as specified in such approved bids and authorized contracts executed pursuant thereto. SECTION 6. That this ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: EXHIBIT 4 CONTRACT AGREEMENT #6131 BY AND BETWEEN CITY OF DENTON, TEXAS AND NORTH ROCK CONSTRUCTION, LLC. THIS CONTRACT is made and entered into this by and between North Rock Construction, LLC. whose address 525 South Loop 288, Suite 105, Denton, Texas 76205 hereinafter referred to as "Contractor," and the CITY OF DENTON, TEXAS, a Texas Municipal Corporation and Home -Rule City, hereinafter referred to as "City," to be effective upon approval of the Denton City Council and the subsequent execution of this Contract by the Denton City Manager or his duly authorized designee. WITHNESSETH: That for and in consideration of the payments, covenants and agreements contained herein, and under the conditions expressed in the bonds attached hereto, Contractor agrees with the Owner to commence and complete the performance of the work specified within the agreement, in the amount of $1,723,855.91.00, and for the mutual benefits to be obtained hereby, the parties agree as follows: 00019 We] 1&111 11141FA [am Contractor shall provide construction services in accordance with the City's IFB#6131, and the Contractor's proposal in response thereto, a copy of which is on file at the office of Purchasing Agent and incorporated herein for all purposes as "Exhibit A — Exhibit J". The Contract consists of this written agreement and the following items which are attached hereto and incorporated herein by reference: (a) Contractor Response to Solicitation - Pricing (Exhibit "A") (b) City of Denton Invitation for Bid Document #6131, Scope of Work and Services and Technical Requirements, Drawings, Graphs, Charts, Addendums, etc. (Exhibit "B"); (All Documents, Technical Specifications and Drawings are available at the Office of the Purchasing Manager and at httn://www.citvofdenton.com/departments-services/deDartments-L],- p/materials-management-purchasing-distribution-center-/bids-and- nrono.q,qlq/current-bidS-DrODosals (c) Contractor Payments and Performance Milestones (Exhibit "C"); (d) City of Denton Standard Terms and Conditions and Contractual Requirements (Exhibit "D"); (e) Special Terms and Conditions (Exhibit "E"); (f) Payment and Performance Bonds (Exhibit "F"); (g) Insurance Requirements and Documents from Contractor (Exhibit "G"); (h) Contractor's Business Information, References, State of Texas Child Support Form, Exceptions, and Safety Record (Exhibit "11"); (i) Conflict of Interest Form, and Certificate of Interested Parties Filing (Exhibit V1111) ; DBE Goal and Requirements (Exhibit "J") EXHIBIT 4 These documents make up the Contract 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 Contract documents, the inconsistency or conflict shall be resolved by giving precedence first to this written Contract, and then to the contract documents in the sequential order in which they are listed above. These documents shall be referred to collectively as "Contract Documents." IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. Imp[ By: AUTHORIZED SIGNATURE TYPED NAME: John F. Gann, Jr. TITLE: President &169114� mopw_ lu-.ILI)elme,q I ijzann('&,northrockconstruction.com E-MAIL ADDRESS JLS MAINQUffl ATTEST: /7 By:,, CITY OF DENTON, TEXAS A Texas Municipal Corporation LOIR 0 FAIV k pis A'j v •. W �Ka I Wjff , _Q L-1 Wd LVJ lf.101 Ll .jL EXHIBIT 4 r EXHIBIT 4 'Exhibit I 1FB 6131 - Northwest Denton Park Loop Trail Project - Pricing Sheet The respondent shall complete the following section, vdifch direct!), corresponds to the Soecificatiol-I& The contractor shall hot make changes to this format. 1 Respondent's Name: John F Gann 11 Respondent is a Corporation, Partnership, sole Proprietorship. Individual? 2 North Rock Construction Total calendar days after Notice to Proceed is issued by City for substantial completion, including 10% of days fro 3 inclement weather, 270 Construction of the Upgrades to the Northwest Denton Loop Trail Project, shall be completed within a maximum of 210 calendar days of the NTP, which includes 22% of time allowance for inclement weather. If this timeframe cannot be met or can be shortened, please insert the calendar days in which your firm proposes to complete the project in Item 3 above, including 22% of days for inclement weather. The remainder of the project shall follow the schedule provided in Specification Section 01310 Construction Schedutes: Total calendar days after Notice to Proceed is issued by City for project start: 4 10 Proposal Pricing: 5 Total Base Bid and Bid Add Option."'I amount to construct project per specifications: $1,723,855.91Y Pricing in typed words: I One million seven hundred twenty three thousand eight hundred fifty five dollars and ninty one cents DISTRICT I COUNTY I Csi I PROJNANIE DATE DALLAS I DENTON 0918-46-273 STP2014(1 05) 8/512016 Detailed Pricing: ITEM CODE DESCRIPTION UNIT QUANTITY BID PRICE TOTAL 1 0001 MOBILIZATION LS 1 $13.556,47 $13.556.47 2 0002 BONDS (LABOR & MATERIALS AND LS 1 $33,600,00 $33,600.00 PERFORMANCE & WARRANTY) - 3 0003 PROJECT SIGNS EA 2 $560.00 $1,120,00 ISubtotal - General $48,276,47 Traffic Control: 502 6001 BARRICADES, SIGNS AND TRAFFIC CONTROL Mo 7 $1,680.00 $11,760.00 1 Subtotal - Traffic Control $11.760,00 Trail Reports.: 100 6002 PREPARING ROW STA 151 $393.59 $59.581.65 104 6022 REMOVING CONC (CURB AND GUTTER) LF 50 $23.33 $1166.50 104 6036 REMOVING CONC (SIDEWALK OR RAMP) Sy 2,679 $17.33 $46,427.07 105 6008 REMOVING STAB BASE AND AS PH PAV (6") SY 43 $39iO4 $1,678,72 134 6011 BACKFILLING PAVEMENT EDGES CY 1,048 $10.38 $10,879,09 164 6003 BROADCAST SEED (PERM) (RURAL) (CLAY) SY 10.087 $1.56 $15,736,24 423 6005 RETAINING WALL (SPREAD FOOTING) SF 160 $110,94 $17,750,40 450 6042 RAIL (TY PR1) LF 188 $84.00 $15,792.00 529 6008 CONC CURB & GUTTER (TY It) LF 52 $63.60 53.307.20 531 6003 CONC SIDEWAU<S (43") SY 19.744 $41125 $952,648.00 531 6004 CURB RAMPS (TY 1) EA 1 $1,726.50 $1,726.50 531 6005 CURB RAMPS (TY 2) EA 4 $1.726.51 $6,906.04 531 6010 CURB RAMPS (TY 7) EA 11 $1,368,61 $15,05431 531 6013 CURB RAMPS (TY 10) EA 5 $1,726.51 $8,632.55 556 6012 PIPE UNDERDRAI�NS (TY 9)(4") LF 1.740 $3.57 $6.211,80 610 6002 RELOCATE RD IL ASM (SHOE -BASE) EA 1 $1,151.14 $1,151,14 752 6005 TREE REMOVAL (4" - 12' DIA} EA 16 $362.18 $5,794.88 752 6006 , TREE REMOVAL (12" - 18" DIA) EA 1 $763.73 $763.73 _lSubtotal - Trail Requirements $1,171,209.12 EXHIBIT 4 ITEM CODE DESCRIPTION UNIT QUANTITY BID PRICE TOTAL 810 ADD OPTION #1 (MUST BE BID BYALLBIDDERS) - TRAFFIC SIGNAL ITEM CODE DESCRIPTION UNIT SID PRICE TOTAL ADDITIONAL BOND COST (LABOR & MATERIALS -QUANTITY 2,1 00021 AND PERFORMANCE & WARRANTY) FOR TRAFFIC ISIGNAL LS 1 $9.951.20 $9.951.20 & RELATED WORK ISubtotal - General 1 $9,951,20 TraiL I 104 6036 REMOVING CONC (SIDEWALK OR RAMP) --L- SY 14 $109.94 $1,539.16 531 6003 CONC SIDEWALKS (6") SY 5 $257.52 $1,289,60 531 6010 CURB RAMPS (TY 7) EA 4 $1,726,51 $6,906.04 Subtotal - Trail $9.734.80 Signals: 416 6031 DRILL SHAFT (TRF SIG POLE) (30 IN) LF 12 $235.20 $2,822.40 416 6032 1 DRILL SHAFT (TRF SIG POLE) (36 IN) LF 42 $274,40 $11,524.80 610 6009 REMOVE,RD IL,ASMJTRANS-BASE) EA 1 $1,120.00 $1.120,00 618 6023 CONDT (PVC) (SCH 40 (2") LF 45 $10-08 $453,60 618 6029 CONDT I PVC) (SCH 40 (3") LF 110 $11.20 $1,232.00 616 6030 CONDT I PVC) (SCH 40 (3-) (BORE) 24.64 $8,870.40 618 60313 CONDT (PVC ),(SCH 40 (4") I LF 40 $13,44 $537,60 618 6070 CDND-r (RM) (2*) LF 20 $22.40 $448,00 620 6009 ELEC"CONDR fNOr6) BARE LF 1 525 $1.12 $588.00 620 6010 ELEC CONDR (NO,6) INSULATED LF 1 110 $1.12 $123.20 621 6005 TRAY CABLE (4 CONDR) (12 AWG) LF 595 $2.24 $1,332.80 624 6010 GROUND BOX TY D (162922)W/APRON EA 4 $896.00 $3,584.00 628 6144 ELC SRU TY D 1201240 060(NS)SS(E)PS(U) EA 1 $6,272.00 $6,272.00 680 6002 INSTALL HWY TRF SIG (ISOLATED) EA 1 $17,920,00 $17.920.00 682 6001 VEH SIG SEC (12")LED(GRN) I EA 8 $35180 $2,822.40 682 6002 VEH SIG SEC (1 2")LED(GRN ARW) EA 2 1 $352.80 $705.60 682 6003 VEH SIG SEC (12")LED(YEL) EA 8 $352,80 $2,822.40 602 6004 VEH SIG SEC (12`)LED(YEL ARW) EA 4 $352,80 $1„411.20 682 6005 VEH SIG SEC (12" LED(RED) EA 8 $352.80 $2,1322,40 682 6006 VEH SIG SEC (1 2")LED(RED ARW) EA 2 $352:80 $705.60 682 6018 PED SIG SEC, LED (COUNTDOWN EA 8 $784Z0 $6,272,00 682 6035 BACK PLATE (12-)[3,SEC )(VENTED? )ALUM EA 8 $134.40 $1,075.20 682 6036 BACK PLATE (12")(4 SEC)(VENTED)ALUM EA 2 $145;60 $291.20 684 6079 TRF SIG CBL (TY C 1 AWG2 CONDR ) LF 1,018 $1A2 $1,140.16 684 6033 TRF SIG CBL (TY A)(14 AWG (7 CONDR) LF 597 $1.12 $668,64 684 6042 TRF SIG CBL {TY' A)(14 AWG)(16 CONDR) LF 500 $3.36 $1,680,00 686 6027 INS TRF SIG PL AM(S)1 ARM(24')LUM EA 1 $6,6013L0 $6.608.00 686 6049 INS TRF SIG PL AM(S)1 ARM(48') EA 1 59.968.00 $9.968.00 686 6051 INS TRF SIG PL AM(S)1 ARM(48')LUM EA 2 $10JI�2,00 $21.504,00 687 6001 PED POLE ASSEMBLY EA 4 $2,240.00 $8,960,00 688 6001 PED DETECT PUSH BUTTON KAPS ) EA 8 $672,00 $5.376.00 688 6003 PED DETECTOR CONTROLLER UNIT EA 1 $4,082.40 $4,082,40 6025 6001 RADAR PRESENCE DETECTOR EA 4 $8,288.00 $33.15100 6025 6002 RADAR PRESENCE DETECTOR COMM CABLE LF 568 $3.36 $1,908,48 (155 6001 AR DETECTOR EA 2 $570.08 $1.140.16 6155 6002 RADAR COMM CABLE LF 293 $1,12 5328A6 1 Subtotal - Signals $172,272.80 Signing & Pavement Markings: 666 6048 REFL PAV IVIRK TY I (W)2jaSjLD 100MIL LF 536 $14.00 57.504.00 666 6182 REFL PAV MRK TY 11 (W) 24- SLD)' LF 536 $2.24 $1,200.64 666 6230 PAVEMENT SEALER 24" LF 536 $1.12 $600,32 677 6007 ELIM EXT PAV MIRK & MRKSJ24" LF 60 $2,24 $134.40 678 6008 SURF PREP FOR MRK (24") LF 536 $1.12 $600.32 'PAV Subtotal - Signing & Pavement Markings $10,039.68 TOTAL BID ADD OPTION #1 - TRAFFIC SIGNAL AMOUNT $ 201,998.48 GRAND TOTAL BASE BID AND BID ADD OPTION #1 AMOUNT (BASE BID + BID ADD OPTION 91) $1,723,055,91 (BASIS FOR LOW BID DETERMINATION) Payment Term Discounts Offered Payment Terms Discount bl¢ invoice Paid Within 15 Days 0.25%u ..... . FXHIRITI ITEM CODE DESCRIPTION UNIT QUANTITY BID PRICE TOTAL Drainage: 420 6051 CL C CONC (CULV} CY 14 $1,099,82 $14.847,57 Subtotal - Drainage $14,847.57 .Signing & Pavement Markings: 644 6001 IN SM RD SN SUP&AM-TY10BWG(1)SA(P) EA 8 $448.00 $3.584.00 644 6068 RELOCATE SM RD SN SUP&AM TY I OBWG EA 12 $140.00 $1,680.00 6071 RELOCATE SM RD SN SUP&AM TY TWT EA 4 S196.00 $784.00 _644 666 6048 REFL PAV MRK TY I (W)24"(SLD)( 1 OOMIL) LF 221 $14.00 $3,094.00 666 6182 REFL PAV MRK TY 11 (W 24" SLIT)_ LF 221 $2.24 $495.04 666 6205 REFL PAV MRK TY 11 (Y) 4- LF 3,929 $1.40 $5,500.25 666 6224 PAVEMENT SEALER 4" LF 3,929 $018 $1,100.05 666 6230 PAVEMENT SEALER 24" LF 221 $1.12 5247.52 677 6007 ELIM EXT PAV MRK & MRKS (24") LF 60 $2.24 $134.40 678 6001 PAV SURF PREP FOR MRK W), Lr 3,929 $0,28 $1,100.05 678 6008 PAV SURF PREP FOR MRK (24") LF 221 $1.12 $247.52 Subtotal - Signing and Pavement Markings $17,966.83 Pact, Bridge-.______� 416 6001 1 DRILL SHAFT (18 IN) LF 320 $94.33 $30,185.60 420 6014 CLC CONC(ABUT HPC ) CY 18 $1,938.55 $34,118A8 4000 XXY1X 70' PREFABRICATED STEEL TRUSS BRIDGE EA 2 $71,102.91 $142,205.82 Subtotal - Pedestrian Bridge 5206,509.90 Erosiow M 506 6040 BIODEG EROSN CONT LEGS ,(INSTL).(8"j LF 16,652 $2.84 $47,291.11 506 6043 BIODEG EROSN CONT LOGS (REMOVE) LF 16,652 $124 $3.996.43 Subtotal - Erosion $51,287.54 ITOTAL BASE BID AMOUNT $1,521,857.43 PAGE 3 PRICES MUST ALSO BE COMPLETED EXHIBIT 4 Ul Pq r•. mom EXHIBIT 4 Scope of Work The intent of this Contract is to obtain complete construction of the work identified with the technical specifications as detailed in the REP, and further identified within this contract. The work is described in detail in the Technical Specification contained in Exhibit 2, and the Drawings in Exhibit 3 of this Contract, and on file with the Purchasing Manager, as indicated below. City of Denton Request for Proposal, Negotiated Scope of Work and Services and Technical Requirements, Drawings, Graphs, Charts, Addendurns, etc. (All Documents, Technical Specifications and Drawings) were previously issued with the solicitation and agreed to within the contractors' written response, and are also available at the Office of the Purchasing Manager and at http://ivivw.ei!yofdenton.com/del)artments-services/departinents-g-p/materials- management-p-grebasing-distribution-ceijtei--/bids-and-I)r2Rosals/current-bids-proposais Special Notice and Additional Requirement(s)- 1. 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Y�uuJ Gu r.J..aus tlu,} eO.vaE. UI Fq G.avaanvb sl Ru�uea 91 RF r s 5 yyr �4 wp 4 Q O." Q K.y, .. p tf i- vrs4E.a �4 wp 4 Q O." Q I 1 4 E \\ a O G �9 0€wpG i saf i xa y+�Rf+'ri.41 u3x� W{,d°GaEs(Jxzfd�l�xftr!��iiSjna )1aC1'k+'�#4}5"KG°++KmlJ +i]kl+dr J Mal av�tl EWIfa5u Y6u3 5.....Fm.. 6�au�wS IaGa'1v*uB @ J i l� a3 a ri k i l :airtiv l„51b a+ � 4 n cx AA -, DW cP7 U EXHIBIT 4 Item 100 Preparing Right of Way 1. DESCRIPTION 100 Prepare the right of way and designated easements for construction operations by removing and disposing of all obstructions when removal of such obstructions is not specifically shown on the plans to be paid by other Items. nrcel��@ Protect designated features on the right of way and prune trees and shrubs as directed. Do not park equipment, service equipment, store materials, or disturb the root area under the branches of trees designated for preservation. Treat cuts on trees with an approved tree wound dressing within 20 min, of making a pruning cut or otherwise causing damage to the tree when shown on the plans. Follow all local and state regulations when burning. Pile and burn brush at approved locations as directed, Coordinate work with state and federal authorities when working in state or national forests or parks. Test, remove, and dispose of hazardous materials in accordance with Article 610,, "Hazardous Materials," Clear areas shown on the plans of all obstructions, except those landscape features that are to be preserved. Such obstructions include remains of houses and other structures, foundations, floor slabs, concrete, brick, lumber, plaster, septic tank drain fields, basements, abandoned utility pipes or conduits, equipment, fences, retaining walls, and other items as specified on the plans. Remove vegetation and other landscape features not designated for preservation, curb and gutter, driveways, paved parking areas, miscellaneous stone, sidewalks, drainage structures, manholes, inlets, abandoned railroad tracks, scrap iron, and debris, whether above or below ground. Removal of live utility facilities is not included in this Item. Remove culverts, storm sewers, manholes, and inlets in proper sequence to maintain traffic and drainage. Notify the Engineer in writing when items not shown on the plans and not reasonably detectable (buried with no obvious indication of presence) are encountered and required to be removed. These items will be handled in accordance with Article 4.5., "Differing Site Conditions," Remove obstructions not designated for preservation to 2 ft. below natural ground in areas receiving embankment. Remove obstructions to 2 ft. below the excavation level in areas to be excavated. Remove obstructions to 1 ft. below natural ground in all other areas. Cut trees and stumps off to ground level when allowed by the plans or directed. Plug the remaining ends of abandoned underground structures over 3 in. in diameter with concrete to form a tight closure. Backfill, compact, and restore areas where obstructions have been removed unless otherwise directed. Use approved material for backfilling. Dispose of wells in accordance with Item 103, "Disposal of Wells," Accept ownership, unless otherwise directed, and dispose of removed materials and debris at locations off the right of way in accordance with local, state, and federal requirements. 3. MEASUREMENT This Item will be measured by the acre; by the 100 -ft. station, regardless of the width of the right of way; or by each tree removed. 4. PAYMENT For "acre" and "station" measurement, the work performed in accordance with this Item and measured as provided under "Measurement" will be paid for at the unit price bid for "Preparing Right of Way." For 'each" 11 EXHIBIT 4 100 measurement, the work performed in accordance with this Item and measured as provided under "Measurement" 41t be paid for at the unit price bid for "Preparing Right of Way (Tree)`" of the diameter specified. This price is full compensation for pruning of designated trees and shrubs; removal and disposal of structures and obstructions; backfilling of holes; furnishing and placing concrete for plugs; and equipment, labor, tools, and incidentals. Total payment of this Item will not exceed 10% of the original contract amount until final acceptance. The remainder will be paid on the estimate after the final acceptance under Article 512., 'Final Acceptance." M. Item 104 Removing Concrete 1. DESCRIPTION 9 3. EXHIBIT 4 Break, remove, and salvage or dispose of existing hydraulic cement concrete. 104 -4- a mnspa%llian Remove existing hydraulic cement concrete from locations shown on the plans. Avoid damaging concrete that will remain in place, Saw -cut and remove the existing concrete to neat lines. Replace any concrete damaged by the Contractor at no expense to the Department. Accept ownership and property dispose of broken concrete in accordance with federal, state, and local regulations unless otherwise shown on the plans, MEASUREMENT Removing concrete pavement, floors, porches, patios, riprap, medians, foundations, sidewalks, driveways, and other appurtenances will be measured by the square yard (regardless of thickness) or by the cubic yard of calculated volume, in its original position. Removing curb, curb and gutter, and concrete traffic barrier will be measured by the foot in its original position. The removal of monolithic concrete curb or dowelled concrete curb will be included in the concrete pavement measurement. Removing retaining walls will be measured by the square yard along the front face from the top of the wall to the top of the footing. This is a plans quantity measurement Item. The quantity to be paid is the quantity shown in the proposal, unless modified by Article 9.2., "Plans Quantity Measurement," Additional measurements or calculations will be made if adjustments of quantities are required. 4., PAYMENT The work performed and materials furnished in accordance with this Item and measured as provided under '"Measurement" will be paid for at the unit price bid for "Removing Concrete" of the type specified. This price is full compensation for breaking the concrete,- loading, hauling, and salvaging or disposing of the material; and equipment, labor, tools, and incidentals. Removing retaining wall footings will not be paid for directly but will be considered subsidiary to this Item. 72 EXHIBIT 4 CL 4Um. *4 Kom 210 al Frctnspartafiara Compact embankment, subgrade, base, surface treatments, broken concrete pavement, or asphalt pavement using rollers. Break up asphalt mats, pit run material, or base materials. I Use any type of roller to meet the production rates and quality requirements of the Contract unless otherwise shown on the plans or directed. Use equipment that meets the requirements of Table 1 when specific types of equipment are required. The Engineer may allow the use of rollers that operate in one direction only when turning does not affect the quality of work or encroach on traffic. Table I Roller Reouirements' Roller Type Materials to be Load Contact Pressure Roller Speed Compacted I Embankment, (tons) _(Mph) 325 lb. per inch of Steel wheel subgrade, base, 10 wheel width 2-3 asphalt concrete Tamping Embankment, — 125--550 psi per 2— --- tam ping_foot Heavy Embankment, 2! 550 psi per 2-3 tare in suNrade tamping foot Type A < 6 Embankment, Type B > 6 Per equipment Vibratory subgrade, base, Type C as specification and as As approved asphalt concrete shown on the approved plans Embankment, Light subgrade, surface 2-6 pneumatic treatment 4.5-9,0 45 psi Asphalt Concrete 4-12 Embankment, 24 Medium subgrade, base, 12-25 80 psi, as directed pneumatic surface treatment Asphalt Concrete 4-12 Embankment, Heavy subgrade, base, pneumatic previously broken ;F-, 25 :515p psi 2-6 concrete pavement, other pavements Embankment, Grid breaking up existing 5-13 2-3 asphalt mats or base I 1. Unless otherwise specified in the Contract. 121 EXHIBIT 4 KIE 2.1. Static Steel Wheel Rollers, Furnish single, double, or triple steel wheel, self-propelled power rollers weighing at least 10 tons capable of operating in a forward and backward motion. Ensure all wheels are flat, The Contractor may use vibratory rollers in the static mode when static steel wheel rollers are required. For single steel wheel rollers, pneumatic rear wheels are allowed for embankment, subgrade, and base. Provide rear wheels for triple steel wheel rollers with a minimum diameter of 48 in,, a minimum width of 20 in., and a minimum compression of 3251b. per inch of wheel width. 2.2. Tamping Rollers, Furnish self-propelled rollers with at least one self-cleaning metal tamping drum capable of operating in a forward or backward motion with a minimum effective rolling width of 5 ft. Mount drums in a frame so that each drum moves independently of the other for rollers with more than one drum. Operate rollers in static or vibratory mode, 2.2.1. Tamping Roller (Minimum Requirement). Provide tamping feet that exert a static load of 125 to 550 psi and project at least 3 in. from the surface of the drum for all tamping rollers except for heavy tamping rollers. 222. Heavy Tamping Roller. Provide tamping rollers that have: ■ 2 metal tamping drums, rolls, or shells, each with a 60 -in. minimum diameter and a 54 minimum width, or 1 rear and 2 forward drums, each with a 60 -in. minimum diameter, Arrange drums so that the rear drum compacts the space between the 2 forward drums and the minimum overall rolling width is 10 ft. Equip drums with tamping feet that: • project at least 7 in. from the drum surface, • have an area of 7 to 21 sq. in., t are self-cleaning, ■ exert a static load of at least 550 psi, and ■ are spaced at 1 tamping foot per 0.65 to 0.70 square feet of drum area. 2.3, Vibratory Rollers. Furnish self-propelled rollers with at least one drum equipped to vibrate. Select and maintain amplitude and frequency settings per manufacturer's specifications to deliver maximum compaction without material displacement or shoving, as approved. Furnish the equipment manufacturer's specifications concerning settings and controls for amplitude and frequency. Operate rollers at speeds that will produce at least 10 blows per foot unless otherwise shown on the plans or approved, Pneumatic rear wheels are allowed for embankment, subgrade, and base. Equip each vibrating drum with°: • separate frequency and amplitude controls, ■ controls to manually start and stop vibration, and • a mechanism to continuously clean the face of the drum. For asphalt -stabilized base and asphalt concrete pavement, furnish a roller that also has the ability to: • automatically reverse the direction of the rotating eccentric weight, • stop vibration before the motion of the roller stops, and ■ thoroughly moisten the drum with water or approved asphalt release agent. 2.3.1, Drum (Type A). Furnish a roller with a static weight less than 6 tons and a vibratory drum. 232 Drum (Type B). Furnish a roller with a minimum static weight of 6 tons and a vibratory drum. 2,33, Drum (Type C). Furnish a roller as shown on the plans, 2.4. Pneumatic Tire Rollers. Pneumatic tire rollers consist of rubber tire wheels on axles mounted in a frame with either a loading platform or body suitable for ballast loading. Arrange the rear tires to cover the gaps between adjacent tires of the forward group. Furnish rollers capable of forward and backward motion. 122 EXHIBIT 4 MCI Compact asphalt pavements and surface treatments with a roller equipped with smooth -tread tires. Compact without damaging the surface. Moisten the wheels with water or an approved asphalt release agent when necessary, Select and maintain the operating load and tire air pressure within the range of the manufacturer's charts or tabulations to attain maximum compaction throughout the lift, as approved. Furnish the manufacturer's chart or tabulations showing the contact areas and contact pressures for the full range of tire inflation pressures and for the full range of loadings for the particular tires furnished. Maintain individual tire inflation pressures within 5 psi of each other. Provide uniform compression under all tires. 2.4.1. Light Pneumatic Tire. Furnish a unit: ■ with at least 9 pneumatic tires, • with an effective rolling width of approximately 5 ft., • capable of providing a total uniform load of 4.5 to 9 tons, and • with tires capable of maintaining a minimum ground contact pressure of 45 psi, 2.4.2. Medium Pneumatic Tire. Furnish a unite • with at least 7 pneumatic tires, ■ with an effective rolling width of approximately 7 ft., ■ capable of providing a total uniform load of 12 to 25 tons, and ■ with tires capable of maintaining a minimum ground contact pressure of 80 psi or 90 psi as directed. 2.4.1 Heavy Pneumatic Tire, Furnish a unit: • with at least 4 pneumatic -tired wheels mounted on axles carrying no more than 2 wheels, ■ with wheels arranged to carry approximately equal loads on uneven surfaces, • with a width between 8 and 10 ft. that can turn 1800 in the crown width, ■ capable of providing a total uniform load of at least 25 tons, ® with tires capable of maintaining a maximum ground contact pressure of 150 psi, and • with liquid -filled tires inflated to such a level that liquid will flow from the valve stem when the stem is in the uppermost position. 2.5. Grid Rollers. Furnish rollers that have 2 cylindrical cages with a minimum diameter of 66 in. and a minimum width of 32 in. Mount cages in a rigid frame with weight boxes. Use a cage surface of cast or welded steel fabric grid with bars 1-1/2 in. wide, spaced on 5 -in. centers in each direction, that undulate approximately 1 in. between the high and low points. Furnish rollers capable of providing a total load of 5 to 13 tons and capable of being operated in a forward or backward motion. 2.6. Alternate Equipment. The Contractor may use alternate compaction equipment that produces results equivalent to the specified equipment as approved. Discontinue the use of the alternate equipment and furnish the specified equipment if the desired results are not achieved. Perform this work in accordance with the applicable Items using equipment and roller speeds specified in Table 1. Use only rubber -tired equipment to push or pull compaction equipment on base courses. Use equipment that does not damage material being rolled. The work performed, materials furnished, equipment, labor, tools, and incidentals will not be measured or paid for directly but will be subsidiary to pertinent Items. 123 EXHIBIT 4 400 Aern 400 -xcavation and Backfill for Structures of ransporh9tion t DESCRIPTION Excavate for placement and construction of structures and backfill structures, Cut and restore pavement. MA-ViAMW Use materials that meet the requirements of the following Items. • Item 401, "Flowable Backfill" • Item 421, "Hydraulic Cement Concrete" • DMS -4600, "Hydraulic Cement" I'll ��� . Ir" 09W 31, Excavation. 3..1.1. General. Excavate to the lines and grades shown on the plans or as directed. Provide slopes, benching, sheeting, bracing, pumping, and bailing as necessary to maintain the stability and safety of excavations up to 5 ft. deep. Excavation protection for excavations deeper than 5 ft. are governed by Item 402, "Trench Excavation Protection," and Item 403, "Temporary Special Shoring." Use satisfactory excavated material as backfill or as embankment fill in accordance with Item 132, "Embankment." Dispose of material not incorporated into the final project off the right of way in accordance with federal, state, and local regulations. Keep any topsoil that has been removed separate, and replace it, as nearly as feasible, in its original position when excavating for installation of structures across private property or beyond the limits of the embankment. Restore the area to an acceptable condition. Excavate drilled shafts in accordance with Item 416, "Drilled Shaft Foundations." 31.1.1. Obstructions. Remove obstructions to the proposed construction, including trees and other vegetation, debris, and structures, over the width of the excavation to a depth of I ft. below the bottom of excavation. Remove as required to clear the new structure and plug in an approved manner if abandoned storm drains, sewers, or other drainage systems are encountered, Restore the bottom of the excavation to grade by backfilling after removing obstructions in accordance with this Item. Dispose of surplus materials in accordance with federal, state, and local regulations. 3,1.1.2, Excavation in Streets. Cut pavement and base to neat lines when structures are installed in streets, highways, or other paved areas. Restore pavement structure after completion of excavation and backfilling. Maintain and control traffic in accordance with the approved traffic control plan and the TMUTCD. 3,11.1.1 utilities. Comply with the requirements of Article 7.19., 'Responsibility for Damage Claims." Conduct work with minimum disturbance of existing utilities, and coordinate work in or near utilities with the utility owners. Inform utility owners before work begins, allowing them enough time to identify, locate, reroute, or make other adjustments to utility lines. Avoid cutting or damaging underground utility lines that are to remain in place. Promptly notify the utility company if damage occurs. Provide temporary flumes across the excavation while open if an active sanitary 404 EXHIBIT 4 •►► sewer line is damaged during excavation, and restore the lines when backfilling has progressed to the original bedding lines of the cut sewer. 3.1.1.4 De -Watering. Construct or place structures in the presence of water only if approved. Place precast members, pipe, and concrete only on a dry, firm surface. Remove water by bailing, pumping, well -point installation, deep wells, underdrains, or other approved method. Remove standing water in a manner that does not allow water movement through or alongside concrete being placed if structures are approved for placement in the presence of water. Pump or bail only from a suitable sump separated from the concrete work while placing structural concrete or for a period of at least 36 hr. thereafter, Pump or bail during placement of seal concrete only to the extent necessary to maintain a static head of water within the cofferdam. Pump or bail to de -water inside a sealed cofferdam only after the seal has aged at least 36 hr. Place a stabilizing material in the bottom of the excavation if the bottom of an excavation cannot be de - watered to the point the subgrade is free of mud or it is difficult to keep reinforcing steel clean. Use flexible base, cement -stabilized base or backfill, lean concrete, or other approved stabilizing material. Provide concrete with at least 275 1b. of cement per cubic yard, if lean concrete is used, and place to a minimum depth of 3 in. Stabilizing material placed for the convenience of the Contractor will be at the Contractor's expense. 312. Bridge Foundations and Retaining Walls. Do not disturb material below the bottom of footing grade, Do not backfill to compensate for excavation that has extended below grade. Fill the area with concrete at the time the footing is placed if excavation occurs below the proposed footing grade. Additional concrete placed will be at the Contractor's expense. Take core samples to determine the character of the supporting materials if requested. Provide an intact sample adequate to judge the character of the founding material. Take these cores when the excavation is close to completion. Cores should be approximately 5 ft. deeper than the proposed founding grade. Remove loose material if the founding stratum is rock or another hard material, and clean and cut it to a firm surface that is level, stepped, or serrated, as directed. Clean out soft seams, and fill with concrete at the time the footing is placed. Place the foundation once the Engineer has inspected the excavation and authorized changes have been made to provide a uniform bearing condition if the material at the footing grade of a retaining wall, bridge bent, or pier is a mixture of compressible and incompressible material. 3.1.3. Cofferdams. The term "cofferdam" designates any temporary or removable structure constructed to hold surrounding earth, water, or both out of the excavation whether the structure is formed of soil, timber, steel, concrete, or a combination of these. Use pumping wells or well points for de -watering cofferdams if required. Submit details and design calculations for sheet -pile or other types of cofferdams requiring structural members bearing the seal of a licensed professional engineer for review before constructing the cofferdam, The Department reserves the right to reject designs, Design structural systems to comply with the AASHTO Standard Specifications for Highway Bridges or AASHTO LRFD Bridge Design Specifications, Interior dimensions of cofferdams must provide enough clearance for the construction, inspection, and removal of required forms and, if necessary, enough room to allow pumping outside the forms. Extend sheet -pile cofferdams well below the bottom of the footings, and make concrete seals as well braced and watertight as practicable. Use Class E concrete for foundation seals unless otherwise specified. Place concrete foundation seals in accordance with Item 420, "Concrete Substructures." Seals placed for the convenience of the Contractor will be at the Contractor's expense. Make the excavation deep enough to allow for swelling of the material at the base of the excavation during pile -driving operations when the Engineer judges it to be impractical to de -water inside a cofferdam and a 405 EXHIBIT 4 400 concrete seal is to be placed around piling driven within the cofferdam. Remove swelling material to the bottom of the seal grade after driving the piling. Remove the foundation material to exact footing grades where it is possible to de -water inside the cofferdam without placing a seal after driving piling. Do not backfill a foundation to compensate for excavation that has been extended below grade; fill such areas below grade with concrete at the time the seals or footings are placed. Remove cofferdams after completing the substructure without disturbing or damaging the structure unless otherwise provided. 3.1.4. Culverts and Storm Drains. When the design requires special bedding conditions for culverts or storm drains, an excavation diagram w1H be shown on the plans. Do not exceed these limits of excavation. Construct pipe structures in an open cut with vertical sides extending to a point 1 ft. above the pipe unless otherwise shown on the plans. When site conditions or the plans do not prohibit sloping the cut, the excavation may be stepped or laid back to a stable slope beginning 1 ft. above the pipe. Maintain the stability of the excavation throughout the construction period. Construct the embankment for pipe to be installed in fill above natural ground to an elevation at least 1 ft. above the top of the pipe, and then excavate for the pipe. 3.1.4.1. Unstable Material. Remove the material to a depth of no more than 2 ft, below the grade of the structure when unstable soil is encountered at established footing grade, unless the Engineer authorizes additional depth. Replace soil removed with stable material in uniform layers no greater than 8 in. deep (loose measurement), Each layer must have enough moisture to be compacted by rolling or tamping as required to provide a stable foundation for the structure. Use special materials such as flexible base, cement -stabilized base, cement -stabilized backfill, or other approved material when it is not feasible to construct a stable foundation as outlined above. 31.42. Incompressible Material. Remove the incompressible material to 6 in. below the footing grade, backfill with an approved compressible material, and compact in accordance with Section 400.3.3., "Backfill," if rock, part rock, or other incompressible material is encountered at established footing grade while placing prefabricated elements. 3.2. Shaping and Bedding. Place at least 2 in. of fine granular material for precast box sections on the base of the excavation before placing the box sections, Use bedding as shown in Figure I for pipe installations. Use Class C bedding unless otherwise shown on the plans. The Engineer may require the use of a template to secure reasonably accurate shaping of the foundation material. Undercut the excavation at least 4 in. where cement -stabilized backfill is indicated on the plans and backfill with stabilized material to support the pipe or box at the required grade. 406 EXHIBIT 4 B c - Outside diameter or 0 d horizontal dimension 127" 3.1 D - Inside diameter of pipe 30" to 60" 4" d - Min. bedding material below pipe > 66" 6" Conc. CLASS A in. Min. Fineu a pill rT (2 �a ntl Ir Bc Min. Com 'cted RtEetlturlki cal Compacted CLASS B 33, Backfill. Shaped Subgrade �VZZZZZJ40=9KW: Shaped Subg, ad—/ I ' 0y ' 6 CLASS C Figure I Bedding Diagrams 400 3.3-1, General. Backfill the excavation after placement of the permanent structure as soon as practical. Use backfill free from stones large enough to interfere with compaction: large or frozen lumps that will not break down readily under compaction; and wood or other extraneous material. Obtain backfill material from excavation or from other sources. Place backfill in layers no greater than 10 in. deep (loose measurement) in areas not supporting a completed roadbed, retaining wall, or embankment. Place backfill in uniform layers no greater than 8 in. deep (loose measurement) in areas supporting a portion of a roadbed, retaining wall, or embankment, Compact each layer to meet the density requirements of the roadbed, retaining wall, embankment material, or as shown on the plans. 407 EXHIBIT 4 400 Bring each layer of backfill material to the moisture content needed to obtain the required density. Use mechanical tamps or rammers to compact the backfill. Rollers may be used to compact backfill if feasible. Cohesionless materials may be used for backfilling. Use cohesionless materials that conform to the requirements of Table 1. Table 1 Cohesionless Material Gradation Limits Sieve Size Y Percent Retained 0 #10 See Note' #200 90-100 No. 10 sieve requirements are 0 to 30% retained when used as aggregate for cement -stabilized backfill. Compact cohesionless materials using vibratory equipment, water -ponding, or a combination of both, 33.2, Bridge Foundations, Retaining Walls, Manholes/Inlets, and Box Culverts. Place backfill against the structure only after the concrete has reached the design strength required in Item 421, "Hydraulic Cement Concrete." Backfill retaining walls with material meeting the requirements of Item 423, "Retaining Walls." Backfill around bridge foundations, manholes/inlets and culverts using material with particles no more than 4 in. in greatest dimension and a gradation that permits thorough compaction. Use rock or gravel mixed with soil if the percentage of fines is enough to fill all voids and ensure a uniform and thoroughly compacted mass of proper density. Use mechanical tamps and rammers to avoid damage to the structure where backfill material is being placed too close to the structure to permit compaction with blading and rolling equipment. Avoid wedging action of backtill against structures. Step or serrate slopes bounding the excavation to prevent such action. Place backfill uniformly around bridge foundations. Place backfill equally and in uniform layers along both sides of manholes/inlets and culverts. The Engineer may require backfilling of structures excavated into hard, erosion -resistant material, and subject to erosive forces, with stone or lean concrete. Box culverts may be opened to traffic as soon as enough backfill and embankment has been placed over the top to protect culverts against damage from heavy construction equipment. Repair damage to culvert caused by construction traffic at no additional expense to the Department, 13.3, Pipe. Bring backfill material to the proper moisture condition after installing bedding and pipe as required and place it equally along both sides of the pipe in uniform layers no greater than 8 in. deep (loose measurement). Compact each lift mechanically. Thoroughly compact materials placed under the haunches of the pipe to prevent damage or displacement of the pipe. Place backfill in this manner to the top-ot-pipe elevation. Place and compact backfill above the top of the pipe in accordance with Section 400.3.3.1., "General." The Engineer may reject backfill material containing more than 20% by weight of material retained on a 3 in, sieve with large lumps not easily broken down or that cannot be spread in loose layers. Material excavated by a trenching machine will generally meet the requirements of this Section as long as large stones are not present. Place and compact additional material where pipe extends beyond the toe of slope of the embankment and the depth of cover provided by backfill to the original ground level is less than the minimum required by the specifications for the type of pipe involved until the minimum cover has been provided. 408 EXHIBIT 4 400 114. Cement -Stabilized Backfill, Backfill the excavation to the elevations shown with cement -stabilized backfill when shown on the plans. Use cement -stabilized backfill that contains aggregate conforming to the gradation limits shown in Table 1, water, and a minimum of 7% hydraulic cement based on the dry weight of the aggregate, in accordance with Tex -120-E. Place cement -stabilized backfill equally along the sides of structures to prevent strain on or displacement of the structure. Fill voids when placing cement -stabilized backfill. Use hand -operated tampers if necessary to fill voids. 3.3,5. Flowable Backfill. Backfill the excavation with flowable backfill to the elevations indicated when shown on the plans. Prevent the structure from being displaced during the placement of the flowable fill, and prevent flowable fill from entering manholes/inlets and culverts, and drainage structures. MEHAOMR24MM This is a plans quantity measurement Item. The quantity to be paid is the quantity shown in the proposal, unless modified by Article 9.2., "Plans Quantity Measurement." Additional measurements or calculations will be made if adjustments of quantities are required. 4.1. Structural Excavation, Unless shown on the plans as a pay item, structural excavation quantities shown are for information purposes only. When structural excavation is specified as a pay item, structural excavation for pipe headwalls, inlets, manholes, culvert or storm drain extensions less than 15 ft. long, bridge abutments, retaining walls, and side road and private entrance pipe culverts Will not be measured. No allowance will be made for variance from plans quantity incurred by an alternate bid. When specified as a pay item, structural excavation will be measured by the cubic yard as computed by the average end areas method. Excavation diagrams on the plans take precedence over the provisions of this Article, 411, Boundaries of Measurement. 4.1.1.1. Pipe. 41.11.1. Pipe up to 42 Inches. For pipe up to 42 in. nominal or equivalent diameter, no material outside of vertical planes 1 ft. beyond and parallel to the horizontal projection of the outside surfaces of the pipe will be included. 4.1,11.2. Pipe Larger than 42 Inches. For pipes larger than 42 in. nominal or equivalent diameter, no material outside of vertical planes located 2 ft. beyond and parallel to the horizontal projection of the outside surfaces of the pipe will be included. Quantities for excavation in fill above natural ground include 1 ft. above the top of the pipe regardless of the height of completed fill. Excavation for pipe will be measured between the extreme ends of the completed structure including end appurtenances as shown on the plans and from centerline to centerline of inlets, manholes, etc, 41.1.2. Structural Plate Structures. No material outside of vertical planes 3 ft, beyond and parallel to the horizontal projection of the outside surfaces of the structure will be included. When the quality of the existing soil or embankment is less than that of the proposed backfill material, the limits of measurement will be extended to vertical planes located 1/2 of the span beyond the horizontal projection of the outside surfaces of the structure. 4.1.1.3. Footings, Walls, Boxes, and Other Excavation. No material outside of verticat planes 1 ft. beyond and parallel to the edges of the footings or outside walls will be included whether or not a cofferdam or shoring is 10 EXHIBIT 4 400 used. When plans provide the option of cast -in-place or precast boxes, measurement will be based on the cast -in-place option. Where excavation in addition to that allowed for the footings is required for other portions of the structure, measurement for the additional excavation will be limited laterally by vertical planes 1 ft. beyond the face of the member and parallel to it, and vertically to a depth of 1 ft. below the bottom of the member. 4.1.1,4. Excavation near Roadways and Channels. At structure sites other than culverts and pipe excavations, the measurement of structural excavation will include only material below or outside the limits of the completed road or channel excavation. Roadway and channel excavation will be paid under Item 110, "Excavation," For culverts except side road and private entrance culverts, excavation within the limits of the structure and below or outside the limits of the completed roadway excavation will be measured as structural excavation. 4.1.2, Falsework. No measurement will be made for excavation necessary for placing forms or fmsework that exceeds the limits given in Section 400.4.1,1., "Boundaries of Measurement." 4.1.3. Swelling. Measurement will not include materials removed below footing grades to compensate for anticipated swelling due to pile -driving, nor will it include material required to be removed due to swelling beyond the specified limits during pile -driving operations, 4.1.4, Cave-ins. Measurement will not include additional volume caused by slips, slides, cave-ins, silting, or fill material resulting from the action of the elements or the Contractor's operation, 4.1.5. Undercut. Where rock or other incompressible or unstable material is undercut to provide a suitable foundation for pipe or box sections, such material below grade directed to be removed will be measured for payment, 4.1.6. Grade Change. Additional measurement will be made of the volume of excavation involved in the lowering or raising of the elevation of a footing, foundation, or structure unit, when such grade change is authorized. 4.2. Cement -Stabilized Backfill. Cement -stabilized backfill will be measured by the cubic yard as shown on the plans. 4.3. Cutting and Restoring Pavement. Cutting and restoring pavement will be measured by the square yard as shown on the plans. Excavation below pavement or base will be measured as structural excavation of the pertinent type. 5. PAYMENT 5.1. Structural Excavation. Unless specified as a pay item, structural excavation and backfill performed, and material furnished in accordance with this Item will not be paid for directly but are subsidiary to pertinent Items. When structural excavation is specified as a pay item, the excavation and backfill work performed, and materials furnished will be paid for at the unit price bid for "Structural Excavation," "Structural Excavation (Box)," "Structural Excavation (Pipe)," and "Structural Excavation (Bridge)."' This price includes concrete to compensate for excavation that has extended below grade for bridge foundations and retaining walls, and backfilling and compacting areas that were removed as part of structural excavation, Cofferdams or other measures necessary for supporting excavations less than 5 ft, deep will not be measured or paid for directly but will be subsidiary to the Contract. Foundation seal concrete for cofferdams, when required, will be paid for as provided in the pertinent Items. If no direct method of payment is provided in the Contract, the work will be measured and paid for in accordance with Article 9.7., "Payment for Extra Work and Force Account Method." Seal placed for the convenience of the Contractor will not be paid for. HE EXHIBIT 4 400 Unless otherwise provided, stone or lean concrete backfill around structures as provided for in Section 400.3,32, "Bridge Foundations, Retaining Walls, Manholes/Inlets, and Box Culverts," will be measured and paid for as extra work in accordance with Article 9.7., "Payment for Extra Work and Force Account Method," When structural excavation is specified as a pay item, a partial payment of 50% of the bid price will be made for structural excavation completed to the satisfaction of the Engineer but not backfilied. The remaining amount will be paid upon completion of backfilling, When the Contractor elects to excavate beyond plan requirements, no measurement will be made of the additional volume. 5.2. Removal and Replacement of Unsuitable or Incompressible Material. Removal and replacement of material will be paid for if directed. Removal and replacement of material or placement of special material made necessary by the softening of founding material due to the Contractor's sequence of work or operation, will be at the Contractor's expense. Special material used or additional excavation made for the Contractor's convenience will not be paid for. 5.2-1. Structural Excavation as a Pay Item, Where special materials are not required or specified, payment for the removal and replacement of unstable or incompressible material will be made at a price equal to 200% of the unit price bid per cubic yard for Structural Excavation. When the Contractor elects to remove and replace material deeper than directed, no measurement will be made on that portion below the directed elevation. This price is full compensation for removing the unstable or incompressible material; furnishing, hauling, placing, and compacting suitable replacement material; and equipment, labor, tools, and incidentals. When the plans specify or when directed, the use of special materials such as flexible base, cement - stabilized base, cement -stabilized backfill, or other special material, payment for excavation below footing grades will be made at the unit price bid for Structural Excavation. Payment for furnishing, hauling, placing, and compacting the flexible base, cement -stabilized base, cement -stabilized backfill, or other special materials will be made at the unit price bid for these items in the Contract, or, if the required material is not a bid item, in accordance with Article 9.7., "Payment for Extra Work and Force Account Method." 5,2.2. Structural Excavation Not a Pay Item. Where special materials for backfill are not required or specified, payment for the authorized removal and replacement of unstable or incompressible material will be measured and paid for at $15 per cubic yard of material removed. This price is full compensation for removing the unstable or incompressible material; furnishing, hauling, placing, and compacting suitable replacement material; and equipment, labor, tools, and incidentals. When the plans specify or when directed, the use of special materials such; as flexible base, cement - stabilized base, cement -stabilized backfill, or other special material, excavation below the footing grades will be paid for at $10 per cubic yard. Payment for furnishing, hauling, placing, and compacting the flexible base, cement -stabilized base, cement -stabilized backfill, or other special materials will be made at the unit price bid for these items, or, if the required material is not a bid item, in accordance with Article 9.7., "Payment for Extra Work and Force Account Method." 5.3. Lowering of a Structure Foundation, If the Engineer requires a structure foundation to be lowered to an elevation below the grade shown on the plans, overexcavation will be paid in accordance with Table 2. a[ Table 2 Payment for Required Overexcavation Variance of Revised Payment Terms Foot Variance of Revised Footing Footing Grade from "Structural Excavation" Grade from Plan Grade "Structural Excavation" Plan Grade is a Bid Item is not a Bid Item Up to and including 5 ft. Unit price equal to 1151® of unit "Structural $10 per cubic yard rice bid for Excavation" Over 5 ft, up to 10 ft, Unit price equal to 125% of unit $12 per cubic yard Over 10 ft. m price bid.for'Structural Excavation" In accordance with Article 9.7., "Payment Account Method." for Extra Work and Force a[ EXHIBIT 4 400 5.4. Cement -Stabilized Backfill. Cement -stabilized backfill will be paid for at the unit price bid for 'Cement - Stabilized Backfill," 5.5. Cutting and Restoring Pavement. Cutting and restoring pavement will be paid for at the unit price bid for "Cutting and Restoring Pavement" of the type specified, Work done to repair damage to base or pavement incurred outside the limits shown on the plans, or the limits authorized, will not be measured for payment. The unit prices bid are full compensation for excavation including removing obstructions and plugging drainage systems; bedding and backfilling including placing, sprinkling and compaction of material; soundings; cleaning and filling seams; constructing and removing cofferdams; de -watering, sheeting, or bracing excavations up to and including 5 ft. deep, pumps; drills; explosives; disposition of surplus material; cutting pavement and base to neat lines; and materials, hauling, equipment, labor, tools, and incidentals, Flowable backfill will be paid for as provided in Item 401, '"Plowable Backfill," Protection methods for open excavations deeper than 5 ft. will be measured and paid for as required under Item 402, "Trench Excavation Protection," or Item 403, "Temporary Special Shoring." 412 EXHIBIT 4 Item 401 401 Flowable BackfillAns l""PTns'" flan 1. DESCRIPTION Furnish and place flowable backfill for trench, hole, or other void. 2. MATERIALS Use materials from prequalified sources listed on the Department website. Use materials from non -listed sources only when tested and approved before use. Allow 30 calendar days for the Engineer to sample, test, and report results for non -listed sources. Do not combine approved material with unapproved material. 2.1. Cement. Furnish cement in accordance with DMS -4600, "Hydraulic Cement." 2.2. Fly Ash. Furnish fly ash in accordance with DINS -4610, "Fly Ash." 2.1 Chemical Admixtures. Furnish chemical admixtures in accordance with DMS -4640, "Chemical Admixtures for Concrete." Use specialty type admixtures to enhance the flowability, reduce shrinkage, and reduce segregation by maintaining solids in suspension when necessary. Use and proportion all admixtures in accordance with the manufacturer's recommendations. 2.4. Fine Aggregate. Provide fine aggregate that will stay in suspension in the mortar to the extent required for proper flow and that meets the gradation requirements of Table 1. Table I Sieve Size 3/4" Percent R 100 Test fine aggregate gradation in accordance with Tex -401 -A, Plasticity Index (PI) must not exceed 6 when tested in accordance with Tex -1:06-E. 2,5, Mixing Water. Use mixing water in accordance with item 421, "Hydraulic Cement Concrete." Submit a construction method and plan, including mix design, for approval. Provide a means of filling the entire void area, and be able to demonstrate this has been accomplished. Prevent the movement of any inserted structure from its designated location. Remove and replace or correct the problem if voids are found in the fill or any of the requirements are not met as shown on the plans without additional cost to the Department. Furnish a mix meeting the requirements of Table 2 unless otherwise shown on the plans. 413 9 11 EXHIBIT 4 401 Table 2 Flowable Fill Mix Design Requirements I Excavartable I Non-Excavatable Min diameter. in. Air Content, % 1. Average of 2 specimens, 2. Mixture must not segregate, 8 )0 to 125 100 to I 45 10 to 30 5 to 15 Test Method ASTM D4832 ASTM D6103 ASTM D6023 Mix the flowable fill using a central -mixed concrete plant, ready -mix concrete truck, pug mill, or other approved method. Furnish all labor, equipment, tools, containers, and molds required for sampling, making, transporting, curing, removal, and disposal of test specimens. Furnish test molds meeting the requirements of Tex -447-A. Transport, strip, and cure the test specimens as scheduled at the designated location. Cure test specimens in accordance with Tex -447-A. The Engineer will sample, make, and test all specimens. Dispose of used, broken specimens in an approved location and manner. The frequency of job -control testing will be at the direction of the Engineer. MEASUREMENT This Item will be measured by the cubic yard of material placed. Measurement will not include additional volume caused by slips, slides, or cave-ins resulting from the Contractor's operations, PAYMENT The work performed and materials furnished in accordance with this Item and measured as provided under "Measurement" will be paid for at the unit price bid for "Flowable Backfill." This price is full compensation for furnishing, hauling, and placing materials and for equipment, tools, labor, and incidentals. 414 EXHIBIT 4 Item 416 Drilled Shaft Foundations . ............ . . . 1. DESCRIPTION Construct foundations consisting of reinforced or non -reinforced concrete drilled shafts, 2. MATERIALS Use materials that meet the requirements of the following Items. • Item 421, "Hydraulic Cement Concrete" • Item 440, "Reinforcement for Concrete" • Item 448, 'Structural Field Welding" 416 --A . . ........ aepartrraarr of transpariah"ara Use concrete for drilled shafts that meets the requirements of Table 1 unless otherwise shown on the plans. Table 1 Drilled ShaftType I Concrete Non -reinforced I Class A and underwater concrete placement I Class SS Use coarse aggregate Grade 4, 5, or 6 for drilled shaft concrete in reinforced drilled shafts, Grade 2 or 3 may be used if the shaft is dry and reinforcing steel has a 5 in. minimum clear spacing, Use a water -reducing, retarding admixture in accordance with DMS -4640, "Chemical Admixtures for Concrete," in all concrete when using casing that will be pulled or when placing shafts underwater or under slurry. Use concrete with slump that meets the requirements of Table 2 as determined by Tex -415-A. Table 2 Slump Requirements Placement Minimum Acceptable Recommended Design Maximum Acceptable Type Placement Slump, and Placement Slump, Placement Slump, in, in. in, Dry 5-1/2 6-1/2 7-112 Underwater under slur Perform a slump loss test in accordance with Tex -430-A before beginning work when casing is to be pulled or concrete is to be placed underwater or under slurry. Provide concrete that will maintain a slump of at least 4 in. throughout the entire anticipated time of concrete placement. Time of concrete placement is described in Section 416,3,6., "Concrete," and Section 416.3.7., "Additional Requirements for Slurry Displacement or Underwater Concrete Placement Methods," Note the temperature of the concrete mix at the beginning of the slump loss test. Place.the concrete if its temperature at the time of placement into the drilled shaft is no more than 1 O*F higher than the slump loss test temperature. Use ice or other concrete cooling ingredients to lower concrete temperature, or run additional slump loss tests at the higher temperatures. Slump loss testing will be waived if anticipated time of concrete placement is less than 90 minutes. Use mineral drilling slurry that meets the requirements of Table 3, as determined by Tex -1 30-E. Determine pH of slurry by Tex -9 28-E or pH paper strips. 439 EXHIBIT 4 416 Table 3 Mineral Slurry Requirements i3efore Introduction Sampled from the Bottom of the into the Excavation Excavation before Goncreting Specific Sand Viscosity Sand Gravity Content '"ClfiC (sec.) Content rav –!!!`!­ 9 �-- 1.10 1% 8-11 s 115 45 c 4% Use mineral slurry consisting of processed bentonite or attapulgile clays mixed with clean fresh water. Do not use partially hydrolyzed polyacrylamide (PHPA) polymeric slurry or any blended mineral -polymer slurry. If approved, water may be used as the drilling fluid. In this case, all of the provisions of Table 3 must be met except that the maximum specific gravity is not to exceed 1.12. Sample slurry from the bottom of the hole, before placing concrete, and test it in accordance with Tex -130-E. Use a pump or air lift to remove slurry that does not meet the requirements of Table 3 while adding fresh clean slurry to the top of the hole to maintain the slurry level. Continue this operation until the slurry sampled from the bottom of the hole meets the requirements. DUORMUMN IMM Submit Drilled Shaft installation plan for review no later than one month before drilled shaft construction. Include the following in the plan: • Name and experience record of the drilled shaft superintendent who will be in charge of drilled shaft opertations for this project. • List of proposed equipment to be used, including cranes, drills, augers, bailing buckets, final cleaning equipment, desanding equipment, slurry pumps, core sampling equipment, tremies or concrete pumps, casing, etc. • Details of overall construction operation sequence and the sequence of shaft construction in bents or groups. • Details of shaft excavation methods. • When the use of slurry is anticipated, details of the slurry mix design and its suitability for the subsurface conditions at the construction site, mixing and storage methods, maintenance methods and disposal procedures. • Details of methods to clean the shaft excavation. it Details of reinforcement placement, including support and centralization methods. • Details of concrete placement, including proposed operational procedures for free fall, tremie or pumping methods. n Details of casing installation and removal methods. The installation plan will be reviewed for conformance with the plans, specifications and special provisions, The Contractor will be notified within 14 days of receipt of the installation plan of any additional information required and/or changes necessary to meet the contract requirements. All procedural approvals given will be subject to trial in the field and will not relieve the Contractor of the responsibility to satisfactorily complete the work as detailed in the plans and specifications. Place the shaft to within the following tolerances: • Vertical plumbness-1 in. per 10 feet of depth. • Center of shaft located under column -1 in. of horizontal plan position. • Center of shaft located under footing -3 in, of horizontal plan position. Complete the embankment at bridge ends before installing drilled shafts that pass through the fill, Refer to Item 423, "Retaining Walls," for provisions for drilled shafts passing through the structural volume of retaining walls. EM EXHIBIT 4 416 31. Excavation. The plans indicate the expected depths and elevations for encountering satisfactory bearing material. Excavate as required for the shafts through all materials encountered to the dimensions and elevations shown on the plans or required by the site conditions. Removal of man-made obstructions not shown on the plans will be paid for in accordance with Article 9.7., "Payment for Extra Work and Force Account Method." Adjust the bottom of the shaft or alter the foundation if satisfactory founding material is not encountered at plan elevation, as approved to satisfactorily comply with design requirements. Blasting is not allowed for excavations. Stop drilling if caving conditions are encountered, and adopt a construction method that stabilizes the shaft walls. Do not excavate a shaft within 2 shaft diameters (clear) of an open shaft excavation, or one in which concrete has been placed in the preceding 24 hr. Dispose of material excavated from shafts and not incorporated into the finished project in accordance with the plans and with federal, state, and local laws. Provide suitable access, lighting, and equipment for proper inspection of the completed excavation and checking the dimensions and alignment of shafts excavation. 12. Core Holes. Take cores to determine the character of the supporting materials if directed, Use a method that will result in recovery of an intact sample adequate for judging the character of the founding material. Such cores should be at least 5 ft. deeper than the proposed founding grade or a depth equal to the diameter of the shaft, whichever is greater. Take these cores when the excavation is complete. 33. Casing. Use casing when necessary to prevent caving of the material, to exclude ground water, when slurry is used for hole stabilization, or when required as part of the Contractor's Safety Plan, Provide casing with an outside diameter not less than the specified diameter of the shaft. The portion of shaft below the casing may be as much as 2 in. smaller than the specified shaft diameter. No extra compensation will be made for concrete required to fill an oversized casing or oversized excavation. Use casing strong enough to withstand handling stresses and pressures of concrete and of the surrounding earth or water, and that is watertight, smooth, clean, and free of accumulations of hardened concrete. Use construction methods that result in a minimal amount of disturbed soil being trapped outside the casing. This does not apply to temporary undersized casings used to protect workers inside shafts or to drilled shafts designed for point bearing only. Leave casing in place only if authorized or shown on the plans. Extract casing only after placing the concrete to an appropriate level. Maintain sufficient concrete in the casing at all times to counteract soil and water pressure. Rotate or move the casing up or down a few inches if necessary before and during concrete placement to facilitate extraction of the casing. 3.4. Requirements for Slurry Displacement Method. When soil conditions warrant, use the slurry displacement method to construct drilled shafts unless otherwise shown on the plans. Use this method to support the sides of the excavation with processed mineral slurry that is then displaced by concrete to form a continuous concrete shaft. Install surface casing to a minimum of 10 ft. below existing ground before introducing slurry. Do not use casing other than surface casing. Do not use surface casing longer than 20 ft. without approval. Do not extract the surface casing until after placing the concrete. Pre -mix slurry in a reservoir with enough capacity to fill the excavation and for recovery of the slurry during concrete placement. Do not mix slurry in the shaft excavation or other hole. Allow adequate time for hydration of the slurry before introduction into the excavation. Maintain a head of slurry in the shaft excavation at or near ground level or higher, as necessary, to counteract ground water pressure during and after drilling. 441 EXHIBIT 4 416 Use an air lift or proper size cleanout bucket, just before placing reinforcing steel, to remove any material that may have fallen from the sides of the excavation or accumulated on the bottom after the completion of drilling. Use a cleanout bucket if material is too large to be picked up with an air lift. Re -process the hole with the auger as directed if concrete placement is not started within 4 hr. of the completion of the shaft excavation. Then clean the bottom with an air lift or cleanout bucket, and check the slurry at the bottom of the hole for compliance with the slurry requirements of Article 4162, "Materials." Agitate the congealed slurry to liquefaction if the slurry forms a gel before concrete placement, and whenever directed. Recover and dispose of all slurry as approved, and in accordance with all federal, state, and local laws. Do not discharge slurry into or in close proximity to streams or other bodies of water, 3.5. Reinforcing Steel. Completely assemble the cage of reinforcing steel, and place it as a unit immediately before concrete placement. The cage consists of longitudinal bars and lateral reinforcement (spiral reinforcement, lateral ties, or horizontal bands). Connect individual segments with couplers or by lapping steel as approved if overhead obstacles prevent placement of the cage as a single unit. Extend the reinforcing steel cage as follows if the shaft is lengthened beyond plan length unless directed otherwise. ■ Extend the cage to the bottom for shafts supporting structures other than bridges. ■ Extend the cage to 25 ft. or to the bottom, whichever is shorter, for bridge shafts with plan lengths less than 25 ft. ■ Do not extend the cage for bridge shafts with plan lengths at least 25 ft. that are lengthened less than 33% of plan length. ■ Extend the cage as directed for bridge shafts with plan lengths at least 25 ft. that are lengthened more than 33% of plan length. If the cage does not reach the bottom of the shaft, it may be suspended, or a portion of the longitudinal steel may be extended to support the cage on the bottom of the shaft. Bars used to extend or support the cage may be lap spliced or welded by a qualified welder. Place the extension at the bottom of the shaft. Tie spiral reinforcement to the longitudinal bars at a spacing no more than 24 in., or as required for a stable cage. Ensure lateral reinforcement is not welded to longitudinal bars unless otherwise shown on the plans. Center the reinforcing steel cage in the excavation using approved "roller"type centering devices unless otherwise approved. Use concrete or plastic chairs to keep the reinforcing cage off of the bottom of the hole. Use centering devices starting at 1.5 ft, off from the bottom of the cage and spaced vertically at intervals not exceeding 10 ft. Use a minimum of 3 centering devices per level at a spacing not to exceed 30 in. Flat or crescent-shaped centralizers ("sleds") are not allowed. Support or hold down the cage to control vertical displacement during concrete placement or extraction of the casing, Use support that is concentric with the cage to prevent racking and distortion of the steel. Check the elevation of the top of the steel cage before and after concrete placement or after casing extraction when casing is used, Downward movement of the steel up to 6 in. per 20 feet of shaft length and upward movement of the steel up to 6 in. total are acceptable. Maintain the minimum length of steel required for lap with column steel, Use dowel bars if the proper lap length is provided both into the shaft and into the column. Locate and tie all dowel bars into the cage before placing concrete or insert dowel bars into fresh, workable concrete. Locate and tie anchor bolts when required before placement of concrete. Use templates or other devices to assure accurate placement of anchor bolts. 442 EXHIBIT 4 416 16. Concrete. Perform all work in accordance with Item 420, "Concrete Substructures." Provide concrete with maximum placement temperatures as specified in Table 4. Provide thermal analysis to show and temperature recording devices to verify maximum core temperature requirements are met as specified in Section 420.4.7,14., "Mass Placements," as directed. Table 4 Shaft Mix Design Mix Design Size Options 1-5 _Jqp!ipns 6—E Diameter < 5 ft. 95'F 95°F Diameter < 7 fi. 95°F B5°F 7 N. < Diameter 85'F 75°F Form portions of drilled shaft that project above natural ground. Remove loose material and accumulated seep water from the bottom of the excavation before placing concrete. Place concrete using underwater placement methods if water cannot be removed. Place concrete as soon as possible after all excavation is complete and reinforcing steel is placed. Provide workable concrete that does not require vibrating or rodding. Vibrate formed portions of drilled shafts. Place concrete continuously for the entire length of the shaft. Limit free fall of concrete to 25 ft. for dry shafts of 24 in. or smaller diameter. Use a suitable tube or tremie to prevent segregation of materials. Use a tube or tremie in sections to provide proper discharge and permit raising as the placement progresses. For dry shafts over 24 in. diameter, concrete can be allowed to free fall an unlimited distance if it does not strike the reinforcing cage or sides of the hole during placement. Provide a hopper with a minimum 341ong drop -tube at the top of the shaft to direct concrete vertically down the center of the shaft when free fall is used. Do not use a shovel or other means to simply deflect the concrete discharge from the truck. Maintain a sufficient head of concrete for cased shafts at all times above the bottom of the casing to overcome hydrostatic pressure. Extract casing at a slow, uniform rate with the pull in line with the axis of the shaft. Monitor the concrete level in the casing during extraction. Stop the extraction and add concrete to the casing as required to ensure a completely full hole upon casing removal. The elapsed time from the mixing of the first concrete placed into the cased portion of the shaft until the completion of extraction of the casing must not exceed the time for which the concrete maintains a slump of over 4 in. in accordance with Article 416.2., "Materials." Modify the concrete mix, the construction procedures, or both for subsequent shafts if the elapsed time is exceeded. Cure the top surface and treat any construction joint area in accordance with Item 420, "Concrete Substructures," 3.7, Additional Requirements for Slurry Displacement or Underwater Concrete Placement Methods. Place concrete on the same day the shaft is excavated and as soon as possible after all excavation is complete and reinforcing steel is placed. Use an air lift or cleanout bucket of the proper size to clean the bottom of the excavation before placing the reinforcing steel cage and concrete, Place concrete through a closed tremie or pump it to the bottom of the excavation. The minimum tremie diameter will be at least 6 times the maximum size of aggregate used in the concrete mix but not less than 10 in. Initially seal the tremie or pump line to positively separate the concrete from the slurry or water. Place concrete continuously from the beginning of placement until the shaft is completed. Keep the tremie full of concrete and well submerged in the previously placed concrete at all times if using a tremie. Raise the tremie as necessary to maintain the free flow of concrete and the stability of any casing used. Keep the discharge tube submerged in the previously placed concrete at all times if using a pump. Place additional concrete to ensure the removal of any contaminated concrete at the top of the shaft. Allow the top portion of concrete to flush completely from the hole at the completion of the pour until there is no evidence of slurry or water contamination. Do not attempt to remove this concrete with shovels, pumps, or other means. Level the top of shaft with hand tools as necessary. Use a sump or other approved method to channel displaced fluid and concrete away from the shaft excavation. Recover slurry and dispose of it as approved. Do not discharge displaced fluids into or near 443 EXHIBIT 4 416 streams or other bodies of water. Provide a collar or other means of capturing slurry and the top portion of concrete flushed from the shaft for pours over water. Remove the tube, reseal it at the bottom, penetrate with the tube into the concrete already placed by at least 5 ft., and recharge it before continuing if concrete placement is interrupted due to withdrawal of the submerged end of the tremie or pump discharge tube before completion. If this condition exists, notify the Engineer and note the elevation and circumstances related to the loss of seal on the drilled shaft log. The elapsed time from the mixing of the first concrete placed until the completion of concrete placement, including extraction of the casing, must not exceed the time for which the concrete maintains a slump of over 4 in. in accordance with Article 416.2., "Materials." Modify the concrete mix, the construction procedures, or both for subsequent shafts if the elapsed time is exceeded. Test Load. Load test shafts, if required, in accordance with Item 405, "Foundation Load Test." 3,9 Trial Shaft. When required on the plans, construct trial shafts to the depth and diameter specified on the plans. Trial shafts include: drilling the hole, placement of the rebar cage (unless otherwise stated), and placement of the concrete. When trial shafts are required, delay start of production shafts until successful completion of trial shafts. 4. MEASUREMENT 4.1. Drilled Shaft. Drilled shaft foundations will be measured by the foot to the bottom of the shaft. 41,11, Interior Bents and Piers. Shafts will be measured from a point approximately 6 in. below the finished earthwork elevation at the center of each shaft, unless specific elevations or dimensions are indicated on the plans or unless otherwise directed to meet unusual conditions. The bent height shown on the plans is for estimating purposes only and does not control the top -of -shaft measurement. 4.12 Abutment Bents and Retaining Walls. Shafts will be measured from the bottom of footing or cap elevation. 413. Other Non -Bridge Structures, Shafts, including trial shafts, will be measured from the top of the shaft. 4.2. Core Hole. Core holes will be measured by each core hole drilled, 2-1VILIV111 The unit prices bid for the various classifications of drilled shafts will be full compensation for excavation; furnishing, placing, and removing casing, furnishing, processing, and recovering slurry; furnishing, and placing reinforcing steel; pumping; furnishing and piacing concrete, including additional concrete required to fill an oversize casing or oversize excavation; conducting slump loss tests; backfilling; disposing of cuttings and slurry; and materials, tools, equipment, labor, and incidentals. When the bottom of a drilled shaft is placed at an elevation below plan grade, no direct payment will be made for extra reinforcement placed to support the cage. The extra reinforcement will be considered subsidiary to the price bid per foot of shaft. No extra payment will be made for casings left in place. No payment will be made for "Drilled Shaft" until the concrete has been placed, 5.1. Drilled Shaft. The work performed and materials furnished in accordance with this Item and measured as provided under "Measurement' will be paid for at the unit price bid for "Drilled Shaft," "Drilled Shaft (Non -reinforced)," "'Drilled Shaft (Sign Mounts)," "Drilled Shaft (High Mast Pole)," "Drilled Shaft (Roadway Illumination Pole)," or "Drilled Shaft (Traffic Signal Pole)" of the specified diameter, subject to the limitations for overruns authorized by the Engineer given in Section 416.5.1.1., "Overrun." 444 EXHIBIT 4 W 5A.1. Overrun. Payment for individual completed shaft lengths up to and including 5 ft. in excess of the maximum plan length shaft, as defined in Section 416.5.1.2., "Maximum Plan Length Shaft," will be made at the unit price bid per foot of the specified diameter. Payment for the portion of individual completed shaft length in excess of 5 ft. and up to and including 15 ft. more than the maximum plan length shaft, as defined in this Item, will be made at a unit price equal to 115% of the unit price bid per foot of the specified diameter. Payment for the portion of individual completed shaft length in excess of 15 ft. more than the maximum plan length shaft, as defined in Section 416.5.1.2, "Maximum Plan Length Shaft," will be made at a unit price equal to 125% of the unit price bid per foot of the specified diameter. 5.12. Maximum Plan Length Shaft. Payment described above is subject to the following provisions for extra depth drilling: ■ For bridge structures, the maximum plan length shaft is the maximum length shaft, regardless of diameter, for any drilled shaft on that specific bridge. ■ For retaining walls, the maximum plan length shaft is the maximum length shaft, regardless of diameter, for any drilled shaft on that specific retaining wall. ■ For overhead sign structures, the maximum plan length shaft is the maximum length shaft, regardless of diameter, for any overhead sign structures included in the Contract. ■ For high mast illumination poles, the maximum plan length shaft is the maximum length shaft, regardless of diameter, for any high mast illumination pole included in the Contract. ■ For roadway illumination poles, the maximum plan length shaft is the maximum length shaft, regardless of diameter, for any roadway illumination pole included in the Contract. ■ For traffic signal poles, the maximum plan length shaft is the maximum length shaft, regardless of diameter, for any traffic signal pole included in the Contract. 5,24 Core Hole. Core holes will be paid at $200 each. 445 EXHIBIT 4 420 Item 420 Concrete Substructures of rrl�nspesrtetan 1. DESCRIPTION Construct concrete :substructures including footings, columns, caps, abutments, piers, culverts, other bridge substructure elements, and other concrete structures as indicated. 2. MATERIALS 2.1. Concrete. Provide concrete in accordance with Item 421, "Hydraulic Cement Concrete," Provide the class of concrete for each type of structure or unit as shown on the plans or in pertinent governing specifications, 2.2. Grout or Mortar. Provide grout for dowelling anchors or precast connections in accordance with DMS -4675, Tementitious Grouts and Mortars for Miscellaneous Applications," 2.3. Latex Curing Materials. Provide an acrylic -polymer latex admixture (acrylic resin emulsion per DMS -4640, "Chemical Admixtures for Concrete") suitable for producing polymer -modified concrete or mortar. Do not allow latex to freeze. 2.4. Reinforcing Steel. Provide reinforcing steel in accordance with Item 440, "Reinforcement for Concrete." 2.5. Expansion Joint Material. Provide materials in accordance with DMS -6316, "Joint Sealants and Fillers." ■ Provide preformed fiber expansion Joint material that conforms to the dimensions shown on the plans. ■ Provide preformed bituminous fiber material unless otherwise specified, ■ Provide asphalt board that conforms to dimensions shown on the plans. ■ Provide re -bonded neoprene filler that conforms to the dimensions shown on the plans. 2.6, Waterstop. Provide rubber or polyvinyl chloride (PVC) waterstops in accordance with DMS -6160, "Water Stops, Nylon Reinforced Neoprene Sheet, and Elastomeric Pads," unless otherwise shown on the plans. 21, Curing Materials. Provide membrane curing compounds in accordance with DMS -4650, "Hydraulic Cement Concrete Curing Materials and Evaporation Retardants," Provide cotton mats that consist of a filling material of cotton "bat" or "bats" (at least 12 oz. per square yard) completely covered with unsized cloth (at least 6 oz. per square yard) stitched longitudinally with continuous parallel rows of stitching spaced at less than 4 in., or tuft both longitudinally and transversely at intervals less than 3 in, Provide cotton mats that are free from tears and in good general condition. Provide a flap at least 6 in. wide consisting of 2 thicknesses of the covering and extending along 1 side of the mat. Provide polyethylene sheeting that is at least 4 mils thick and free from visible defects. Provide only clear or opaque white sheeting when the ambient temperature during curing exceeds 90T or when applicable to control temperature during mass pours. Provide burlap -polyethylene mats made from burlap impregnated on 1 side with a film of opaque white pigmented polyethylene, free from visible defects. Provide laminated mats that have at least 1 layer of an impervious material such as polyethylene, vinyl plastic, or other acceptable material (either as a solid sheet or impregnated into another fabric) and are free of visible defects. Provide burlap material which complies with AASHTO M 182, Class 3 (10 oz. per square yard) with the following additions: 446 EXHIBIT 4 420 • Manila hemp may also be used to make burlap, • Do not use burlap fabricated from bags. • Do not use burlap containing any water soluble ingredient which will retard the setting time of concrete. Provide used burlap complying with the requirements stated above and that has only been used previously for curing concrete. "Like new" cleanliness is not expected, but contamination with any substance foreign to the concrete curing process, such as grease or oil, will be cause for rejection. 2,8. Epoxy. Provide epoxy materials in accordance with DMS -6100, "Epoxies and Adhesives," unless otherwise specified, 0 'n I 3.1. Transporting and Placing Equipment. Use appropriate transporting and placing equipment such as buckets, chutes, buggies, belt conveyors, pumps, or other equipment as necessary. Ensure concrete is not transported or conveyed through equipment made of aluminum. Use tremies to control the fall of concrete or for underwater placement, Use tremies that are watertight and of large enough diameter to allow the placement of the concrete but less than 14 in. in diameter. Construct the tremie so the bottom can be sealed and opened once the tremie has been fully charged with concrete for underwater placements. Use pumps with lines at least 5 in. inside diameter (LD.) where Grade 2 or smaller coarse aggregate is used, and at least 8 in, I.D. for Grade 1 coarse aggregate, 3,2. Vibrators. Use immersion -type vibrators for consolidation of concrete, Provide at least 1 standby vibrator for emergency use. Furnish vibrator head covered by a rubberized or elastomeric cover when used near epoxy coated reinforcing steel, 3.3. Temperature Recording Equipment. Use strip chart temperature recording devices, recording maturity meters in accordance with Tex -426-A, or other approved devices that are accurate to within t27 within the range of 32°F to 212oF for mass concrete operations, cold weather placements, and as otherwise specified, 3.4. Artificial Heating Equipment. Use artificial heating equipment as necessary for maintaining the concrete temperatures as specified in Section 420.4.7,111,, "Placing Concrete in Cold Weather." 3.5. Spraying Equipment. Use mechanically powered pressure sprayers, either air or airless, with appropriate atomizing nozzles for the application of membrane curing. Use hand -pressurized spray equipment with 2 or 3 fan -spray nozzles if approved. Ensure the spray from each nozzle overlaps the spray from adjacent nozzles by approximately 50%. 3.6. Concrete Testing Equipment. Provide testing equipment for use by the Engineer in accordance with Section 421.3.3., "Testing Equipment." IDIOM "MR114111 Obtain approval for proposed construction methods before starting work. Approval of construction methods and equipment does not relieve the Contractor's responsibility for safety or correctness of methods, adequacy of equipment, or completion of work in full accordance with the Contract. Unless otherwise shown on the plans, it is the Contractor's option to perform testing on structural concrete (structural classes of concrete are identified in Table 8 of Section 421.4.1., "Classification of Concrete Mix Designs,") to determine the in-situ strength to address the schedule restrictions in Section 420.4.1., "Schedule Restrictions." The Engineer may require the Contractor to perform this testing for concrete placed in cold weather. Make enough test specimens for Contractor -performed testing to ensure strength 447 EXHIBIT 4 K11 requirements are met for the operations listed in Section 420,41., "Schedule Restrictions.", Make at least 1 set of test specimens for each element cast each day. Cure these specimens under the same conditions as the portion of the structure involved for all stages of construction. Ensure safe handling, curing, and storage of all test specimens. Provide testing personnel, and sample and test the hardened concrete in accordance with Section 421,4,8,, "Sampling and Testing of Concrete." The maturity method, Tex -426-A, may be used for in-situ strength determination for schedule restrictions if approved. Coring will not be allowed for in-situ strength determination for schedule restrictions. Provide the Engineer the opportunity to witness all testing operations. Report all test results to the Engineer. If the Contractor does not wish to perform schedule restriction testing, the Engineer's 7 -day lab -cured tests, performed in accordance with Article 421.5,, "Acceptance of Concrete," will be used for schedule restriction determinations, The Engineer may require additional time for strength gain to account for field curing conditions such as cold weather. 41. Schedule Restrictions. Construct and open completed structures to traffic with the following limitations unless otherwise shown on the plans: 4A A, Setting Forms. Attain at least 2,500 psi compressive strength before erecting forms on concrete footings supported by piling or drilled shafts, or on individual drilled shafts. Erect forms on spread footings and culvert footings after the footing concrete has aged at least 2 curing days as defined in Section 420.4.10., "Curing Concrete," Place concrete only after the forms and reinforcing steel have been inspected by the Engineer. Support tie beam or cap forms by falsework on previously placed tie beams only if the tie beam concrete has attained a compressive strength of 2,500 psi and the member is properly supported to eliminate stresses not provided for in the design. Maintain curing as required until completion of the curing period. Place superstructure forms or falsework on the substructure only if the substructure concrete has attained a compressive strength of 3,000 psi. 412 Removal of Forms and Falsework. Keep in place weight -supporting forms and falsework for bridge components and culvert slabs until the concrete has attained a compressive strength of 2,500 psi in accordance with Section 420A.1 1,, "Removal of Forms and Falsework," Keep all forms for mass placements in place for 4 days following concrete placement unless otherwise approved based on the outcome of the heat control plan outlined in Section 420.4.7.14., "Mass Placements." 4A.3. Placement of Superstructure Members. Erect or place superstructure members or precast substructure members only after the substructure concrete has attained a compressive strength of 3,000 psi. 4.1.4, Opening to Traffic, Direct traffic culverts may be opened to construction traffic when the design strength specified in Section 421.4.1., "Classification of Concrete Mix Design," has been attained if curing is maintained. Obtain approval before opening direct traffic culverts to the traveling public. Open other noncritical structural and nonstructural concrete for service upon the completion of curing unless otherwise specified or directed. 4,1.5. Post -Tensioned Construction. Ensure strength requirements on the plans for structural elements designed to be post -tensioned are met for stressing and staged loading of structural elements. 41,13, Backfilling, Backfill in accordance with Section 400.3.3., "Backfill." 42 Plans for Falsework and Forms. Submit plans for falsework and forms for the following items: vertical forms for piers and single column bents; load supporting forms for caps and tie -beams; form attachments for bridges to be widened; and other items as indicated or directed. Provide design calculations when requested. Show all essential details of proposed forms, falsework, and bracing. Have a licensed professional engineer design, sea[, and sign these plans. Department approval is not required, except as noted in Table 1 of Item 5, "Control of the Work," when forms or falsework are located such that public safety can be affected, but the Department reserves the right to request modifications to the plans. The Contractor is responsible for the adequacy of these plans. Design job -fabricated formwork assuming a weight of 150 pof for concrete, and 448 EXHIBIT 4 420 include a liveload allowance of 50 psf of horizontal surface of the form. Do not exceed 125% of the allowable stresses used by the Department for the design of structures. 43. Falsework. Design and construct falsework to safely carry the maximum anticipated loads, including wind loads, and to provide the necessary rigidity. Consult AASHTO's Guide Design Specifications for Bridge Temporary Works and Construction Handbook for Bridge Temporary Works for falsework and shoring information not indicated below. Submit details in accordance with Section 420.4.2., "Plans for Falsework and Forms." Design job -fabricated falsework assuming a weight of 150 pcf for concrete, and include a minimum liveload allowance of 50 psf of horizontal surface of the form. Do not exceed 125% of the allowable stresses used by the Department for the design of structures. Do not exceed the manufacturer's maximum allowable working loads for moment and shear or end reaction for commercially produced structural units used in falsework. Include a minimum liveload allowance of 35 psf of horizontal form surface in determining the maximum allowable working load for commercially produced structural units. Provide timber that is sound, in good condition, and free from defects that would impair its strength. Provide timber that meets or exceeds the species, size, and grade requirements in the submitted falsework. plans. Provide wedges made of hardwood or metal in pairs to adjust falsework to desired elevations to ensure even bearing. Do not use wedges to compensate for incorrectly cut bearing surfaces. Use sills or grillages large enough to support the superimposed load without settlement. Take precautions to prevent settling of the supporting material unless the sills or grillages are founded on solid rock, shale, or other hard materials, Place falsework that cannot be founded on a satisfactory spread footing on piling or drifled shafts with enough bearing capacity to support the superimposed load without settlement. Drive falsework piling to the required resistance determined by the applicable formula in Item 404, "Driving Piling." Design drilled shafts for falsework to carry the superimposed load using both skin friction and point bearing. Weld in conformance with Item 448, "Structural Field Welding." Securely brace each falsework bent to provide the stiffness required, and securely fasten the bracing to each pile or column it crosses. Remove falsework when it is no longer required or as indicated on the submitted falsework plan. Pull or cut off foundations for falsework at least 2 ft, below finished ground level. Completely remove falsework, piling, or drilled shafts in a stream, lake, or bay to the approved limits to prevent obstruction to the waterway. 4.4. Forms. Submit formwork plans in accordance with Section 420,42, "Plans for Falsework and Forms, 4.4.1. General. Provide forms of either timber or metal except where otherwise specified or permitted. Design forms for the pressure exerted by a liquid weighing 150 pcf, Take the rate of concrete placement into consideration in determining the depth of the equivalent liquid. Include a minimum liveload allowance of 50 psf of horizontal surface for job -fabricated forms. Do not exceed 125% of the Department's allowable stresses for the design of structures. Do not exceed the manufacturer's maximum allowable working loads for moment and shear or end reaction for commercially produced structural units used for forms. Include a minimum liveload allowance of 35 psf of horizontal form surface in determining the maximum allowable working load for commercially produced structural units. Provide steel forms for round columns unless otherwise approved. Refer to Item 427, "Surface Finishes for Concrete," for additional requirements for off -the -form finishes. 440 EXHIBIT 4 420 Provide commercial form liners for imprinting a pattern or texture on the concrete surface as shown on the plans and specified in Section 427.4.3.5., "Form Liner Finish.' Provide forming systems that are practically mortar -tight, rigidly braced, and strong enough to prevent bulging between supports, and maintain them to the proper line and grade during concrete placement. Maintain forms in a manner that prevents warping and shrinkage. Do not allow offsets at form joints to exceed 1116 in, Use only material that is inert, non -biodegradable, and nonabsorptive for forms to be left in place, Construct all forms to permit their removal without marring or damaging the concrete. Clean all forms and footing areas of any extraneous matter before placing concrete. Provide openings in forms if needed for the removal of laitance or foreign matter. Treat the facing of all forms with bond -breaking coating of composition that will not discolor or injuriously affect the concrete surface. Take care to prevent coating of the reinforcing steel. Complete all preparatory work before requesting permission to place concrete.. Cease placement if the forms show signs of bulging or sagging at any stage of the placement, and remove the portion of the concrete causing this condition immediately as directed. Reset the forms and securely brace them against further movement before continuing the placement. 4,42 Timber Forms. Provide properly seasoned, good -quality lumber that is free from imperfections that would affect its strength or impair the finished surface of the concrete. Provide timber or lumber that meets or exceeds the requirements for species and grade in the submitted formwork plans. Maintain forms or form lumber that will be reused so it stays clean and in good condition. Do not use any lumber that is split, warped, bulged, or marred, or that has defects in any way that will produce inferior work. Promptly remove such lumber from the work. Provide form lining for all formed surfaces except: ■ the inside of culvert barrels, inlets, manholes, and box girders; • surfaces that are subsequently covered by backfill material or are completely enclosed; and • any surface formed by a single finished board or by plywood. Provide form lining of an approved type such as masonite or plywood, Do not provide thin membrane sheeting such as polyethylene sheets for form lining, Use plywood at least 314 in. thick. Place the grain of the face plies on plywood forms parallel to the span between the supporting studs or joists unless otherwise indicated on the submitted form drawings. Use plywood for forming surfaces that remain exposed that meets the requirements for B -B Plyform Class I or Class 11 Exterior of the U.S. Department of Commerce Voluntary Product Standard PS 1. Space studs and joists so the facing form material remains in true alignment under the imposed loads. Space wales closely enough to hold forms securely to the designated lines, scabbed at least 4 ft. on each side of joints to provide continuity. Place a row of wales near the bottom of each placement. Place facing material with parallel and square joints, securely fastened to supporting studs. Place forms with the form panels symmetrical (long dimensions set in the same direction) for surfaces exposed to view and receiving only an ordinary surface finish as defined in Section 420.4.13., "Ordinary Surface Finish," Make horizontal joints continuous. 450 EXHIBIT 4 420 Make molding for chamfer strips or other uses of materials of a grade that will not split when nailed and can be maintained to a true line without warping. Dress wood molding on all faces. Fill forms at all sharp comers and edges with triangular chamfer strips measuring 3/4 in. on the sides unless otherwise shown on the plans. Use metal form ties of an approved type or a satisfactory substitute of a type that permits ease of removal of the metal to hold forms in place. Cut back wire ties at least 1/2 in. from the face of the concrete. Use devices to hold metal ties in place that are able to develop the strength of the tie and adjust to allow for proper alignment. Entirely remove metal and wooden spreaders that separate the forms as the concrete is being placed. Provide adequate clean-out openings for narrow walls and other locations where access to the bottom of the forms is not readily attainable. 4,4.3. Metal Forms, Requirements for timber forms regarding design, mortar -tightness, filleted corners, beveled projections, bracing, alignment, removal, reuse, and wetting also apply to metal forms except metal forms do not require lining unless specifically noted on the plans. Use form metal thick enough to maintain the true shape without warping or bulging. Countersink all bolt and rivet heads on the facing sides. Design clamps, pins, or other connecting devices to hold the forms rigidly together and to allow removal without damage to the concrete. Use metal forms that present a smooth surface and line up properly. Keep metal free from rust, grease, and other foreign materials. 4,5. Drains. Install and construct weep holes and roadway drains as shown on the plans. 4,6. Placing Reinforcement and Post -Tensioning, Place reinforcement as provided in Item 440, "Reinforcement for Concrete," Do not weld reinforcing steel supports to other reinforcing steel except where shown on the plans. Place post -tensioning ducts, anchorages, and other hardware in accordance with the approved prestressing details and Item 426, "Post -Tensioning." Keep ducts free of obstructions until all post -tensioning operations are complete. 41. Placing Concrete. Give the Engineer sufficient advance notice before placing concrete in any unit of the structure to permit the inspection of forms, reinforcing steel placement, and other preparations. Do not place concrete when impending weather conditions would impair the quality of the finished work. Place concrete in early morning or at night or adjust the placement schedule for more favorable weather when conditions of wind, humidity, and temperature are such that concrete cannot be placed without the potential for weather-related distress. Adequately illuminate the entire placement site as approved when mixing, placing, and finishing concrete in non -daylight hours. Furnish adequate shelter to protect the concrete against damage from rainfall or freezing temperatures as outlined in this Item if changes in weather conditions require protective measures after work starts. Continue operations during rainfall only if approved. Use protective coverings for the material stockpiles. Cover aggregate stockpiles only to the extent necessary to control the moisture conditions in the aggregates. Allow at least 1 curing day after the concrete has achieved initial set before placing strain on projecting reinforcement to prevent damage to the concrete. 4.71, Placing Temperature. Place concrete according to the following temperature limits for the classes of concrete defined in Section 421,41., "Classification of Concrete Mix Designs," 451 EXHIBIT 4 420 ■ Place Class C, F, H, K, or SS concrete only when its temperature at time of placement is between 0°F and 95°F. Increase the minimum placement temperature to 60'F if grDund-granulated blast furnace (GGBF) slag is used in the concrete. ■ Place Class S concrete, used in this Item only as indicated for culvert top slabs, only when its temperature is between 50°F and 85°F. Increase the minimum placement temperature to 60°F if ground -granulated blast furnace (GGBF) slag is used in the concrete, ■ Place Class A, B, and D, concrete only when its temperature at the time of placement is greater than 50'F. ■ Place mass concrete in accordance with Section 420,4.7,14., "Mass Placements," only when its temperature at the time of placement is between 50°F and 75°F. 4,72 Transporting Time. Begin the discharge of concrete delivered in truck mixers within the times listed in Table 14 of Item 421, "Hydraulic Cement Concrete." 4.7.3. Workability of Concrete. Place concrete with a slump as specified in Section 421.4.2.5., 'Slump." Water may be added to the concrete before discharging any concrete from the truck to adjust for low slump provided that the maximum mix design water—cement ratio is not exceeded. Mix concrete in accordance with Section 421.4.6., "Mixing and Delivering Concrete," after introduction of any additional water or chemical admixtures. Do not add water or chemical admixtures after any concrete has been discharged. 4.7.4. Transporting Concrete. Transport concrete by buckets, chutes, buggies, belt conveyors, pumps, or other methods. Protect concrete transported by conveyors from sun and wind to prevent loss of slump and workability. Shade or wrap with wet burlap pipes through which concrete is pumped as necessary to prevent loss of slump and workability. Arrange and use chutes, troughs, conveyors, or pipes so the concrete ingredients will not be separated. Terminate such equipment in vertical downspouts when necessary to prevent segregation. Extend open troughs and chutes, if necessary, down inside the forms or through holes left in the forms. Keep all transporting equipment clean and free from hardened concrete coatings. Discharge water used for cleaning clear of the concrete. 43,5. Preparation of Suff aces. Thoroughly wet all forms and hardened concrete on which concrete is to be placed before placing concrete on them. Remove any remaining puddles of excess water before placing concrete. Provide surfaces that are in a moist, saturated surface -dry condition when concrete is placed on them. Ensure the subgrade or foundation is moist before placing concrete on grade. Lightly sprinkle the subg rade if dry. 4.7.6. Expansion Joints, Construct joints and devices to provide for expansion and contraction in accordance with plan details. Use light wire or nails to anchor any preformed fiber joint material to the concrete on 1 side of the joint. Ensure finished joints conform to the plan details with the concrete sections completely separated by the specified opening or joint material. Remove all concrete within the joint opening soon after form removal and again where necessary after surface finishing to ensure full effectiveness of the joint. EXHIBIT 4 420 4.7.7. Construction Joints. A construction joint is the joint formed by placing plastic concrete in direct contact with concrete that has attained its initial set. Monolithic placement means the manner and sequence of concrete placing does not create a construction joint. Make construction joints of the type and at the locations shown on the plans. Additional joints in other members are not permitted without approval. Place authorized additional joints using details equivalent to those shown on the plans for joints in similar locations. Make construction joints square and normal to the forms unless otherwise required. Use bulkheads in the forms for all vertical joints. Thoroughly roughen the top surface of a concrete placement terminating at a horizontal construction joint as soon as practical after initial set is attained. Thoroughly clean the hardened concrete surface of all loose material, laitance, dirt, and foreign matter, and saturate it with water. Remove all free water and moisten the surface before concrete or bonding grout is placed against it. Ensure the surface of the existing concrete is in a saturated surface -dry condition (SSD) just before placing subsequent concrete. Wet the existing concrete by ponding water on the surface for 24 hr before placing subsequent concrete. Use high-pressure water blasting if pending is not possible to achieve SSD conditions 15 to 30 min. before placing the concrete. An SSD condition is achieved when the surface remains damp when exposed to sunlight for 15 min. Draw forms tight against the existing concrete to avoid mortar loss and offsets at joints. Bonding agents are not required unless indicated otherwise. Coat the joint surface with bonding mortar, grout, epoxy, or other material if a bonding agent is required as indicated on the plans, Provide Type V epoxy per DMS -6100, "Epoxies and Adhesives," for bonding fresh concrete to hardened concrete. Place the bonding epoxy on a clean, dry surface, and place the fresh concrete while the epoxy is still tacky. Place bonding mortar or grout on a surface that is SSD, and place the concrete before the bonding mortar or grout dries. Place other bonding agents in accordance with the manufacturer's recommendations. 47.8. Handling and Placing. Minimize segregation of the concrete and displacement of the reinforcement when handling and placing concrete. Produce a uniform, dense compact mass. Ensure concrete free -falls no more than 5 ft. except in the case of drilled shafts, thin walls such as in culverts, or as allowed by other Items, Remove any hardened concrete splatter ahead of the plastic concrete. Fill each part of the forms by depositing concrete as near its final position as possible. Do not deposit large quantities of concrete at 1 point and run or move the concrete along to fill the forms. Deposit concrete in the forms in layers of suitable depth but no more than 36 in. deep unless otherwise permitted. Avoid cold joints in a monolithic placement, Sequence successive layers or adjacent portions of concrete so they can be vibrated into a homogeneous mass with the previously placed concrete before it sets. Allow no more than I hr. to elapse between adjacent or successive placements of concrete when re -vibration of the concrete is shown on the plans except as otherwise allowed by an approved placing procedure. This time limit may be extended by 112 hr. if the concrete contains at least the minimum recommended dosage of a Type B or D admixture. 4.7,9. Consolidation. Carefully consolidate concrete and flush mortar to the form surfaces with immersion type vibrators. Do not use vibrators that operate by attachment to forms or reinforcement except where approved on steel forms. Vibrate the concrete immediately after deposit. Systematically space points of vibration to ensure complete consolidation and thorough working of the concrete around the reinforcement, embedded fixtures, and into the corners and angles of the forms. Insert the vibrators vertically where possible. Vibrate the entire depth of 453 EXHIBIT 4 420 each lift, allowing the vibrator to penetrate several inches into the preceding lift, Do not use the vibrator to move the concrete to other locations in the forms. Do not drag the vibrator through the concrete. Thoroughly consolidate concrete along construction joints by operating the vibrator along and close to but not against the joint surface. Continue the vibration until the concrete surrounding reinforcements and fixtures is completely consolidated. Hand spade or rod the concrete if necessary to ensure flushing of mortar to the surface of all forms, 41.10. Installation of Dowels and Anchor Bolts. install dowels and anchor bolts by casting them in-place or by grouting with grout, epoxy, or epoxy mortar unless noted otherwise. Form or drill holes for grouting. Follow the manufacturer's recommended installation procedures for pre-packaged grout or epoxy anchor systems. Test anchors if required on the plans or by other Items. Drill holes for anchor bolts to accommodate the bolt embedment required by the plans. Make holes for dowels at least 12 in. deep unless otherwise shown on the plans. Make the hole diameter at least twice the dowel or bolt diameter, but not exceeding the dowel or bolt diameter plus 1-1/2 in, when using cementitious grout or epoxy mortar, Make the hole diameter 1/16 to 1/4 in. greater than the dowel or bolt diameter when using neat epoxy unless indicated otherwise by the epoxy manufacturer. Thoroughly clean holes of all loose material, oil, grease, or other bond -breaking substance, and blow them clean with filtered compressed air. Use a wire brush followed by oil4ree compressed air to remove all loose material from the holes, repeating as necessary until no more material is removed. Ensure holes are in a surface -dry condition when epoxy type materials are used and in a surface -moist condition when cementitious grout is used. Develop and demonstrate for approval a procedure for cleaning and preparing the holes for installation of the dowels and anchor bolts. Completely fill the void between the hole and dowel or bolt with grouting material. Follow exactly the requirements for cleaning outlined in the product specifications for pre-packaged systems. Provide hydraulic cement grout for cast4-place or grouted systems in accordance with DMS -4675, '"cementitious Grouts and Mortars for Miscellaneous Applications." Provide a Type III epoxy per DMS -6100, "Epoxies and Adhesives," when neat epoxy is used for anchor bolts or dowels. Provide Type Vill epoxy per DMS -6100, "Epoxies and Adhesives," when an epoxy grout is used. Provide grout, epoxy, or epoxy mortar as the binding agent unless otherwise indicated on the plans. Provide other anchor systems as required on the plans. 4.7.1' 1. Placing Concrete in Cold Weather. Protect concrete placed under weather conditions where weather may adversely affect results. Permission given by the Engineer for placing during cold weather does not relieve the Contractor of responsibility for producing concrete equal in quality to that placed under normal conditions. Remove and replace concrete as directed at the Contractor's expense if it is determined unsatisfactory due to poor conditions. Do not place concrete in contact with any material coated with frost or with a temperature of 32°F or lower. Do not place concrete when the ambient temperature in the shade is below 46°F and failing unless approved. Place concrete when the ambient temperature in the shade is at least 35°F and rising or above 400F, Provide and install recording thermometers, maturity meters, or other suitable temperature measuring devices to verify all concrete is effectively protected as follows: ■ Maintain the temperature at all surfaces of concrete in bents, piers, culvert walls, retaining walls, parapets, wingwalls, top slabs of non -direct traffic culverts, and other similar formed concrete at or above 40'F for 72 hr. from the time of placement, ■ Maintain the temperature of all other concrete, including the bottom slabs (footings) of culverts, placed on or in the ground above 32°F for 72 hr. from the time of placement. 454 EXHIBIT 4 420 Use additional covering, insulated forms, or other means and, if necessary, supplement the covering with artificial heating. Avoid applying heat directly to concrete surfaces. Cure as specified in Section 420.4.10., "Curing Concrete," during this period until all requirements for curing have been satisfied. Have all necessary heating and covering material ready for use before permission is granted to begin placement when impending weather conditions indicate the possible need for temperature protection. 41.12. Placing Concrete in Hot Weather, Keep the concrete at or below the maximum temperature at time of placement as specified in Section 420.4.7.1., "Placing Temperature," Sprinkle and shade aggregate stockpiles or use ice, liquid nitrogen systems, or other approved methods as necessary to control the concrete temperature. 4.7.13. Placing Concrete in Water. Deposit concrete in water only when shown on the plans or with approval. Make forms or cofferdams tight enough to prevent any water current passing through the space in which the concrete is being deposited. Do not pump water during the concrete placing or until the concrete has set for at least 36 hr. Place the concrete with a tremie or pump, or use another approved method, and do not allow it to fall freely through the water or disturb it after it is placed. Keep the concrete surface level during placement. Support the tremie or operate the pump so it can be easily moved horizontally to cover all the work area and vertically to control the concrete flow. Submerge the lower end of the tremie or pump hose in the concrete at all times. Use continuous placing operations until the work is complete. Design the concrete mix in accordance with Item 421, "Hydraulic Cement Concrete," with a minimum cement content of 650 lb. per cubic yard for concrete to be placed under water. Include an anti -washout admixture in the mix design as necessary to produce a satisfactory finished product. 4.7,14. Mass Placements, Develop and obtain approval for a heat control plan for Monolithic placements designated on the plans as mass concrete to ensure the following during the heat dissipation period: ■ the temperature differential between the central core of the placement and the exposed concrete surface does not exceed 35'F and a the temperature at the central core of the placement does not exceed 160'F. Use the ConcreteWorks@ software available from the Department, or another approved method based on the guidelines in ACI 207, "Mass Concrete," to develop the heat control plan. The Department will make available technical assistance on the use of ConcreteWorks@. Develop the beat control plan using historical temperature ranges for the anticipated time of the mass placement. Re-create the plan if the work schedule shifts by more than one month. The heat control plan may include a combination of the following elements: ■ selection of concrete ingredients including aggregates, gradation, and cement types, to minimize heat of hydration; ■ use of ice or other concrete cooling ingredients; ■ use of liquid nitrogen dosing systems; ■ controlling rate or time of concrete placement; n use of insulation or supplemental external heat to control heat loss; ■ use of supplementary cementing materials; m use of a cooling system to control the core temperature; or ■ vary the duration formwork remains in place. Furnish and install 2 pairs of temperature recording devices, maturity meters, or other approved equivalent devices, Install devices to measure the surface temperature no more than 3 in. from the surface. Install devices to measure the core temperature a distance of half the least dimension from the nearest surface near the point of maximum predicted heat. Use these devices to simultaneously measure the temperature of 455 EXHIBIT 4 420 the concrete at the core and the surface. Maintain temperature control methods for 4 days unless otherwise approved based on the submitted heat control plan. Do not use maturity meters to predict strength of mass concrete. Revise the heat control plan as necessary to maintain the temperature limitations shown above. If the core temperature exceeds 160°F, the mass concrete element will be subject to review and acceptance by the Engineer using forensic analyses to determine its potential reduction in service life or performance. Proceed with subsequent construction on the affected element only when notified regarding acceptance. Repair any resulting cracking if the temperature differential between the central core of the placement and the nearest concrete surface exceeds 35°F at no expense to the Department and revise the heat control plan as necessary to prevent further occurrences. 4.7.15. Placing Concrete in Foundation and Substructure. Do not place concrete in footings until the depth and character of the foundation has been inspected and permission has been given to proceed. Place concrete footings upon seal concrete after the cofferdams are free from water and the seal concrete is cleaned. Perform any necessary pumping or bailing during the concreting from a suitable sump located outside the forms. Constructor adjust all temporary wales or braces inside cofferdams as the work proceeds to prevent unauthorized construction joints. Omit forms when footings can be placed in a dry excavation without the use of cofferdams, if approved, and fill the entire excavation with concrete to the elevation of the top of footing. Place concrete in columns monolithically between construction joints unless otherwise directed. Columns and caps or tie beams supported on them may be placed in the same operation or separately. Allow for settlement and shrinkage of the column concrete, if placed in the same operation, by placing it to the lower level of the cap or tie beam, and delay placement between I and 2 hr. before proceeding with the cap or tie beam placement. 4.7.16. Placing Concrete in Box Culverts. Allow between 1 and 2 hr. to elapse where the top slab and walls are placed monolithically in culverts more than 4 ft. in clear height before placing the top slab to allow for settlement and shrinkage in the wall concrete. Accurately finish the footing slab at the proper time to provide a smooth uniform surface, Finish top slabs that carry direct traffic as specified in Item 422, "Concrete Superstructures." Give top slabs of fill type culverts a float finish. 4,8. Extending Existing Substructures. Verify pertinent dimensions and elevations of the existing structure before ordering any required materials, 4.8.1. Removal. Remove portions of the existing structure to the lines and dimensions shown on the plans or as directed. Dispose of these materials as shown on the plans or as directed. Repair any portion of the remaining structure damaged as a result of the construction. Do not use explosives to remove portions of the existing structure unless approved in writing. Do not use a demolition ball, other swinging weight, or impact equipment unless shown on the plans. Use pneumatic or hydraulic tools for final removal of concrete at the "break" line. Use removal equipment, as approved, that will not damage the remaining concrete. 4.8.2 Reuse of Removed Portions of Structure. Detach and remove all portions of the old structure that are to be incorporated into the extended structure to the lines and details as specified on the plans or as directed. Move the unit to be reused to the new location specified using approved methods. Place the reinforcement and extension concrete according to the plan details, 4.8.3 Splicing Reinforcing Steel. Splice new reinforcing bars to exposed bars in the existing structure using lap splices in accordance with Item 440, "Reinforcement for Concrete," unless otherwise shown on the plans. The new reinforcing steel does not need to be tied to the existing steel where spacing or elevation does not 456 EXHIBIT 4 420 match that of the existing steel provided the lap length is attained. Weld in accordance with Item 448, when welded splices are permitted. Install any required dowels in accordance with Section 420,4,7.10., "Installation of Dowels and Anchor Bolts," 4.8.4. Concrete Preparation. Roughen and clean concrete surfaces that are in contact with new construction before placing forms. Prepare these construction joint surfaces in accordance with Section 420.4.7.7., "Construction Joints." 4.9 Treatment and Finishing of Horizontal Surfaces. Strike off to grade and finish all unformed upper surfaces. Do not use mortar topping for surfaces constructed under this Section. Float the surface with a suitable float after the concrete has been struck off. Slope the tops of caps and piers between bearing areas from the center slightly toward the edge, and slope the tops of abutment and transition bent caps from the backwall to the edge, as directed, so water drains from the surface. Give the concrete a smooth trowel finish. Construct bearing areas for steel units in accordance with Section 441.3.11.6., "Bearing and Anchorage Devices." Give the bearing area under the expansion ends of concrete slabs and slab and girder spans a steel -trowel finish to the exact grades required. Give bearing areas under elastomeric bearing pads or nonreinforced bearing seat buildups a textured, wood float finish. Do not allow the bearing area to vary from a level plane more than 1/16 in. in all directions. Cast bearing seat buildups or pedestals for concrete units integrally with the cap or a construction joint. Provide a latex -based mortar, an epoxy mortar, or an approved proprietary bearing mortar for bearing seat buildups cast with a construction joint. Mix mortars in accordance with the manufacturer's recommendations. Construct pedestals of Class C concrete, reinforced as shown on the plans or as indicated in Figure 1 and Figure 2. The Engineer of Record will design pedestals higher than 12 in, Nonreinforced — Reinforced Pedestal Bearing Seat for Heiahts Greater Build-up than 37 Minimum 1 1/2" F— F #4 Bars Maximum 3" at C Beam Permissible Construction Joint Figure I Section through Bearing Seat Buildups 457 Nonreinfor( Bearing Se Build-up — EXHIBIT 4 Figure 2 Plan View of Bearing Seat Buildups Reinforced Pedestal for Heights Greater than 3" 420 4.10. Curing Concrete. Obtain approval of the proposed curing methods, equipment, and materials before placing concrete. The Engineer may require the same curing methods for like portions of a single structure. Inadequate curing or facilities may delay all concrete placements on the job until remedial action is taken. A curing day is a calendar day when the temperature, taken in the shade away from artificial heat, is above 50°F for at least 19 hr. or, on colder days if the temperature of all surfaces of the concrete is maintained above 40°F, for the entire 24 hr. The required curing period begins when all concrete has attained its initial set unless indicated otherwise. Tex -440-A may be used to determine when the concrete has attained its initial set. Cure all concrete for 4 consecutive days except as allowed for the curing options listed below. Use form or membrane curing for vertical surfaces unless otherwise approved. Use only water curing for horizontal surfaces of HPC or mass concrete. Use water or membrane curing for horizontal or unformed surfaces for all other concrete. Use one of the following curing options for vertical surfaces, unless indicated otherwise. • Form cure for 48 hr. after placement. ■ Form cure for 12 hr. after placement followed by membrane curing. • For HPC Concrete, form cure for 48 hr. after placement followed by membrane curing, • For mass concrete, form cure as required by the heat control plan followed by membrane curing if forms are removed before 4 days. Apply membrane curing, if used, within 2 hr. of form removal. Use only water curing in accordance with this Section for the top surface of any concrete unit upon which concrete is to be placed and bonded at a later interval (stub walls, caps with backwalls, risers, etc.). Cure all other concrete as specified in the pertinent Items. Use the following methods for curing concrete, subject to the requirements of this Item. 410.1. Form Curing. When forms are left in intimate contact with the concrete, other curing methods are not required except for exposed surfaces and for cold weather protection. Use another approved curing method if forms are removed before the 4 -day required curing period. 458 EXHIBIT 4 420 4.10.2. Water Curing, Keep all exposed surfaces of the concrete wet continuously for the required curing time. Use water curing in accordance with concrete mixing water in Section 421.2.5., "Water." Do not use seawater or water that stains or leaves an unsightly residue. 4.10.2.1. Blankets, Keep the concrete continuously wet by maintaining wet cotton or burlap mats in direct contact with the concrete for the required curing time. Weight the mats adequately to provide continuous contact with all concrete. Cover surfaces that cannot be cured by direct contact with mats, forming an enclosure well anchored to the forms or ground so outside air cannot enter the enclosure. Provide sufficient moisture inside the enclosure to keep all surfaces of the concrete wet. 41022. Water Spray. Overlap sprays or sprinklers to keep all unformed surfaces continuously wet. 4.1021 Ponding. Cover the surfaces with at least 2 in. of clean granular material, kept wet at all times, or at least 1 in. deep water. Use a dam to retain the water or saturated granular material. 4.10.3. Membrane Curing, Choose either Type 1-D or Type 2 membrane -curing compound unless otherwise shown on the plans. Use the same type of curing compound on an individual member. Apply membrane curing just after free moisture has disappeared at a rate of approximately 180 sq. ft. per gallon. Do not spray curing compound on projecting reinforcing steel or concrete that will later form a construction joint. Do not apply membrane curing to dry surfaces. Dampen formed surfaces and surfaces that have been given a first rub so they are moist at the time of application of the membrane. Leave the film unbroken for the minimum curing period specified when membrane is used for complete curing. Correct damaged membrane immediately by reapplication of membrane. Polyethylene sheeting, burlap -polyethylene mats, or laminated mats in close contact with the concrete surfaces are equivalent to membrane curing. 4.11. Removal of Forms and Falsework. Remove forms for vertical surfaces after the concrete has aged a minimum of 12 hr. after initial set provided the removal can be done without damage to the concrete unless otherwise directed. Keep forms for mass placements in place for 4 days following concrete placement unless otherwise approved based on the outcome of the heat control plan outlined in Section 420,43,14., "Mass Placements." Leave in place weight -supporting forms and falsework spanning more than 1 ft. for all bridge components and culvert slabs except as directed otherwise until the concrete has attained a compressive strength of 2,500 psi. Remove forms for other structural components as necessary. Remove inside forms (walls and top slabs) for box culverts and sewers after concrete has attained a compressive strength of 1,800 psi if an approved overhead support system is used to transfer the weight of the top slab to the walls of the box culvert or sewer before removal of the support provided by the forms. Forms or parts of forms may be removed only if constructed to permit removal without disturbing forms or falsework required to be left in place for a longer period on other portions of the structure. Remove all metal appliances used inside forms for alignment to a depth of at least 1/2 in. from the concrete surface. Make the appliances so metal may be removed without undue chipping or spalling of the concrete, and so it leaves a smooth opening in the concrete surface when removed. Do not bum off rods, bolts, or ties. Remove all forms and falsework unless otherwise directed. 4.12. Defective Work. Repair defective work as soon as possible. Remove and replace at the expense of the Contractor any defect that cannot be repaired to the satisfaction of the Engineer. 4,13, Ordinary Surface Finish. Apply an ordinary surface finish to all concrete surfaces. Provide flat or textured surfaces as specified with uniform appearance. Address defects and surface irregularities not consistent with the intent of the expected finish by the following: 459 EXHIBIT 4 420 m Chip away all loose or broken material to sound concrete where porous, spalled, or honeycombed areas are visible after form removal. ■ Repair spalls in accordance with the procedures outlined in the Concrete RepairManual available on the Department's website. ■ Clean and fill holes or spalls caused by the removal of form ties, etc., with latex grout, cement grout, or epoxy grout as approved. Fill only the holes. Do not blend the patch with the surrounding concrete. On surfaces to receive a rub finish in accordance with Item 427, "Surface Finishes for Concrete," chip out exposed parts of metals chairs to a depth of 1/2 in. and repair the surface, ■ Remove all fins, rust staining, runs, drips, or mortar from surfaces that will be exposed. Smooth all form marks and chamfer edges by grinding or dry -rubbing. m Ensure all repairs are dense, well -bonded, and properly cured. Finish exposed large repairs to blend with the surrounding concrete where a higher class of finish is not specified. Apply an ordinary surface finish as the final finish to the following exposed surfaces unless noted otherwise: a inside and top of inlets, a inside and top of manholes, a inside of sewer appurtenances, and a inside of culvert barrels. Form marks and chamfer edges do not need to be smoothed for the inside of culvert barrels. 5. MEASUREMENT This Item will be measured by the cubic yard, square yard, foot, square foot, or by each structure. 5.1. General. Concrete quantities will be based on the dimensions shown on the plans or those established in writing by the Engineer. In determining quantities, no deductions will be made for chamfers less than 2 in, or for embedded portions of steel or prestressed concrete beams, piling, anchor bolts, reinforcing steel, drains, weep holes, junction boxes, electrical or telephone conduit, ducts and voids for prestressed tendons, or embedded portions of light fixtures, Variation in concrete headwall quantity incurred when an alternate bid for pipe is permitted! Will not be cause for payment adjustment. Quantities revised by a change in design, measured as specified, will be increased or decreased and included for payment. 5.2. Plans Quantity. Structure elements designated in Table 1 and measured by the cubic yard are plans quantity measurement items. The quantity to be paid for plans quantity items is the quantity shown in the proposal unless modified by Article 9.2., "Plans Quantity Measurement." Additional measurements or calculations will be made if adjustments of quantities are required. No adjustment will be made for footings or other in -ground elements where the Contractor has been allowed to place concrete in an excavation without forms. 460 EXHIBIT 4 420 Table 1 Plans Quantity Payment Ac Yard Measurement 0 Culverts and culvert rrwin walls I Abutments Headwalls for cine I Footinus Retaining I Pile bent caps Inlets and manholes- -- Post tensioned elements - Note --Other elements, incluTingpier and bent concrete, may be paid for as 'plans quantity' when shown on the plans. 5.3. Measured in Place, Items not paid for as "plans quantity" will be measured in place. The work performed and materials furnished in accordance with this Item and measured as provided under "Measurement" will be paid for at the unit price bid for the class of concrete and element identified and by the special designation when appropriate. This price is full compensation for furnishing, hauling, and mixing concrete materials; furnishing, bending, fabricating, splicing, welding and placing the required reinforcement; clips, blocks, metal spacers, ties, wire, or other materials used for fastening reinforcement in place; furnishing, placing, and stressing post -tensioning system; placing, finishing, and curing concrete-, mass placement controls; applying ordinary surface finish; furnishing and placing drains, metal flashing strips, and expansion -joint material; excavation, subgrade preparation; and forms and falsework, equipment, labor, tools, and incidentals, Price will be adjusted in accordance with Section 421.5.„ "Measurement and Payment" when required to address non-compliance of project acceptance testing Design and installation of foundations for falsework is at the Contractor's expense, In addition to the work described above, for extending structures the unit prices bid for the various classifications of concrete shown are full compensation for removing and disposing of, if necessary, the designated portion of the existing structure; removing, stockpiling if necessary, and replacing headwall units for reuse; cleaning, bending, and cutting of exposed reinforcing steel; splicing of new reinforcing steel to existing reinforcing steel; installation of dowels; and cleaning and preparing existing concrete surfaces. 461 EXHIBIT 4 421 Item 421 Hydraulic Cement Concrete 1. DESCRIPTION Furnish hydraulic cement concrete for concrete pavements, concrete structures, and other concrete construction. 2. MATERIALS Use materials from prequalified sources listed on the Department website. Provide coarse and fine aggregates from sources listed in the Department's Concrete Rated Source Quality Catalog (CRSQC). Use materials from non -listed sources only when tested and approved by the Engineer before use. Allow 30 calendar days for the Engineer to sample, test, and report results for non -listed sources. Do not combine approved material with unapproved material. 21. Cement, Furnish cement conforming to DMS -4600, "Hydraulic Cement." 22 Supplementary Cementing Materials (SCM). • Fly Ash. Furnish fly ash, ultra -fine fly ash (UFFA), and modified Class F fly ash (MFFA) conforming to CMS -4610, "Fly Ash." • Slag Cement. Furnish Slag Cement conforming to DMS -4620, "Ground Granulated Blast Furnace Slag." • Silica Fume. Furnish silica fume conforming to DMS -4630, "Silica Fume.' • Metakaolin, Furnish metakaolin conforming to CMS -4635, "Metakaolin." 2.3. Cementitious Material. Cementitious materials are the cement and supplementary cementing materials used in concrete, 2.4. Chemical Admixtures. Furnish admixtures conforming to DIVIS4640, "Chemical Admixtures for Concrete," 2,5. Water. Furnish mixing and curing water that is free from oils, acids, organic matter, or other deleterious substances. Water from municipal supplies approved by the Texas Department of Health will not require testing. Provide test reports showing compliance with Table 1 before use when using water from other sources. Water that is a blend of concrete wash water and other acceptable water sources, certified by the concrete producer as complying with the requirements of both Table 1 and Table 2, may be used as mix water. Test the blended water weekly for 4 weeks for compliance with Table 1 and Table 2 or provide previous test results. Then test every month for compliance. Provide water test results upon request 462 EXHIBIT 4 421 Table 1 Chemical Limits for Mix Water Contaminant Test Method Maximum Concentration (ppm or mg1) Chloride (Cl) ASTM 0114 Prestressed concrete 500 Bridge decks & superstructure 500 All other concrete 1,000 Sulfate (SO4) ASTM 0114 2,000 Alkalies (Na20 + 0,6581(20) ASTM 0114 600 Total solids ASTM 09603 50,000 Table 2 for Questi Property--. J Test Method Limits Comressilve strength, min % control at 7 days ASTM C31, ASTM C391,2 i 90 Time of set, deviation from control, h:min. I ASTM 0403 From 1:00 early to 1:30 later 1. Base comparisons on fixed proportions and the same volume of test water compared to the control mix using 100% potable water or distilled water. 2. Base comparisons on sets consisting of at least 2 standard specimens made from a composite sample. Do not use mix water that has an adverse effect on the air -entraining agent, on any other chemical admixture, or on strength or time of set of the concrete. Use mixing and curing water free of iron and other impurities that may cause staining or discoloration when using white hydraulic cement. 2.6. Aggregate. 2.6.1. Coarse Aggregate. Provide coarse aggregate consisting of durable particles of gravel, crushed blast furnace slag, recycled crushed hydraulic cement concrete, crushed stone, or combinations which are free from frozen material and from injurious amounts of salt, alkali, vegetable matter, or other objectionable material, either free or as an adherent coating. Provide coarse aggregate of uniform quality throughout. Provide coarse aggregate with the requirements fisted in Table 3 unless otherwise shown on the plan. Table 3 CoarseAggregate Requirements DescriDtion Test Method -T -Limit Tex -413-A I 1.0 L.A. Abrasion Wear, % Max i Tex -410-A 40 5 -Cycle Magnesium Sulfate Soundness,1�2 non -air -entrained concrete, % Max Tex -41 1-A 25 5 -Cycle Magnesium Sulfate Soundness ,1,3 air -entrained concrete, % Vex is Loss by Decantation, % Max Tex -406-A 1.5 1, Recycled crushed hydraulic cement concrete is not subject to 5 -cycle magnesium sulfate soundness requirements 2, Allowed when air -entrained concrete is used at the Contractor's option. I Only when air -entrained concrete is required by the plans. Increase the loss by decantation limit to 3.0% for all classes of concrete and 5.0% for Class A, B, and P if the material finer than the No. 200 sieve is determined to be at least 85% calcium carbonate in accordance with Tex -406A Part 111, in the case of coarse aggregates made primarily from crushing stone unless otherwise shown on the plans. Provide test results upon request. Provide coarse aggregate conforming to the gradation requirements shown in Table 4 when tested in accordance with Tex -401 -A unless less otherwise specified. 463 EXHIBIT 4 421 Table 4 Coarse Aggregate Gradation Chart Aggregate Grade Maximum Nominal Limit Percent Pa sing on Each Sieve Or apic Impurities' TexA08-A Color not darker than standard No,' Size 2-1/2" 2" 1.1/2' V 3/4' 1/2" 318" #4 48 I 1 2- 100 80-100 50-85 20-40 0-10 2 1-112" 00 i�� 00 35-7010-30 —10 3 1-1/2" 100 95-100 60-90 2540 0-10 U57 ill 100 95-100 25-60 0-10 0-5 5 6) 3/4" i too 9o-100 20-55 0-10 0-5 6 ) 1/2' 1 100 90-100 40-70 0-15 0-5 7 3/81, 100 70-95 0-26 8 3/8' 100 95-100 20-65 0-10 1. Corresponding ASTM C33 gradation shown in parentheses. 2.62 Fine Aggregate, Provide fine aggregate consisting of clean, hard, durable particles of natural, manufactured sand, recycled crushed hydraulic cement concrete, slag, lightweight aggregate, or a combination thereof. Provide fine aggregate free from frozen material and from injurious amounts of salt, alkali, vegetable matter, or other objectionable material. Provide fine aggregates with the requirements in Table 5 unless otherwise shown on the plans. Table 5 Fine Aggregate Requirements Description Test Method Limit V of Claylump °/ Maz S, Tez i13 A 0.50 Or apic Impurities' TexA08-A Color not darker than standard Card Equivalent Tex -2q3 -F 80 Fineness Modulus TexA02-A 2,3101 1. Only when air -entrained concrete is specified. Provide fine aggregate or combinations of aggregates conforming to the gradation requirements shown in Table 6 when tested in accordance with Tex -401 -A unless otherwise specified. Table 6 1. 6-35 when sand equivalent value is greater than 85. 2. 0-6 for manufactured sand. 2.6,3. Intermediate Aggregate. Provide intermediate aggregate consisting of clean, hard, durable particles of natural, manufactured sand, slag, recycled crushed hydraulic cement concrete, lightweight aggregate, or a combination thereof when optimized aggregate gradation (OAG) concrete is specified or when used at the Gontractor's, option. Provide intermediate aggregate free from frozen material and injurious amounts of salt, alkali, vegetable matter, or other objectionable material, Provide intermediate aggregate with the requirements in Table 7. Ilk EXHIBIT 4 421 Table 7 Intermediate Aggregate Requirements Description Test Method wet ht of Clay Lumps, % Max Tex -413-A 0,50 L.A. Abrasion Wear,' % Max Tex -410-A 40 5 -Cycle Magnesium Sulfate Soundness.1,23 non -air -entrained concrete, % Max 5 -Cycle Magnesium Sulfate Soundness, 1,2,4 air -entrained concrete, % Max Organic impurities5 [Loss by=Decantation,l % Max Tex -41 1 -A Tex-408-AColor TexAO6-A 25 18 not darker than standard 1.5 1. Only applies to the portion retained on the No. 4 sieve, if more than 30% of the intermediate aggregate is retained on the No. 4 sieve. Z Recycled crushed hydraulic cement concrete is not subject to 5 -cycle magnesium sulfate soundness requirements, 3. Allowed when air -entrained concrete is used at the Contractor's option. 4. Only when air -entrained concrete is required by the plans. 5, Only applies to the portion passing the 3/8 in, sieve, it more than 30% of the intermediate aggregate is passing the 3/8 in. sieve. For the portion retained on the No. 4 sieve, if more than 30% of the intermediate aggregate is retained on the No, 4 sieve, and in the case of aggregates made primarily from crushing stone, unless otherwise shown on the plans, the loss by decantation may be increased to 3.0% for all classes of concrete and 5.0% for Class A, B, and P if the material finer than the No. 200 sieve is determined to be at least 851® calcium carbonate in accordance with Tex -406-A, Part HL Provide test results upon request. 2.7. Mortar and Grout. Furnish pre-packaged grouts conforming to DMS-4575,"Cementitious Grouts and Mortars for Miscellaneous Applications," when specified for applications other than post -tension grouting. Section 421,4.2.6., "Mix Design Options," does not apply for mortar and grout. 2.8. Storage of Materials. 2.8.1 Cement and Supplementary Cementing Materials. Store all cement and supplementary cementing materials in weatherproof enclosures that will protect them from dampness or absorption of moisture. When permitted, small quantities of packaged cementitious material may be stored in the open, on a raised platform, and under waterproof covering for up to 48 hr. 2.8.2. Aggregates. Handle and store concrete aggregates in a manner that prevents contamination with foreign materials. Clear and level the sites for the stockpiles of all vegetation if the aggregates are stored on the ground and do not use the bottom 6 -in. layer of aggregate without cleaning the aggregate before use, Maintain separate stockpiles and prevent intermixing when conditions require the use of 2 or more grades of coarse aggregates. Separate the stockpiles using physical barriers where space is limited. Store aggregates from different sources in different stockpiles unless the Engineer authorizes pre -blending of the aggregates. Minimize segregation in stockpiles, Remix and test stockpiles when segregation is apparent, Sprinkle stockpiles to control moisture and temperature as necessary. Maintain reasonably uniform moisture content in aggregate stockpiles. 2.8,1 Chemical Admixtures. Store admixtures in accordance with manufacturer's recommendations and prevent admixtures from freezing. 0 11. Concrete Plants and Mixing Equipment. Except for volumetric stationary plant or truck (auger) mixers, each plant and truck mixer must be currently certified by the National Ready Mixed Concrete Association (NRMCA) or have an inspection report signed and sealed by a licensed professional engineer showing concrete measuring, mixing, and delivery equipment meets all requirements of ASTM C94. A new certification or signed and sealed report is required every time a plant is moved. Plants with a licensed professional engineer's inspection require re -inspection every 2 yr. Provide a copy of the certification or the 465 EXHIBIT 4 421 signed and sealed inspection report to the Engineer. Remove equipment or facilities from service until corrected when they fail to meet specification requirements. When allowed on the plans or by the Engineer, for concrete classes not identified as structural concrete in Table 8 or for Class C concrete not used for bridge -class structures, the Engineer may inspect and approve all plants and trucks instead of the NRMCA or non -Department engineer -sealed certifications. The criteria and frequency of Engineer approval of plants and trucks is the same used for NRMCA certification. Inspect and furnish inspection reports on the condition of blades and fins and their percent wear from the original manufacturers design for truck mixers and agitators annually, Repair mixing equipment exhibiting 10% or more wear before use, If an inspection within 12 mo. is not practical, a 2 -mo. grace period (for a maximum of 14 mo, between inspections) is permitted, 3.1.1. Scales. Check all scales before beginning of operations, after each move, or whenever their accuracy or adequacy is questioned, and at least once every 6 mo. Immediately correct deficiencies, and recalibrate. Provide a record of calibration showing scales in compliance with ASTM C94 requirements. Check batching accuracy of volumetric water hatching devices at least every 90 days. Check batching accuracy of chemical admixture dispensing devices at least every 6 mo. Perform daily checks as necessary to ensure measuring accuracy. 312, Volumetric Mixers. Provide volumetric mixers with rating plates defining the capacity and the performance of the mixer in accordance with the Volumetric Mixer Manufacturers Bureau or equivalent. Provide volumetric mixers that comply with ASTM 0685. Provide test data showing mixers meet the uniformity test requirements of Tex -472-A. Unless allowed on the plans or by the Engineer, volumetric truck (auger) mixers may not supply classes of concrete identified as structural concrete in Table 8. 3.1.3. Agitators and Truck and Stationary Mixers, Provide stationary and truck mixers capable of combining the ingredients of the concrete into a thoroughly mixed and uniform mass and capable of discharging the concrete so at least 5 of the 6 requirements of Tex -472-A are met. Perform concrete uniformity tests on mixers or agitators in accordance with Tex -472-A as directed, to resolve issues of mix uniformity and mixer performance. Perform the mixer or agitator uniformity test at the full rated capacity of the equipment. Remove all equipment that fails the uniformity test from service. Inspect and maintain mixers and agitators. Keep them free of concrete buildup, and repair or replace worn or damaged blades or fins, Ensure all mixers have a plate affixed showing manufacturer's recommended operating speed and rated capacity for mixing and agitating, 12. Hauling Equipment, Provide hauling equipment capable of maintaining the mixed concrete in a thoroughly mixed and uniform mass, and discharging the concrete with a satisfactory degree of uniformity. Provide equipment with smooth, mortar -tight metal containers equipped with gates that prevent accidental discharge of the concrete when using non -agitating equipment for transporting concrete. Maintain hauling equipment clean and free of built-up concrete. 3,3 Testing Equipment. Furnish and maintain the following in accordance with the pertinent test procedure unless otherwise shown on the plans or specified: ■ sieves necessary to perform aggregate gradation analysis when optimized aggregate gradation is specified, W EXHIBIT 4 421 • equipment necessary to perform Tex -415-A and Tex -422-A, • equipment necessary to perform Tex -409-A or Tex -425-A, • test molds, • curing facilities, • maturity meters if used, and • wheelbarrow or other container acceptable for the sampling of the concrete. Provide strength -testing equipment when required in accordance with the Contract -controlling test unless shown otherwise. 4.1. Classification of Concrete Mix Designs. Provide classes of concrete meeting the requirements shown in Table 8. A higher -strength class of concrete with equal or lower water-to-cementitious material (w/cm) ratio may be substituted for the specified class of concrete when approved. 4.2. Mix Design Proportioning. Furnish mix designs using ACI 211, Tex -470-A, or other approved procedures for the classes of concrete listed in Table 8 unless a design method is indicated on the plans. Perform mix design proportioning by absolute volume method unless otherwise approved. Perform cement replacement using equivalent weight method unless otherwise approved. Do not exceed the maximum w1cm ratio listed in Table 8 when designing the mixture. 4.21 Cementitious Materials. Do not exceed 700 lb. of cementitious material per cubic yard of concrete unless otherwise specified or approved. a Use cement of the same type and from the same source for monolithic placements. a Do not use supplementary cementing materials when white hydraulic cement is specified. Table 8 Concrete Classes Design Class of Max Coarse Mix Cement Exceptions to Strength,' Concrete w/cm Aggregate Design Types Mix Design Options General Usage' Min f, (psi) Ratio Gradesz1A Options When the cementifious material Curb, gutter, curb & gutter, conc. A 3,000 0.60 1-4,8 content does not exceed retards, sidewalks, driveways, 520 lb./cu, yd., Class C fly ash back-up walls, anchors, non - 1, 11 24 & 7 may be used instead of Class F 1, reinforced drilled shafts ,, IP, is, V fly ash Riprap, traffic signal conholler B 2,000 0.60 2-7 foundations, small roadside signs, and anchors Drilled shafts, bridge substructure, bridge railing, 1, It, 1p culverts except top slab of direct C6 3,600 0.45 14 �111 IS, T,�7 V 1-8 traffic culverts, headwalls, wing walls, approach slabs, inlets, manholes, concrete traffic barrier (cast -in-place) When the cementifious material Seal concrete content does not exceed 520 E 3,000 0.50 2-5 IL, IF, is, lb,/cu. yd., Class C fly ash may $T,7 V be used instead of Class F fly 14 ash. F Note8 0.45 2-5 1, 11, VII, IP, IS, IT 7V Railroad structures; occasionally for bridge piers, columns, or L bents 467 EXHIBIT 4 Table 8 (continued) Concrete Classes EM Class of Design Max Coarse Cement Mix Exceptions to Strength,, concrete Min 17, (psi) w1cm Ratio Aggregate GradesZM Design Types Options Mix Design Options General Usage5 Do not use Type III cement in Precast concrete, post -tension mass placement concrete. members Ho i Noteil 0.45 3 _6 1, 1, 1/11, 111, 1-5 Up to 20% of blended cement IP, S, IT? V may be replaced with listed SCMs when Option 4 is used for _recast concrete. Sr 4,000 0.45 2-5 1, 11, 1/11, IP, 14 Bridge slabs, top slabs of direct IS, IT 7V traffic culverts See When the cementitious material .. . ....... . . Concrete pavement Item 360, content does not exceed 520 P Concrete 0.50 2-3 14 IR is, V lb,/,u. yd., Class C fly ash may Pavement.' , be used instead of Class F fly ash. COr 4,600 0,40 6 Bridge deck concrete overlay . .... . ... .. — — ---- —, - 14 LNV 4,000 0.40 6-8 1, 11, 1/11, IP, Latex -modified concrete overlay IT,, V Use —am'inimurn cementiliousSlurry . ..... . . .... - displacement shafts, ss, 3,600 0.45 44 material content of 658 lb./ciL underwater drilled shafts d. of concrete. K6 Neter 0.40 NoteB NoW IP, IS, IT,' V Mix design options do not apply. Concrete pavement, concrete HES Neter 0,45 NoteD 1, L, 11, Illi, 700 lb of cementibous material pavement repair III per cubic yard limit does not ,PPPPP. ... . .... . ....... . .. - - __ . ... .. Maximum fly ash replacement for Options 1 and 3 may be W increased to 45%. (HPC) Note" 0.45 Note" 1, 11, fill III & 8 Up to 20% of a blended cement IP, is, 1�,, V may be replaced with listed SCMs for Option 4. Donot use Option 8 for precast concrete. Do not use Class C Fly Ash Type III -MS may be used where allowed. Type I and Type III cements may be used with Options 1-3, with a -X SRC Note,, 0.45 Note" 1/11, 11, IP, Is, 1-4& 7 maximum w1cm of 0.40 IT V Up to 20% of blended cement may be replaced with listed SCMs when Option 4 is used for precast concrete. Do not use Opton 7 for precast concrete 1. Design strength must be attained within 56 days. 2. Do not use Grade 1 coarse aggregate except in massive foundations with 4 in, minimum clear spacing between reinforcing steel bars, unless otherwise permitted. Do not use Grade I aggregate in drilled shafts. 3. Use Grade'8 aggregate in extruded curbs unless otherwise approved. 4. Other grades of coarse aggregate maybe used in non-structural concrete classes when allowed by the Engineer. 5. For information only, 6. Structural concrete classes, 7. Do not use Type IT cements containing > 5% limestone. 8. As shown on the plans or specified, 9. 'V denotes class of concrete shown on the plans or specified. 10, (HPC); High Performance Concrete, (SRC): Sulfate Resistant Concrete. 11. Same as class of concrete shown on the plans, 4,22 Aggregates. Recycled crushed hydraulic cement concrete may be used as a coarse or fine aggregate in Class A, B, D, E, and P concrete. Limit recycled crushed concrete fine aggregate to a maximum of 20% of the fine aggregate. 468 EXHIBIT 4 421 Use light-colored aggregates when white hydraulic cement is specified. Use fine aggregate with an acid insoluble residue of at least 60% by weight when tested in accordance with Tex -612-J in all concrete subject to direct traffic. Use the following equation to determine if the aggregate combination meets the acid insoluble residue requirement when blending fine aggregate or using an intermediate aggregate: (A, x P, )+ (A, x P, )+(A,,, x P.) >_ 60% 100 where: A, = acid insoluble of fine aggregate I A2 = acid insoluble of fine aggregate 2 Ais = acid insoluble of intermediate aggregate passing the 3/8 in. sieve Pi = percent by weight of fine aggregate 1 of the fine aggregate blend P2 = percent by weight of fine aggregate 2 of the fine aggregate blend Pia = percent by weight of intermediate aggregate passing the 318 in. sieve Alternatively to the above equation, blend fine aggregate with a micro-deval loss of less than 12%, when tested in accordance with Tex -461-A, with at least 40% of a fine aggregate with an acid insoluble residue of at least 60%. 4.2.3. Chemical Admixtures. Do not use Type C, Type E, Type F, or Type G admixtures in Class S bridge deck concrete. Do not use chemical admixtures containing calcium chloride in any concrete. Use a 30% calcium nitrite solution when a corrosion -inhibiting admixture is required. The corrosion -inhibiting admixture must be set neutral unless otherwise approved. Dose the admixture at the rate of gallons of admixture per cubic yard of concrete shown on the plans. 4.2.4. Air Entrainment. Use an approved air -entraining admixture when air -entrained concrete is specified, or when an air -entraining admixture is used at the Contractor's option, and do not exceed the manufacturer's recommended dosage. Ensure the minimum entrained air content is at least 3.0% for all classes of concrete except Class P when air -entrained concrete is specified, during trial batch, or when providing previous field data. 4,2.5. Slump. Provide concrete with a slump in accordance with Table 9 unless otherwise specified. When approved, the slump of a given concrete mix may be increased above the values shown in Table 9 using chemical admixtures, provided the admixture -treated concrete has the same or lower water-to-cementitious material ratio and does not exhibit segregation or excessive bleeding. Request approval to exceed the slump limits in Table 9 sufficiently in advance for proper evaluation by the Engineer. Perform job -control testing of slump in accordance with Section 421A.8.3.1., 'Job -Control Testing." 469 EXHIBIT 4 421 Table 9 Placement Slump Requirements General Usage' Placement Slump Ran e,2 in, Walls over 9in, thicjk, ca s, columns, piers, approach slabs, concrete overlays 3 to 5 Bridge slabs, to slabs of direct traffic culverts, latex -modified concrete for brad deck overlays 3 to 5-1/2 Inlets, manholes, walls (less than 9 in. thick), bridge railing, culverts, concrete traffic barrier, concrete 4 to 5-1/2 pavement (formed), seal concrete Precast concrete 4 to 9 Underwater concrete placements 6 to 8-1/2 Drilled shafts, slurry displaced and underwater drilled shafts See Item 416, 'Drilled Shaft Foundations." Curb, gutter, curb and gutter, concrete retards, sidewalk, driveways, anchors, riprap, small roadside sign As approved foundations, concrete pavement repair, concrete re air 1. For information only. Z For fiber reinforced concrete, perform slump before addition of fibers. 4.2.6. Mix Design Options. 4.2,61. Option 1. Replace 20% to 35% of the cement with Class F fly ash, 4.2.6.2. Option 2. Replace 35% to 50% of the cement with slag cement or MFFA. 4.2.6.3. Option 3. Replace 35% to 50% of the cement with a combination of Class F fly ash, slag cement, MFFA, UFFA, metakaolin, or silica fume; however, no more than 35% may be fly ash, and no more than 10% may be silica fume, 426,4, Option 4. Use Type IP, Type IS, or Type IT cement as allowed in Table 5 for each class of concrete. Up to 10% of a Type IP, Type IS, or Type IT cement may be replaced With Class F fly ash, slag cement, or silica fume. Use no more than 10% silica fume in the final cementitious material mixture if the Type IT cement contains silica fume, and silica fume is used to replace the cement. 4.2.6.5. Option 5. Replace 35% to 50% of the cement with a combination of Class C fly ash and at least 6% of silica tu me, U FFA, or metakaolin. However, no more than 35% may be Class C fly ash, and no more than 10% may be silica fume. 426.6. Option 6. Use a lithium nitrate admixture at a minimum dosage determined by testing conducted in accordance with Tex -471-A, "Lithium Dosage Determination Using Accelerated Mortar Bar Testing." Before use of the mix, provide an annual certified test report signed and sealed by a licensed professional engineer, from a laboratory on the Department's MPL, certified by the Construction Division as being capable of testing according to Tex -471-A, "Lithium Dosage Determination Using Accelerated Mortar Bar Testing." 4267. Option 7. Ensure the total alkali contribution from the cement in the concrete does not exceed 3.5 lb. per cubic yard of concrete when using hydraulic cement not containing SCMs calculated as follows: (lb.cernent per Cu. yd.) X �% No 20 equivalent in cetnent lb. alkali per cu. yd. = 100 4,2.6.8. Option 8. Perform annual testing as required for any deviations from Options 1-5 or use mix design options listed in Table 10. Laboratories performing ASTM 01260, ASTM 01567, and ASTM 01293 testing must be listed on the Department's MPL. Before use of the mix, provide a certified test report signed and sealed by a licensed professional engineer demonstrating the proposed mixture conforms to the requirements of Table 10. Provide a certified test report signed and sealed by a licensed professional engineer, when HPC is required, and less than 20% of the cement is replaced with SCMs, demonstrating ASTM 01202 test results indicate the permeability of the concrete is less than 1,500 coulombs tested immediately after either of the following curing schedules. an EXHIBIT 4 421 • Moisture cure specimens 56 days at 737. • Moisture cure specimens 7 days at 73'F followed by 21 days at 1004F. Table 10 Pption 8est! Desi n Re a�rerrwents _tt�!!ixx Des' ASTM 01260 Result Testing Requirements for Mix Design Materials Mix Design Mix Design or Prescriptive Mix Design Options' Fine Aggregate Coarse Aggregate Determine the dosage of SCMs needed to limit the 14 -day expansion of each A > 0,10% > 0.10% aggregate2 to 0,08% when tested individually in accordance with ASTM 01567, or Use a minimum of 40% Class C fly ash with a maximum Ca03 content of 25%. 0,10% S0.10% Use a minimum of 40% Class C fly ash with a maximum CaO3 content of 25%, of B Use any ternary combination which replaces 35% to 50% of cement. 0,10% ASTM 01293 1 yr, Use a minimum of 20% of any Class C fly ash, or Expansion 5 0,04°/6 Use an ternairy �mbmafiRo which replaces 35 6 to 50% of cement. I 1--_ Determine the dosage of SCMs needed to limit the 14 -day expansion 4coarse seand C s 0.10% > 0.10% intermediate2aggregate to 0.08% when tested individually in accordance with 999 ASTM 01567, or Use a minimum of 40% Class C fiy_ash with a maximum CaO3 content of 251/cL > 0.10% 0.10% Use a minimum of 40% Class C fly ash with maximum CaOl content of 25%, or 5 FY 2 D an combination which rqpl aces 35% t 50%ofcement , > 0.10% ASTM 012931 yr. Determine the dosage of SCMs needed to limit the 14 -day expansion of fine Expansion!s 0.040 1 aggregate to 0.08% when tested in accordance with ASTM 01567. 1. Do not use Class C fly ash if the ASTM 01260 value of the fine, intermediate, or coarse aggregate is 0.30% or greater, unless the fly ash is used as part of a ternary system. 2. Intermediate size aggregates will fall under the requirements of mix design coarse aggregate. 3, Average the CaO content from the previous ten values as listed on the mill certificate. 4.23 Optimized Aggregate Gradation (OAG) Concrete. The gradation requirements in Table 3 and Table 4 do not apply when: GAG concrete is specified or used by the Contractor unless otherwise shown on the plans. Use Tex -470-A to establish the optimized aggregate gradation. Use at least 420 lb. per cubic yard of cementitious material when GAG concrete is used unless otherwise approved. Use a coarse aggregate with a maximum nominal size of 1-112 in. for Class P concrete. Use a coarse aggregate for all other classes of concrete with a maximum nominal size not larger than: a 1/5 the narrowest dimension between sides of forms, or a 1/3 the depth of slabs, or m 3/4 the minimum clear spacing between individual reinforcing bars or wires, bundles of bars, individual tendons, bundled tendons, or ducts. Make necessary adjustments to individual aggregate stockpile proportions during GAG concrete production when the gradation deviates from the optimized gradation requirements. 4.2-8. Self -Consolidating Concrete (SCC). Provide SCC meeting the following requirements shown in Table 11 when approved for use in precast concrete. Use concrete with a slump flow that can be placed without vibration and will not segregate or excessively bleed. Increase the slump flow of a given concrete mix above the values shown in Table 11 when approved, provided the concrete has the same or lower water-to-cementitious material ratio and meets all other requirements listed in Table 11. Request approval to exceed the slump flow limits sufficiently in advance for proper evaluation by the Engineer, 471 EXHIBIT 4 421 Table 11 Mix Desi n Requirements for SCC Tests Test Method Acceptable Limits Slump Flow for Precast Concrete ASTM 01611 22 to 271 Slum Fiow for Grilled Shafts ASTM 01611 19 to 241 T5o, sec Vf3l Rating ASTM 01611 ASTM 01611 2 to 7 0 or 1 Passing Ability, in, ASTM 01621 :5 2 Segregation Column, % ASTM C1610 K 10 Bleeding, % ... . ...... JASTM 0232 s 2,5- 1 . These slump flow limits are generally acceptable for most applications. However, slump flow limits may be adjusted during mix design approval process and when approved by the Engineer. 4.3. Concrete Trial Batches. Perform preliminary and final trial batches when required by the plains, or when previous satisfactory field data is not available. Submit previous satisfactory field data to the Engineer showing the proposed mix design conforms to specification requirements when trial batches are not required and before concrete is placed. Perform preliminary and final trial batches for all self -consolidating concrete mix designs. 4.3.1. Preliminary Trial Batches. Perform all necessary preliminary trial batch testing when required, and provide documentation including mix design, material proportions, and test results substantiating the mix design conforms to specification requirements. 4.3.2. Final Trial batches. Make all final trial batches using the proposed ingredients in a mixer that is representative of the mixers to be used on the job when required. Make the batch size at least 50% of the mixer's rated capacity. Perform fresh concrete tests for air content and slump, and make, cure, and test strength specimens for compliance with specification requirements. Test at least one set of design strength specimens, consisting of 2 specimens per set, at 7 -day, 28 -day, and at least one additional age unless otherwise directed. Before placing, provide the Engineer the option of witnessing final trial batches, including the testing of the concrete. If not provided this option, the Engineer may require additional trial batches, including testing, before the concrete is placed. Conduct all testing listed in Table 11 when performing trial batches for self -consolidating concrete. Make an additional mixture with 3% more water than the preliminary trial batch. Make necessary adjustments to the mix design if this additional mixture does not meet requirements of Table 11. Cast and evaluate mock-ups for precast concrete that are representative of the actual product as directed. Provide the Engineer the option of witnessing final trial batches, including the testing of the concrete and the casting of the mock-ups before placement. If not provided this option, the Engineer may require additional trial batches, including testing and mock-ups, before the concrete is placed. Establish 7 -day compressive strength target values using the following formula for each Class A, B, and E concrete mix designs to be used: Targetvalue = Minimum designstrengthx 7 - dayavg Arial batch strength 28 - day avg.trial batch strength Submit previous satisfactory field data, data from a new trial batch, or other evidence sho4ng the change will not adversely affect the relevant properties of the concrete when changes are made to the type, brand, or source of aggregates, cement, SCM, water, or chemical admixtures. Submit the data for approval before making changes to the mix design. A change in vendor does not necessarily constitute a change in materials or source. The Engineer may waive new trial batches when there is a prior or record of satisfactory performance with the ingredients. During concrete production, dosage changes of chemical admixtures used in the trial batches will not require a re-evaluation of the mix design, 472 EXHIBIT 4 421 The Contractor has the option of performing trial batches in conjunction with concrete placements except for SCC mixtures, when new trial batches are required during the course of the project. If the concrete fails to meet any requirement, the Engineer will determine acceptability and payment adjustments. Establish the strength—maturity relationship in accordance with Tex -426-A when the maturity method is specified or permitted. When using the maturity method, any changes in any of the ingredients, including changes in proportions, will require the development of a new strength—maturity relationship for the mix. 43.1 Mix Design of Record. Once a trial batch or previously satisfactory field data substantiates the mix design, the proportions and mixing methods used become the mix design of record. Do not exceed mix design water - to -cement ratio. 4.4. Production Testing. 4.4,1 Aggregate Moisture Testing. Determine moisture content per Tex -409-A or Tex -425-A for coarse, intermediate, and fine aggregates at least twice a week, when there is an apparent change, or for new shipments of aggregate, When aggregate hoppers or storage bins are equipped with properly maintained electronic moisture probes for continuous moisture determination, moisture tests per Tex -409-A or Tex -425-A are not required. Electronic moisture probes, however, must be verified at least every 90 days against Tex -409-A and be accurate to within 1.0% of the actual moisture content. When producing SCC, and when aggregate hoppers or storage bins are not equipped with electric moisture probes, determine the moisture content of the aggregates before producing the first concrete batch each day. Thereafter, determine the moisture content every 4 hr, or when there is an apparent change while SCC is being produced, 4.42 Aggregate Gradation Testing, Perform a sieve analysis in accordance with Tex -401 -A on each stockpile used in the blend at least one day before producing GAG concrete when producing optimized aggregate gradation concrete. Perform sieve analysis on each stockpile after every 10,000 cubic yards of OAG concrete produced. Provide sieve analysis data to the Engineer. 4,5. Measurement of Materials. 4.5.1. Non -Volumetric Mixers. Measure aggregates by weight.. Correct batch weight measurements for aggregate moisture content. Measure mixing water, consisting of water added to the batch, ice added to the batch, water occurring as surface moisture on the aggregates, and water introduced in the form of admixtures, by volume or weight. Measure ice by weight. Measure cement and supplementary cementing materials in a hopper and on a separate scale from those used for other materials. Measure the cement first when measuring the cumulative weight. Measure concrete chemical admixtures by weight or volume. Measure batch materials within the tolerances of Table 12. Table 112 Mix Desion Batchina Tolerances—Non•Volumetric Mixers 1, wt -1 to +3 It, -1 to +3 t + S.�=Mcumulative weighing), M. -1 to +3 wt, or volume ±31 Coarse aggregate, wt I _t2 Fine + coarse agg_rfgaie weighing), wt. :0 ate w " e4�iA­ Chemical admixtures, wt. or volume ±3 1 ------ --- - --- 1 . Allowable deviation from target weight not including water withhetd or moisture in the aggregate, The Engineer will verify the water-lo-camentitious material ratio is within specified limits. Ensure the quantity measured, when measuring cementitious materials at less than 30% of scale capacity, is accurate to not less than the required amount and not more than 4% in excess, Ensure the cumulative quantity, when measuring aggregates in a cumulative weigh hatcher at less than 30% of the scale capacity, 473 EXHIBIT 4 421 is measured accurate to ±0.3% of scale capacity or ±3% of the required cumulative weight, whichever is less. Measure cement in number of bags under special circumstances when approved. Use the weights listed on the packaging. Weighing bags of cement is not required. Ensure fractional bags are not used except for small hand -mixed batches of approximately 5 cu, ft. or less and when an approved method of volumetric or weight measurement is used. 4,52 Volumetric Mixers. Provide an accurate method of measuring all ingredients by volume, and calibrate equipment to assure correct measurement of materials within the specified tolerances. Base tolerances on volume–weight relationship established by calibration, and measure the various ingredients within the tolerances of Table 13, Correct batch measurements for aggregate moisture content. Table 13 Mix Design Batching Tolerances—Volumetric Mixers I Cement, wt. % 0 to +4 SCM, wt. % 01o+4 Fine arin rea ate, wt.% ±2 Admixtures. wt. or volume % 1 ±3 4.6. Mixing and Delivering Concrete. 4.6.1 Mixing Concrete. Operate mixers and agitators within the limits of the rated capacity and speed of rotation for mixing and agitation as designated by the manufacturer of the equipment. Provide concrete in a thoroughly mixed and uniform mass with a satisfactory degree of uniformity when tested in accordance with Tex -472-A. Do not top -load new concrete onto returned concrete. Adjust mixing times and hatching operations as necessary when the concrete contains silica fume to ensure the material is completely and uniformly dispersed in the mix. The dispersion of the silica fume within the mix will be verified by the Construction Division, Materials and Pavements Section, using cylinders made from trial batches. Make necessary changes to the batching operations, if uniform dispersion is not achieved, until uniform and complete dispersion of the silica fume is achieved. Mix concrete by hand methods or in a small motor -driven mixer when permitted, for small placements of less than 2 cu. yd. For such placements, proportion the mix by volume or weight. 4.6.2. Delivering Concrete. Deliver concrete to the project in a thoroughly mixed and uniform mass, and discharge the concrete with a satisfactory degree of uniformity. Conduct testing in accordance with Tex -472-A when there is a reason to suspect the uniformity of concrete and as directed. Maintain concrete delivery and placement rates sufficient to prevent cold joints. Adding chemical admixtures or the portion of water withheld is only permitted at the jobsite, under the supervision of the Engineer, to adjust the slump or slump flow of the concrete. Do not add water or chemical admixtures to the batch after more than an amount needed to conduct slump testing has been discharged. Turn the drum or blades at least 30 additional revolutions at mixing speed to ensure thorough and uniform mixing of the concrete. When this water is added, do not exceed the approved mix design water-to- cementitious material ratio. Before unloading, furnish the delivery ticket for the batch of concrete containing the information required on Department Form 596, "Concrete Batch Ticket." The Engineer will verify all required information is provided on the delivery tickets. The Engineer may suspend concrete operations until the corrective actions are 474 EXHIBIT 4 421 implemented if delivery tickets do not provide the required information. The Engineer will verify the design water-to-cementitious material ratio is not exceeded. Begin the discharge of concrete delivered in truck mixers within the times listed in Table 14. Concrete may be discharged after these times provided the concrete temperature and slump meet the requirements listed in this Item and other pertinent Items. Perform these tests with certified testing personnel per Section 421.4,$.1., "Certification of Testing Personnel." Provide the Engineer the option of witnessing testing of the concrete. If not provided this option, the Engineer may require additional testing before the concrete is placed. Table 14 Fresh Concrete Max Time After Batching for I Max Time After Batching for Concrete Not Containing Concrete Containing Temperature, *F T-. P — T) Aelmivfr® —i. � T-. P — r% Ar{ M,- I —;. 90 and above-_ 45 75 75 :�- T < 90 60 90 T < 75 90 120 1. Concrete must contain at least the minimum manufacturer's recommended c Type B or D admixture. 4.7. Placing, Finishing, and Curing Concrete. Place, finish, and cure concrete in accordance with the pertinent Items. 4.8. Sampling and Testing of Concrete. Unless otherwise specified, all fresh and hardened concrete is subject to testing as follows: 4.8.1 Certification of Testing Personnel. Contractor personnel performing testing must be either ACI -certified or qualified by a Department -recognized equivalent written and performance testing program for the tests being performed. Personnel performing these tests are subject to Department approval Use of a commercial laboratory is permitted at the Contractor's option. All personnel performing testing using the maturity method must be qualified by a training program recognized by the Department before using this method on the job. 4.8.2. Fresh Concrete. Provide safe access and assistance to the Engineer during sampling. Fresh concrete will be sampled for testing at the discharge end if using belt conveyors or pumps. When it is impractical to sample at the discharge end, a sample will be taken at the time of discharge from the delivery equipment and correlation testing will be performed and documented to ensure specification requirements are met at the discharge end. 4.8.3. Testing of Fresh Concrete. Test for the fresh properties listed in Table 15. Table 15 Tests Test Methods Slump, Tex -415-A Temperature' Tex -422 -A Air Gontent2 Tex -414-A, Tex -416-A or ASTM 0457 ll. Job -control testing performed by the Contractor. 2, Only required during concrete trial batch when air -entrained concrete is specified on the plans. Concrete with a slump lower than the minimum placement slump in Table 9 after the addition of all water withheld, or concrete exhibiting segregation and excessive bleeding may be rejected. When SCC exceeds the maximum placement slump flow or VSI rating, the Engineer will immediately resample and retest the concrete slump flow and VSI rating. If the concrete exceeds the maximum placement slump flow or VSI rating after the retest, the concrete will be rejected. 4.8-3-1. Job -Control Testing, Perform job -control concrete temperature and slump testing as specified in Table 16 unless otherwise specified. Provide the Engineer the opportunity to witness the testing. The, Engineer may 475 4.8.3,2. 61 W 5.2 M EXHIBIT 4 require a retest if not given the opportunity to witness. Immediately notify the Engineer of any concrete temperature or slump nonconformity issues. Furnish a copy of all test results to the Engineer daily. Table 16 Bridge Deck Placements All Other Structural Class Concrete Placements Non -Structural Class Concrete Placements Test the first few loads, then every fifth One test every 60 cu, yd. or fraction thereof. One test every 180 cu. yd. or fractio thereof. 421 Immediately resample and retest the concrete slump when the concrete exceeds the slump range at time of placement. If the concrete exceeds the slump range after the retest, and is used at the Contractor's option, the Engineer will make strength Specimens as specified in Article 421.5., "Acceptance of Concrete." Strength Specimen Handling. Remove specimens from their molds and deliver Department test specimens to curing facilities within 24 to 48 hr. after molding, in accordance with pertinent test procedures unless otherwise shown on the plans or directed. Clean and prepare molds for reuse if necessary. F-IT99 TJ1 EI NO F: [IT; F907, W *TI: " _2 The Engineer will sample and test the fresh and hardened concrete for acceptance, The test results will be reported to the Contractor and the concrete supplier. Investigate the quality of the materials, the concrete production operations, and other possible problem areas to determine the cause for any concrete that fails to meet the required strengths as outlined below. Take necessary actions to correct the problem including redesign of the concrete mix. The Engineer may suspend all concrete operations under the pertinent Items if the Contractor is unable to identify, document, and correct the cause of the low strengths in a timely manner. Resume concrete operations only after obtaining approval for any proposed corrective actions. Concrete failing to meet the required strength as outlined below will be evaluated using the procedures listed in Article 421.6., "Measurement and Payment." Structural Concrete. For concrete classes identified as structural concrete in Table 8, the Engineer will make and test 7 -day and 28 -day specimens. Acceptance will be based on attaining the design strength given in Table 8. Class P and Class HES. The Engineer will base acceptance in accordance with Item 360:, "Concrete Pavement," and Item 361, 'Repair of Concrete Pavement." All Other Concrete. For concrete classes not identified as structural concrete in Table 8, the Engineer will make and test 7 -day specimens, The Engineer will base acceptance on the 7 -day target value established in accordance with Section 421.4.3,, "Concrete Trial Batches." I, NFURVIVAL 1-W 111119-11 NUMIRTN"I" The work performed, materials furnished, equipment, labor, tools, and incidentals will not be measured or paid for directly but will be subsidiary to pertinent Items. The following procedure will be used to evaluate concrete where one or more project acceptance test specimens fail to meet the required design strength specified in this item or on the plans: a The concrete for a given placement will be considered structurally adequate and accepted at full price if the average of all test results for specimens made at the time of placement meets the required design strength provided no single test result is less than 85% of the required design strength. ■ The Engineer will perform a structural review of the concrete to determine its adequacy to remain in service if the average of all test results for specimens made at the time of placement is less than the required design strength or if any test results are less than 85% of the required design strength. If the in - EM EXHIBIT 4 421 situ concrete strength is needed for the structural review, take cores at locations designated by the Engineer in accordance with Tex -424-A. The Engineer will test the cores. The coring and testing will be at the Contractor's expense. • If all of the tested cores meet the required design strength, the concrete will be paid for at full price. • If any of the tested cores do not meet the required design strength, but the average strength attained is determined to be structurally adequate, the Engineer will determine the limits of the pay adjustment using the following formula: 7 A 1� —� 5 111 .37 +11.69 5.32 I ( ) N— I where: A = Amount to be paid per unit of measure for the entire placement in question S,, = Actual average strength from cylinders or cores. Use values from cores, if taken. S,, = Minimum required strength (specified) Bp Unit Bid Price • If the structural review determines the concrete is not adequate to remain in service, the Engineer will determine the limits of the concrete to be removed. • The decision to reject structurally inadequate concrete or to apply the pay adjustment factor will be made no later than 56 days after placement. 477 EXHIBIT 4 DWI Item 422 Concrete Superstructures 0 410r'.PTonvo ion W*T&i1aW Construct reinforced concrete bridge slabs, decks, flat slabs, slab and girder units (pan formed), approach slabs, or other bridge superstructure elements as indicated. 2. MATERIALS 2.1. Concrete. Provide concrete conforming to Item 421, "Hydraulic Cement Concrete," Provide Class S or S (HPC) concrete for all cast -in-place concrete unless otherwise shown on the plans. Provide the class of concrete for precast components indicated on the plans or in pertinent governing Items, 2.2. Reinforcing Steel, Provide reinforcing steel in accordance with Item 440, "Reinforcement for Concrete," 2.3. Structural Grout, Provide grout in accordance with IDMS -4675, "Cementitious Grouts and Mortars for Miscellaneous Applications" or as indicated on the plans, 2.4. Expansion Joint Material. Provide materials in accordance with DMS -6310, "Joint Sealants and Fillers," • Provide preformed bituminous fiber expansion joint material unless indicated otherwise. • Provide a Class 4, 5, or 7 low -modulus silicone sealant unless otherwise directed. • Provide asphalt board that conforms to dimensions shown on the plans, • Provide re -bonded neoprene filter that conforms to the dimensions shown on the plans. 2.5. Foam Bedding Strips for Prestressed Concrete Panels, Use extruded polystyrene conforming to ASTM 0578, Type VI (40 psi compressive strength) or as specified. Provide a manufacturer's certification or data sheet stating the foam meets these requirements. Use an adhesive or bonding agent compatible with polystyrene as recommended by the polystyrene manufacturer. 2.6. Evaporation Retardants. Provide evaporation retardants in accordance with DMS -4650, "Hydraulic Cement Concrete Curing Materials and Evaporation Retardants." 2.7. Curing Materials. Provide membrane curing compounds in accordance with LMS -4650, "Hydraulic Cement Concrete Curing Materials and Evaporation Retardants," Provide cotton mats that consist of a filling material of cotton "bat" or "bats" (at least 12 oz. per square yard) completely covered with unsized cloth (at least 6 oz. per square yard) stitched longitudinally with continuous parallel rows of stitching spaced at less than 4 in., or tuft both longitudinally and transversely at intervals less than 3 in. Provide cotton mats that are free from tears and in good general condition. Provide a flap at least 6 in. wide consisting of 2 thicknesses of the covering and extending along one side of the mat. Provide polyethylene sheeting that is at least 4 mils, thick and free from visible defects. Provide opaque white sheeting when the ambient temperature during curing exceeds 90*F. Provide burlap -polyethylene mats made from burlap impregnated on one side with a film of opaque white pigmented polyethylene, free from visible defects. Provide laminated mats that have at least one layer of an impervious material such as polyethylene, vinyl plastic, or other acceptable material (either as a solid sheet or impregnated into another fabric) and are free of visible defects. 478 EXHIBIT 4 NN Provide burlap material which complies with AASHTO M 182, Class 3 (10 oz, per square yard) with the following additions: • Manila hemp may also be used to make burlap. • Do not use burlap fabricated from bags, • Do not use burlap containing any water soluble ingredient which will retard the setting time of concrete. Provide used burlap complying with the requirements stated above, and that only has been used previously for curing concrete. "Like new" cleanliness is not expected, but contamination with any substance foreign to the concrete curing process, such as grease or oil, will be cause for rejection, 2.8. Epoxy. Provide epoxy materials that conform to DMS -6100, "Epoxies and Adhesives," unless otherwise specified. E*11AW TJ Mill►1111 3.1. Fogging Equipment. Use fogging equipment that can apply water in a fine mist, not a spray. Produce the fog using equipment that pumps water or water and air under high pressure through a suitable atomizing nozzle. Use hand-held mechanical equipment portable enough to use in the direction of any prevailing wind and adaptable for intermittent use to prevent excessive wetting of the concrete. 3.2. Transporting and Placing Equipment. Use appropriate transporting and placing equipment such as buckets, chutes, buggies, belt conveyors, pumps, or other equipment as necessary. Do not transport or convey concrete through equipment made of aluminum. Use carts with pneumatic tires for carting or wheeling concrete over newly placed slabs. Use tremies that are watertight to control the fall of concrete and of large enough diameter to allow the placement of the concrete but less than 14 in, in diameter. Use pumps with lines at least 5 in. inside diameter (I.D.) where Grade 2 or smaller coarse aggregate is used and at least 8 in. I.D. for Grade I coarse aggregate. 3,3, Vibrators. Use immersion -type vibrators for consolidation of concrete. Provide at least 1 standby vibrator for emergency use. Furnish vibrator head covered by a rubberized or elastomeric cover when used near epoxy coated reinforcing steel, 3.4. $creeds and Work Bridges for Bridge Slabs. Use a self-propelled transverse screed or a mechanical longitudinal screed for bridge slabs. Use transverse screeds that are able to follow the skew of the bridge for skews greater than 15' unless otherwise approved. Equip transverse screeds with a pan float. Manually operated screeding equipment may be used if approved for top slabs of culverts, small placements, or unusual conditions. Use screeds that are rigid and heavy enough to hold true to shape and have sufficient adjustments to provide for the required camber or section. Equip the screeds, except those of the roller drum type, with metal cutting edges. Use sufficient work bridges for finishing operations for bridge slabs. Mount a carpet drag to a work bridge or a moveable support system that can vary the area Of carpet in contact with the concrete. Use carpet pieces long enough to cover the entire width of the placement. Splice or overlap the carpet as necessary. Ensure enough carpet is in contact longitudinally with the concrete being placed to provide the desired surface finish. Use artificial grass -type carpeting with a molded polyethylene pile face with a blade length between 5/8 and 1 in. and minimum weight of 70 oz. per square yard. Ensure the carpet has a strong, durable backing not subject to rot and the facing is adequately bonded to the backing to withstand the intended use. A burlap drag, attached to the pan float on a transverse screed, may be used instead of the carpet drag. 3.5, Temperature Recording Equipment, Use strip chart temperature recording devices, recording maturity meters in accordance with Tex -426-A, or other approved devices that are accurate within t2°F within the range of 32°F to 212°F, 479 EXHIBIT 4 `w 3.6. Artificial Heating Equipment. Use artificial heating equipment as necessary for maintaining the concrete temperatures as specified in Section 422.4.6.11., "Placing Concrete in Cold Weather," 3.7. Sawing Equipment. Use sawing equipment capable of cutting grooves in completed bridge slabs and top slabs of direct traffic culverts. Provide grooves that are 1/8 to 3/16 in. deep, nominally 1/8 in. wide, and spaced at 1 in. Use sawing equipment capable of cutting grooves in hardened concrete within 18 in. of the barrier rail or curb. 3.8, Spraying Equipment. Use mechanically powered pressure sprayers with appropriate atomizing nozzles for the application of membrane curing. Mechanically driven spraying equipment, adaptable to the rail system used by the screeds, may be used for applying membrane curing to bridge slabs. Use hand -pressurized spray equipment equipped with 2 or 3 fan -spray nozzles if approved. Ensure the spray from each nozzle overlaps the spray from adjacent nozzles by approximately 50%. 3.9. Concrete Testing Equipment. Provide testing equipment for the Engineer's use in accordance with Section 421.3.3., "Testing Equipment." Obtain approval for proposed construction methods before starting work. Approval of construction methods and equipment does not relieve the Contractor's responsibility for safety or correctness of methods, adequacy of equipment, or completion of work in full accordance with the Contract. Attend the pre - construction (pre -pour) meetings for bridge slabs conducted by the Engineer. Provide and obtain approval for proposed finishing methods, interim curing methods, and final curing methods. Unless otherwise shown on the plans, it is the Contractor's option to perform testing on structural concrete (structural classes of concrete are identified in Table 8 of Section 421,4.1,, "Classification of Concrete Mix Designs,") to determine the in-situ strength to address the schedule restrictions listed below. The Engineer may require the Contractor to perform this testing for concrete placed in cold weather. Make enough test specimens for Contractor -performed testing to ensure strength requirements are met for the operations listed below. Make at least 1 set of test specimens for each element cast each day. Cure these specimens under the same conditions as the portion of the structure involved for all stages of construction. Ensure safe handling, curing, and storage of all test specimens. Provide testing personnel, and sample and test the hardened concrete in accordance with Section 421.4.8., "Sampling and Testing of Concrete." The maturity method, Tex -426-A, may be used for in-situ strength determination for schedule restrictions if approved. Coring will not be allowed for in-situ strength determination for schedule restrictions. Provide the Engineer the opportunity to witness all testing operations. Report all test results to the Engineer. If the Contractor does not wish to perform schedule restriction testing, the Engineer's 7 -day lab -cured tests, performed in accordance with Article 421.5., "Acceptance of Concrete," will be used for schedule restriction determinations. The Engineer may require additional time for strength gain to account for field curing conditions such as cold weather, 4.1. Schedule Restrictions and Inspection Hold -Points. 4.1.1. Placement of Superstructure Members. Place or cast superstructure members after the substructure concrete has attained a compressive strength of 3,000 psi. 4.1.2. Longitudinal Screeding of Bridge Slabs. Place,a longitudinal screed directly on previously placed concrete slabs to check and grade an adjacent slab only after the previously placed slab has aged at least 24 hr. Place and screed the concrete after the previously placed slabs have aged at least 48 hr. Maintain curing of the previously placed slabs during placement. 4.1.3. Staged Placement of Bridge Slabs on Continuous Steel Units. Ensure the previously placed concrete attains a compressive strength of 3,000 psi when staged placement of a slab is required or used before ME EXHIBIT 4 422 placing the next stage placement. Multiple stages may be placed in a single day if approved by the Engineer of Record. 4.1 A. Storage of Materials on the Structure. Obtain approval to store materials on completed portions of a structure once a compressive strength of 3,000 psi has been attained. Maintain proper curing if materials will be stored on structures before completion of curing. 4.1.5. Placement of Equipment and Machinery. Do not place erection equipment or machinery on the structure until the concrete has attained the design strength specified in Section 421.4.1., "Classification of Concrete Mix Designs," unless otherwise approved. 4.1.6. Carting of Concrete Cart, wheel, or pump concrete over completed slabs after the completed concrete has attained a compressive strength of 3,000 psi. Maintain curing during these operations. 4.13. Placing Bridge Rails. Reinforcing steel and concrete for bridge rails may be placed on bridge slabs once the slab concrete has attained a compressive strength of 3,000 psi, Ensure the slab concrete has attained its design strength specified in Section 421,41., "Classification of Concrete Mix Designs," before placing railing concrete if slipforming methods are used for failing concrete. 4.1.8. Opening to Construction Traffic. Bridges may be opened to all construction traffic when the design strength specified in Section 421.4.1., "Classification of Concrete Mix Designs," has been attained if curing is maintained. Avoid crossing bridges at high speeds until railing concrete, if present, has attained a compressive strength of 3,000 psi. 4.1.9. Opening to Full Traffic. Bridges may be opened to the traveling public when the design strength specified in Section 421.4.1., "Classification of Concrete Mix Designs," has been attained for all structural elements including railing subject to impact from traffic and when curing has been completed for all slabs. Obtain approval before opening bridges to the traveling public. 4110, Inspection Hold -Points, Notify Engineer of progress of work and when work is complete before beginning next stage of work. ■ Beam erection and bracing ■ Formwork, including setting of precast panels ■ Placing reinforcing steel ■ Screed dry run and pre -pour clear cover checks • Attend pre -pour meeting conducted by the Engineer ■ Post -curing crack inspection 4.2. Forms. Submit forming plans for decks or slabs on beams or girders, overhangs, cast -in-place spans, and bracing systems for girders when the overhang exceeds 3 ft. 6 in. Submit similar plans for other units of the superstructure as directed. Show all essential details of proposed forms and bracing. Have a licensed professional engineer design, seal, and sign these plans. Department approval is not required, but the Department reserves the right to request modifications to the plans. The Contractor is responsible for the adequacy of these plans. Design job -fabricated formwork assuming a weight of 150 pcf for concrete, and include a minimum liveload allowance of 50 psf of horizontal surface of the form. Do not exceed 125% of the allowable stresses used by the Department for the design of structures. Use conventional forms, permanent metal deck forms, or prestressed concrete panels for slabs on beams or girders unless indicated otherwise. Use permanent metal deck forms or conventional forms for thickened slabs, diaphragms, or other regions as shown on the plans where prestressed concrete panels are not used. Provide prestressed concrete panels as shown on the plans and in accordance with item 424, "Precast Concrete Structural Members (Fabrication)." Provide copies of the precast panel layout drawings from the panel fabricator. ME EXHIBIT 4 422 Use only material that is inert, non -biodegradable, and nonabsorptive for forms to be left in place. Overhang form supports that transmit a horizontal force to a steel girder or beam or to a prestressed concrete beam are permitted provided a satisfactory structural analysis has been made of the effect on the girder or beam as indicated in the submitted formwork plans. Use beam bracing as indicated on the plans when overhang brackets are used on prestressed concrete beam spans with slab overhangs not exceeding 3 ft. 6 in. Provide and design additional support or bracing for the outside beams regardless of the type of beam used for spans with overhangs exceeding this amount. Attachment of forms or screed supports for bridge slabs to steel I -beams or girders may be by welding subject to the following requirements: • Do not weld to tension flanges or to areas indicated on the plains. • Weld in accordance with Item 448, "Structural Field Welding," When setting forms of any type take into account: • deflections due to cast -in-place slab concrete and railing shown in the dead load deflection diagram, r differential beam or girder deflections due to skew angles and the use of certain stay -in-place slab forming systems, and ■ deflection of the forming system due to the wet concrete. Securely stake forms to line and grade and maintain in position for bridge approach slabs. Rigidly attach inside forms for curbs to the outside forms. Construct all forms to permit their removal without marring or damaging the concrete. Clean all forms and footing areas of any extraneous matter before placing concrete. Provide openings in forms if needed for the removal of laitance or foreign matter. Treat the facing of all forms with bond -breaking coating of composition that will not discolor or injuriously affect the concrete surface. Take care to prevent coating of the reinforcing steel. Complete all preparatory work before placing concrete. 4.2.1. Precast Panels. Profile each beam to determine the actual camber or sag of the beams before placing panels. Adjust the profile grade line, panel elevation, and bearing seat elevations as needed to obtain the required cover over the slab reinforcement and slab thickness while maintaining ride quality. Make adjustments over suitable increments when a profile grade line adjustment is necessary, depending on span lengths, so the revised grade line will produce a uniform profile and good riding qualities. Obtain approval for the grade adjustments before placement. Consider actual beam camber in adjacent spans or slab placements when adjusting the grade line. Inspect each panel before being placed for cracks and other damage. Refer to Section 424.4,3.1,, "Defects and Breakage," for rejection criteria due to cracking and other damage. 4,2.2. Permanent Metal Decking, Submit signed and sealed design calculations in addition to the required formwork drawings. Design and install formwork in accordance with the plans and formwork drawings. The plans will govern in cases where the plans and the formwork drawings conflict. 4.2.3 Conventional Forms. Provide properly seasoned good -quality lumber free from imperfections that would affect its strength or impair the finished surface of the concrete. Provide timber or lumber that meets or exceeds the requirements for species and grade in the submitted formwork plans. Maintain forms or form lumber that will be reused so that it stays clean and in good condition. Do not use any lumber that is split, warped, bulged, or marred or that has any defect that will produce inferior work; remove such lumber from the work. EWA EXHIBIT 4 M Use plywood at least 314 in. thick. Use plywood for forming surfaces that remain exposed that meets the requirements for B -B Plyform Class I or Class 11 Exterior of the U.S. Department of Commerce Voluntary Product Standard PS 1. Space studs and joists so that the facing form material remains in true alignment under the imposed loads Place forms with the form panels symmetrically (long dimensions set in the same direction) for surfaces exposed to view and receiving only an ordinary surface finish as defined in Section 420.4.13., "Ordinary Surface Finish." Make horizontal joints continuous. Make molding for chamfer strips or other uses of materials of a grade that will not split when nailed and can be maintained to a true line without warping. Dress wood molding on all faces. Fill forms at all sharp comers and edges with triangular chamfer strips measuring 3/4 in. on the sides unless otherwise shown on the plans. 43. Placing Reinforcement. Place reinforcement as provided in Item 440, 'Reinforcement for Concrete." Do not weld reinforcing steel supports to 1 -beams or girders or to reinforcing steel except where shown on the plans. 4.4. Drains. Install and construct weep holes and roadway drains as shown on the plans. 4.5. Extending Existing Slabs. Verify pertinent dimensions and elevations of the existing structure before ordering any required materials. 4,51, Removal. Remove portions of the existing structure to the lines and dimensions shown on the plans or as directed. Dispose of these materials as shown on the plans or as directed. Remove any metal railing without damaging it, and stack it neatly on the right of way at locations that do not interfere with traffic or construction or at locations shown on the plans. All removed metal railing remains the property of the Department unless otherwise shown on the plans. Repair any portion of the remaining structure damaged as a result of the construction. Do not use explosives to remove portions of the existing structure unless approved in writing. Do not use a demolition ball, other swinging weight, or impact equipment unless shown on the plans. Use pneumatic or hydraulic tools for final removal of concrete at the "break" line. Use removal equipment, as approved, that will not damage the remaining concrete, 4.52 Reuse of Removed Portions of Structure. Detach and remove all portions of the old structure that are to be incorporated into the extended structure to the lines and details as specified on the plans or as directed. Move the unit to be reused to the new location specified using approved methods. Place the reinforcement and extension concrete according to the plan details. 4,5.3. Breaking Back Bridge Slabs. Saw the top surface of the slab for bridge slabs and direct traffic slabs of box culverts along the "break" line to a depth of 1/2 in. before breaking back. Do not cut the reinforcement at the "break" line. Sever the concrete at the "break" line. Do not damage the remaining reinforcement within 1 lap length of the "break" line during removal of the designated portion of the existing structure. 4.5.4. Splicing Reinforcing Steel. Splice new reinforcing bars to exposed bars in the existing structure using lap splices in accordance with Item 440, "Reinforcement for Concrete," unless otherwise shown on the plans. The new reinforcing steel does not need to be tied to the existing steel where spacing or elevation does not match that of the existing steel provided the lap length is attained. Weld in accordance with Item 448, "Structural Field Welding," when welded splices are permitted. Install any required dowels in accordance with Section 422.4.6,10., "Installation of Dowels and Anchor Bolts." 4.5.5. Concrete Preparation. Roughen and clean concrete surfaces that are in contact with new construction before the placing of forms. Prepare these construction joint surfaces in accordance with Section 422.4.6.7,, "Construction Joints." 4.6. Placing Concrete. Do not place concrete unless approval is obtained for the hold -point inspections as outlined in Section 422.4. 1.10., "Inspection Hold -Points" and the pre -pour meeting has been conducted. Give the Engineer sufficient advance notice before placing concrete in any unit of the structure to permit the final inspection of forms, reinforcing steel placement, and other preparations. Obtain approval for proposed curing ME EXHIBIT 4 422 methods based on forecast weather conditions for the expected duration of the pour and use the evaporation rate nomograph as mentioned below to determine the required curing options. Follow the sequence of placing concrete shown on the plans or specified. Do not place concrete when impending weather conditions would impair the quality of the finished work, Place concrete in early morning or at night or adjust the placement schedule for more favorable weather if conditions of wind, humidity, and temperature are such that concrete cannot be placed without the potential for plastic shrinkage cracking. Consult the evaporation rate nomograph in the Portland Cement Association's Design and Control of Concrete Mixtures or the evaporation rate spreadsheet available on the Department's website for shrinkage cracking potential, Adequately illuminate the entire placement site when mixing, placing, and finishing concrete in non -daylight hours as approved. Furnish adequate shelter to protect the concrete against damage from rainfall or from freezing temperatures as outlined in this Item if changes in weather conditions require protective measures after work starts. Continue operations during rainfall only if approved. Use protective coverings for the material stockpiles. Cover aggregate stockpiles only to the extent necessary to control the moisture conditions in the aggregates. Allow at least 1 curing day after the concrete has achieved initial set before placing strain on projecting reinforcement to prevent damage to the concrete. 4.6.1. Placing Temperature. Place superstructure concrete only when its temperature at the time of placement is between 50°F and 85°F. Increase the minimum placement temperature to 604F if Ground Granulated Blast Furnace (GGBF) slag is used in the concrete. 4.6.2. Transporting Time. Begin the discharge of concrete delivered in truck mixers within the times listed in Table 14 of Item 421, "Hydraulic Cement Concrete." 4.6.3, Workability of Concrete. Place concrete with a slump as specified in Section 421 .4.2.5., "Slump," Placing concrete with slump exceeding maximum specified may result in bridge deck cracking and be subject to Section 422.4.10., "Defective Work.' Water may be added to the concrete before discharging any concrete from the truck to adjust for low slump provided the maximum mix design water -cement ratio is not exceeded. Mix concrete after introduction of any additional water or chemical admixtures in accordance with Section 421.4.6., "Mixing and Delivering Concrete." Do not add water or chemical admixtures after any concrete has been discharged. 4.64. Transporting Concrete. Use a method and equipment capable of maintaining the rate of placement shown on the plans or required by this Item to transport concrete to the forms. Transport concrete by buckets, chutes, buggies, belt conveyors, pumps, or other methods. Protect concrete transported by conveyors from sun and wind to prevent loss of slump and workability, Shade or wrap with wet burlap pipes through which concrete is pumped as necessary to prevent loss of slump and workability. Arrange and use chutes, troughs, conveyors, or pipes so the concrete ingredients will not be separated. Terminate such equipment in vertical downspouts, when necessary, to prevent segregation, Extend open troughs and chutes, if necessary, down inside the forms or through holes left in the forms. Keep all transporting equipment clean and free from hardened concrete coatings. Discharge water used for cleaning clear of the concrete. 4,6.5 Preparation of Surfaces. Thoroughly wet all forms, prestressed concrete panels, T -beams, slab beams, and concrete box beams on which concrete is to be placed before placing concrete on them. Remove free water from the surface or beam lines before placing concrete. Provide surfaces that are in a moist, saturated surface -dry condition when concrete is placed on them. 484 EXHIBIT 4 DE Ensure the subgrademfoundation iemoist before placing concrete for bridge approach slabs. 4.8 6, Expansion Joints. Construct joints and devices toprovide for expansion and contraction |narnordance with plan details and the requirements of this Section and Item 454, "Bridge Expansion Joints," Prevent bridging of concrete or mortar around expansion joint material in bearings and expansion joints. Use forms adaptable to loosening or early removal in construction of all open joints and joints tohefilled with expansion joint material. Loosen these forms aasoon aopossible after final concrete set topermit free movement of the span without requiring full form removal and avoid expansion or contraction damage to the adjacent concrete. ' Provide preformed fiberjoint material or a high density foarn in the vertical joints of the roadway slab, curb, median, or sidewalk when the plans show a Type A joint, and fill the top I in. with the specified joint sealing material unless noted otherwise, Install the sealer in accordance with Item 430."Cleaning and Sealing Jminta,"and the manufacturer's recommendations. Use light wire or nails to anchor any preformed fiberjoint material to the concrete on 1 side of the joint. Ensure that finished joints conform to the plan details with the concrete sections completely separated bythe specified mpen im0nrjnintmaterial . Remove all concrete within the joint opening soon after form removal and again where necessary after surface finishing *oensure full effectiveness ufthe expansion joint, 4.6I Construction Joints. Aconstruction joint iaformed byplacing plastic concrete indirect contact with concrete that has attained its initial set. Monolithic placement means the manner and sequence nfconcrete placing does not create aconstruction joint. Make construction joints of the type and at the locations shown onthe plans, Donot make joints in bridge slabs not shown onthe plans unless approved. Additional joints in other members are not permitted without approval. Place authorized additional joints using details equivalent tothose shown omthe plans for joints in simiVmriomallonu. Make construction joints square and normal to the forms unless otherwise required. Use bulkheads in the forms for all vertical joints, Thoroughly clean the hardened concrete surface of all loose material, laitance, did, and foreign matter, and saturate kwith water. Remove all free water and moisten the surface before concrete orbonding grout io placed against it. Ensure the surface of the existing concrete is in a saturated surface -dry (SSD) condition just before placing subsequent concrete. Pmvet the existing concrete bypending water nmthe surface for 24 hr. before placing subsequent concrete. Use high-pressure water blasting to achieve SSD conditions 15 ho3Umin. before placing the concrete 0ponding ianot possible. AmSSD condition ioachieved when the surface remains damp when exposed tosunlight for 15min. Draw forms tight against the existing concrete to avoid mortar loss and offsets at joints. Bonding agents are not required unless indicated otherwise. Coat the joint surface with bonding mortar, grout, epoxy, mother material as indicated onthe plans or other Items §abonding agent is required. Provide Type V epoxy per DMS -61 00, "Epoxies and Adhesives," for bonding fresh concrete tohardened concrete. Place the bonding epoxy on a clean, dry surface, and place the fresh concrete while the epoxy is still tacky. Place bonding mortar orgrout nmmsurface that isSSD, and place the concrete before the bonding mortar mr grout dries, Place other bonding agents inaccordance with the manufacturer's recommendations, 4�G.8, Handling and Placing, Minimize segregation of the concrete and displacement of the reinforcement when Elm EXHIBIT 4 422 Do not allow concrete to free -fall more than 5 ft. Remove any hardened concrete splatter ahead of the plastic concrete. Fill each part of the forms by depositing concrete as near its final position as possible. Do not deposit large quantities at one point and run or work the concrete along the forms. Avoid cold joints in a monolithic placement, Sequence successive layers or adjacent portions of concrete so they can be vibrated into a homogeneous mass with the previously placed concrete before it sets. 4.6.9, Consolidation, Carefully consolidate concrete and flush mortar to the form surfaces with immersion type vibrators. Do not use vibrators that operate by attachment to forms or reinforcement except where approved on steel forms. Vibrate the concrete immediately after deposit. Systematically space points of vibration to ensure complete consolidation and thorough working of the concrete around the reinforcement, embedded fixtures, and into the corners and angles of the forms. Insert the vibrator vertically where possible except for slabs where it may be inserted in a sloping or horizontal position. Vibrate the entire depth of each lift, allowing the vibrator to penetrate several inches into the preceding lift. Do not use the vibrator to move the concrete to other locations in the forms. Do not drag the vibrator through the concrete. Thoroughly consolidate concrete along construction joints by operating the vibrator along and close to but not against the joint surface. Continue the vibration until the concrete surrounding reinforcements and fixtures is completely consolidated. Hand -spade or rod the concrete if necessary to ensure flushing of mortar to the surface of all forms. Concentrate vibration efforts along the beams lines when precast concrete panels are used for deck construction. 4.6.10. Installation of Dowels and Anchor Bolts, Install dowels and anchor bolts by casting them in-place or by grouting with grout, epoxy, or epoxy mortar unless noted otherwise. Form or drill holes for grouting. Use only epoxy when installing horizontal dowels into the edges of slabs. Follow the manufacturer's recommended installation procedures for pre-packaged grout or epoxy anchor systems. Test anchors if required on the plans or by other Items. Drill holes for anchor bolts to accommodate the bolt embedment required by the plans. Make holes for dowels at least 12 in. deep unless otherwise shown on the plans. Make the hole diameter at least twice the dowel or bolt diameter, but the hole need not exceed the dowel or bolt diameter plus 1-112 in. when using cementitious grout or epoxy mortar. Make the hole diameter 1116 to 114 in. greater than the dowel or bolt diameter when using neat epoxy unless indicated otherwise by the epoxy manufacturer. Thoroughly clean holes of all loose material, oil, grease, or other bond -breaking substance, and blow them clean with filtered compressed air. Use a wire brush followed by oil -free compressed air to remove all loose material from the holes, repeating as necessary until no more material is removed. Ensure holes are in a surface -dry condition when epoxy type materials are used and in a surface -moist condition when cementitious grout is used. Develop and demonstrate for approval a procedure for cleaning and preparing the holes for installation of the dowels and anchor bolts. Completely fill the void between the hole and dowel or bolt with grouting material. Follow exactly the requirements for cleaning outlined in the product specifications for pre-packaged systems. Provide a Type III epoxy per DMS -61 0,0, "Epoxies and Adhesives," when neat epoxy is used for anchor bolts or dowels. Provide Type Vill epoxy per DMS -6100, "Epoxies and Adhesives," when an epoxy grout is used. Provide grout, epoxy, or epoxy mortar as the binding agent unless otherwise indicated on the plans. Provide other anchor systems as required on the plans. 4.6,11, Placing Concrete in Cold Weather. Protect concrete placed under weather conditions where weather may adversely affect results. Permission given by the Engineer for placing during cold weather does not relieve the Contractor of responsibility for producing concrete equal in quality to that placed under normal conditions. If concrete placed under poor conditions is unsatisfactory, remove and replace it as directed at Contractors expense. EM, EXHIBIT 4 422 Do not place concrete in contact with any material coated with frost or with a temperature of 32°F or lower. Do not place concrete when the ambient temperature in the shade is below 40°F and falling unless approved. Place concrete when the ambient temperature in the shade is at least 36°F and rising or above 40°F. Provide and install recording thermometers, maturity meters, or other suitable temperature measuring devices to verify all concrete is effectively protected. Maintain the temperature of the top surface of bridge slabs and top slabs of direct traffic culverts at 60°F or above for 72 hr. from the time of placement and above 40*F for an additional 72 hr. Use additional covering, insulated forms, or other means and, if necessary, supplement the covering with artificial heating. Avoid applying heat directly to concrete surfaces. Cure as specified in Section 422,4.8., "Final Curing," during this period until all requirements for curing have been satisfied. Have on hand all necessary heating and covering material, ready for use, before permission is granted to begin placement when impending weather conditions indicate the possible need for temperature protection. Distress caused by concrete drying out as a result of delayed set and strength gain associated with cold weather are a result of the Contractor's actions and are subject to repair in accordance with Section 422.4.10,, "Defective Work," 4.6.12. Placing Concrete in Hot Weather. Use an approved Type B or D set retarding agent in all concrete for superstructures and top slabs of direct traffic culverts, except concrete containing GGBF slag, when the temperature of the air is above 85'F unless otherwise directed. Keep the concrete at or below the maximum temperature at time of placement as specified above. Sprinkle and shade aggregate stockpiles or use ice, liquid nitrogen systems, or other approved methods as necessary to control the concrete temperature, 4.6.13. Placing Concrete in Superstructure. Place simple span bridge slabs without transverse construction joints by using either a self-propelled transverse finishing machine or a mechanical longitudinal screed unless otherwise shown on the plans. Use of manually operated screeding equipment may be permitted for small placements or for unusual conditions such as narrow widening, variable cross slopes, or transitions. Support the screed adequately on a header or rail system stable enough to withstand the longitudinal or lateral thrust of the equipment. Adjust the profile grade line as necessary to account for variations in beam camber and other factors to obtain the required slab thickness and concrete cover over the slab reinforcement. Set beams and verify their surface elevations in a sufficient number of spans so that when adjustment is necessary, the profile grade line can be adjusted over suitable increments to produce a smooth riding surface. Take dead load deflection into account in setting the grades of headers and rail systems. Use construction joints, when required or permitted for slab placements on steel or prestressed concrete beams, as shown on the plans. Release falsework under the spans before placing concrete on steel girder or truss spans, and swing the spans free on their permanent supports. Provide additional camber to offset the initial and final deflections of the span as indicated on the plans for concrete flat slab, concrete slab, and girder spans cast -in-place on falsework. Provide camber of approximately 3/8 in. for 304 spans and 1/2 in. for 40 -ft. spans to offset initial and final deflections for concrete slab and girder spans using pan forms unless otherwise directed. Provide a camber of 1/8 in. for 104 spans but no more than 112 in. for concrete fiat slab, concrete slab, and girder spans not using pan forms when dead load deflection is not shown on the plans. Provide a camber Of 1/4 in. in addition to deflection for slabs without vertical curvature on steel or prestressed concrete beams. Provide camber for specified vertical curvature and transverse slopes. Make 1 or more passes with the screed over the bridge slab segment before placing concrete on it to ensure proper operation and maintenance of grades and clearances. Use an approved system of checking to detect any vertical movement of the forms or falsework, Maintain forms for the bottom surface of concrete slabs, girders, and overhangs to the required vertical alignment during concrete placing, I M. EXHIBIT 4 M, Level, strike off, and screed the surface while carrying a slight excess of concrete ahead of the screed to fill all low spots as soon as the concrete has been placed and vibrated in a section wide enough to permit working. Move longitudinal screeds across the concrete with a saw -like motion while their ends rest on headers or templates set true to the roadway grade or on the adjacent finished slab. Move transverse screeds longitudinally approximately 115 of the drum length for each complete out -and -back pass of the carriage. Screed the surface of the concrete enough times and at intervals to produce a uniform surface true to grade and free of voids. Fog unformed surfaces of slab concrete in bridge slabs and in top slabs of direct traffic culverts from the time of initial strikeoff of the concrete until finishing is completed and required interim curing is in place. Do not use fogging as a means to add finishing water and do not work moisture from the fog spray into the fresh concrete. Retard the concrete for simple spans only it necessary to complete finishing operations or as required by this Section. Bring the top of curb and sidewalk section to the correct camber and alignment when filling curb forms, and finish them as described in this Item. 4,6.13.1, Transverse Screeding. Install rails for transverse finishing machines that are supported from the beams or girders so the supports may be removed without damage to the slab. Prevent bonding between removable supports and the concrete in an acceptable manner. Do not allow rail support parts that remain embedded in the slab to project above the upper mat of reinforcing steel. Rail or screed supports attached to I -beams or girders are subject to the requirements of this Item. Place concrete at a minimum rate of 30 ft, of bridge slab per hour for transverse screeding unless otherwise shown on the plans. Deposit concrete parallel to the skew of the bridge so all girders are loaded uniformly along their length. Deposit slab concrete between the exterior beam and adjacent beam before placing concrete in the overhang portion of the slab. Furnish personnel and equipment capable of placing, finishing, and curing the slab at an acceptable rate to ensure compliance with the specifications. Place concrete in transverse strips. Start placement at the lowest end on profile grades greater than 1-1/2%, At the Contractor's option, attach a pan drag and either a carpet or burlap drag to the screed assembly to float and provide surface micro -texture in one operation. Adjust the contact pressure of the pan drag to smooth high spots and fill any depressions left by the screed. Adjust the weight or position of the carpet or burlap drag to produce a smooth sandy micro -texture without blemishes, marks, or scratches deeper than 1/16 in. Fill screed rail support holes and holes from the Engineer's depth checks for slab thickness and reinforcing cover with concrete, and finish them to match the rest of the slab. 4.6.13.2. Longitudinal Screeding. Use of temporary intermediate headers will be permitted for placements over 50 ft, long if the rate of placement is rapid enough to prevent a cold joint and if these headers are designed for easy removal to permit satisfactory consolidation and finish of the concrete at their locations unless otherwise shown on the plans. Deposit slab concrete between the exterior beam and the adjacent beam before placing concrete in the overhang portion of the slab. Place concrete in longitudinal strips starting at a point in the center of the segment adjacent to 1 side except as this Section indicates, and complete the strip by placing uniformly in both directions toward the ends. Start placing at the lowest end for spans on a profile grade of 1-1/2% or more. Use strips wide enough that the concrete within each strip remains plastic until placement of the adjacent strip. Place the concrete in proper sequence to be monolithic with the adjacent longitudinal strips of the slabs where monolithic curb construction is specified. 4.6.13.3 Placements on Continuous Steel Units. Place slabs on continuous steel units in a single, continuous operation without transverse construction joints using a self-propelled transverse finishing machine or a mechanical longitudinal screed unless otherwise shown on the plans. Retard the initial set of the concrete sufficiently to ensure concrete remains plastic in at least 3 spans immediately preceding the slab being placed. Use construction joints, when required for slab placements on steel beams or girders, as shown on the plans. Ensure the previously placed concrete attains a compressive strength of 3,000 psi when staged placement of a slab is required on the plans before placing the next stage concrete. Multiple stages may be placed in a single day if approved. Use an approved placing sequence that will not overstress any of the supporting members where plans permit staged placing without specifying a particular order of placement, 488 EXHIBIT 4 EM 4.6.13.4. Slab and Girder Units, Place girders, slab, curbs of slab, and girder spans monolithically unless otherwise shown on the plans. Fill concrete glider stems first, and place the slab concrete within the time limits specified in this Item. Place concrete in the stems for a short distance if using a transverse screed, and then place the concrete in transverse strips. Fill the outside girder stem first, beginning at the low end or side, if using a longitudinal screed, and continue placement in longitudinal strips. 41. Finish and Interim Curing of Bridge Stabs. Obtain approval of the proposed interim curing methods, equipment, and materials at the pre -pour meeting before placing concrete. Take into account forecast weather conditions to determine the interim curing methods to use. Use work bridges or other suitable facilities to perform all finishing operations and to provide access, if necessary, for the Engineer to check measurements for slab thickness and reinforcement cover. Work the screeded surface to a smooth finish with a long -handled wood or metal float or hand -float it from work bridges over the slab. Floating may not be necessary if the pan float attached to a transverse screed produces an acceptable finish. Avoid overworking the surface of the concrete. Avoid use of finish water, Perform sufficient checks, witnessed by the Engineer, with a long -handled 10 -ft. straightedge on the plastic concrete to ensure the final surface will be within specified tolerances. Make the check with the straightedge parallel to the centerline. Lap each pass half over the preceding pass. Remove all high spots, and fill and float all depressions over 1116 in. deep with fresh concrete. Continue checking and floating until the surface is true to grade and free of depressions, high spots, voids, or rough spots. Fill screed -rail support holes with concrete, and finish them to match the top of the slab. Provide a uniform micro -texture using a carpet drag, burlap drag, or broom finish. Finish the surface to a smooth sandy texture without blemishes, marks, or scratches deeper than 1/16 in, Apply the surface texturing using a work bridge or platform immediately after completing the straightedge checks. Draw the carpet or burlap drag longitudinally along the concrete surface, adjusting the surface contact area or pressure to provide a satisfactory coarsely textured surface. A broom finish may be performed using a fine bristle broom transversely. For bridge approach slabs the carpet drag, burlap drag, or broom finish may be applied either longitudinally or transversely. Evaporation protection is required if the evaporation rate exceeds 0.10 lbs/sf/hr based on the Evaporation Calculation for Concrete Worksheet as shown on the Department's website, the evaporation rate nomograph in the Portland Cement Association's Design and Control of Concrete Mixtures or if indicated on the plans. 47.1. Evaporation Protection. Use one of the following methods for evaporation protection. 4.7.1.1. Evaporation Retardant, Coat the concrete surface immediately after the carpet or burlap drag, or broom finish with a single application of evaporation retardant at a rate recommended by the manufacturer. Do not allow more than 10 min. to elapse between the texturing at any location and application of evaporation retardant. The evaporation retardant may be applied using the same work bridge used for surface texturing. Do not work the concrete surface once the evaporation retardant has been applied. 43.1.2. Wet Burlap. Place pre -wet burlap no more than 10 ft. behind the finishing operation. A work bridge may be required to avoid marring the surface. Ensure the wet burlap covers the entire surface. Use sprayers, hoses, sprinklers, or other similar methods to keep the burlap continuously wetted until application of the final curing. 4.7.2. Interim Curing. Apply interim curing using one of the following options after applying the evaporation protection (if needed): 4.7.2.1, Membrane Cure. Apply membrane interim curing at a rate of approximately 180 sq. ft. per gallon. Apply before the water sheen disappears but do not place over standing water, Fog as necessary to maintain the wet sheen. Do not spray membrane curing on a dry surface. 4.7.2.2. Wet Burlap. Place pre -wet buriap no more than 10 ft. behind the finishing operation, Burlap used for evaporation protection will also be considered as the interim curing. EM EXHIBIT 4 M. 41. Final Curing. Obtain approval of the proposed curing methods, equipment, and materials at the pre -pour meeting before placing concrete. Inadequate curing or facilities may delay all concrete placements on the job until remedial action is taken, Apply final curing as soon as possible after interim curing without damaging the surface finish. Check the adequacy of the curing each day of the curing period. Take corrective action or modify the curing methods as needed to maintain a moist concrete surface. A curing day is a calendar day when the temperature, taken in the shade away from artificial heat, is above 50°F for at least 19 hr. or, on colder days if the temperature of all surfaces of the concrete is maintained above 407, for the entire 24 hr. The required curing period begins when all concrete has attained its initial set. Tex -440-A may be used to determine when the concrete has attained its initial set. Cure all superstructure concrete according to the following, unless otherwise shown on the plans: • Concrete using Type I or III cement: 8 days ■ Concrete using Type 1111 or 11 cement: 10 days ■ Concrete with any type of SCM: 10 days Place polyethylene sheeting, budap-polyethylene blankets, laminated mats, or insulating curing mats in direct contact with the slab when the air temperature is expected to drop below 407 during the first 72 hr, of the curing period, Weigh down these curing materials with dry mats to maintain direct contact with the concrete and provide insulation against cold weather. Supplemental heating or insulation may be required in cold and wet weather if the insulating cotton mats become wet or the concrete drops below the specified curing temperature. Avoid applying heat directly to concrete surfaces. Use one of the following water curing methods for final curing. Keep all exposed surfaces of the concrete wet continuously for the required curing time. Use water for curing that meets the requirements for concrete mixing water in Section 421,2.5., "Water." Do not use seawater or water that stains or leaves an unsightly residue. 4.8.1. Cotton Mats. Keep the concrete continuously wet by maintaining wet cotton mats in direct contact with the concrete for the required curing time. Weight the mats adequately to provide continuous contact with all concrete. Cover surfaces that cannot be cured by direct contact with mats, forming an enclosure well anchored to the forms or ground so outside air cannot enter the enclosure. Provide sufficient moisture inside the enclosure to keep all surfaces of the concrete wet. Use of soaker hoses and plastic covering is acceptable provided the concrete surface remains continuously wet for the required curing duration. 4.8.2. Burlap Mats. The burlap used for interim curing may also be used for final curing if kept continuously wetted and completely covered with plastic sheeting. Overlap plastic sheeting and weigh down sufficiently so air cannot get under the plastic. 4.8.3. Burlap -Polyethylene Mats. Place these mats over soaker hoses or other similar methods to keep the concrete surface wetted for the duration of the curing period. Overlap the mats and weight down sufficiently so air cannot get under the mats. 4.9. Removal of Forms and Falsework. Forms for vertical surfaces may be removed after the concrete has aged 12 hr. after initial set provided the removal can be done without damage to the concrete unless otherwise directed. Remove forms for inside curb faces and for bridge rails whenever removal can be done without damage to the curb or railing, Leave in place weight -supporting forms and falsework spanning more than 1 ft, except as directed otherwise until the concrete has attained a compressive strength of 2,500 psi. Remove forms for other structural components as necessary. Forms or parts of forms may be removed only if constructed to permit removal without disturbing forms or falsework required to be left in place for a longer period on other portions of the structure. EW1 EXHIBIT 4 422 Remove all metal appliances used inside forms for alignment to a depth of at least 1/2 in. from the concrete surface. Make the appliances so that metal may be removed without undue chipping or spalling of the concrete, and so that it leaves a smooth opening in the concrete surface when removed. Do not burn off rods, bolts, or ties. Remove all forms and falsework unless otherwise directed. Apply an ordinary surface finish as the final finish to the bottom of bridge slabs between girders or beams, and vertical and bottom surfaces of interior concrete beams or girders unless otherwise noted. Form marks and chamfer edges do not need to be smoothed for the bottom of bridge slabs between girders or beams. Remove all fins, runs, drips, or mortar from surfaces that will be exposed, 4.10, Defective Work, The Contractor is responsible for the ride quality of the finished bridge slab. The Engineer will use a 10 ft. straightedge (1/8 in. in 10 ft.) to verify ride quality and determine locations where corrections are needed. Submit a plan for approval to produce a ride of acceptable quality if the Engineer determines the ride quality is unacceptable. Make all corrections for ride before saw -cutting grooves. Repair defective work as soon as possible. Remove and replace at the expense of the Contractor any defect that cannot be repaired to the satisfaction of the Engineer. The Engineer will inspect the deck or slab for plastic shrinkage and settlement cracking after completion of final curing and within 5 days after curing mats are removed. Seal any noted shrinkage cracks attributable to Contractor placing, curing, and finishing practices using gravity feed crack repair as directed in accordance with Item 780, 'Concrete Crack Repair," at no cost to the Department. Transverse cracks over interior bents in continuous slab units do not need to be sealed in this manner. 4,11, Final Surface Texture. Saw -cut grooves in the hardened concrete of bridge slabs, bridge approach slabs, and direct traffic culverts to produce the final texturing after completion of the required curing period unless otherwise noted. Cut grooves perpendicular to the structure centerline. Cut grooves across the slab within 18 in. of the barrier rail, curb, or median divider. Adjust groove cutting at skewed metal expansion joints in bridge slabs by using narrow -width cutting heads so all grooves end within 6 in. of the joint, measured perpendicular to the centerline of the metal joint. Leave no ungrooved surface wider than 6 in. adjacent to either side of the joint. Ensure the minimum distance to the first groove, measured perpendicular to the edge of the concrete joint or from the junction between the concrete and the metal leg of the joint, is 1 in. Cut grooves continuously across construction joints or other joints in the concrete less than V2 in. wide. Apply the same procedure described above where barrier rails, curbs, or median dividers are not parallel to the structure center►ine to maintain the 18 in, maximum dimension from the end of the grooves to the gutter line. Cut grooves continuously across formed concrete joints. Provide either a carpet drag or broom finish for micro -texture when saw -cut grooves are not required on the plans. In this case ensure an adequate and consistent micro -texture is achieved by applying enough weight to the carpet and keeping the carpet or broom from getting plugged with grout. For surfaces that do not have adequate texture, the Engineer may require corrective action including diamond grinding or shot blasting. Give a carpet drag, burlap drag, or broom finish to all concrete surfaces to be overlaid when the plans call for a concrete overlay (CO) to be placed on the slab (new construction). Saw -grooving is not required in this case. Provide an average texture depth for the finish of approximately 0.035 in. with no individual test falling below 0.020 in., unless otherwise shown on the plans, when tested in accordance with Tex -436-A. Revise finishing procedures to produce the desired texture if the texture depth falls below what is intended. Give all concrete surfaces to be covered a lightly textured broom or carpet drag finish when the plans require an asphalt seal, with or without overlay, on the slab (new construction). Provide an average texture depth of approximately 0,025 in. when tested in accordance with Tex -436-A. 401 EXHIBIT 4 422 5. MEASUREMENT Reinforced concrete slabs or decks on girders, beams, slab beams, double -T beams, or box beams placed under this itemwill bemeasured bythe square foot ofslab surface area using the nominal dimensions and configuration shown on the plans. Transverse measurement will be made from outer edge of slab to outer edge of slab (including raised median and sidewalk sections). Longitudinal measurement will be made between ends of units or spans, Dbphragms, haunch concrete, reinforcement, and optional steel diaphragms will be considered as a portion of the slab unless otherwise shown. An estimated quantity for the haunch between the slab and beams will be included for the Contractor's information only. No measurement will be made during construction for variation in the amount of haunch concrete due to variations in camber ofthe beams. Approach slabs and cast -in-place superstructure elements including flat slabs, slab and girder units (pan formed), and shear keys will be measured by the cubic yard. For slab and girder spans using pan forms, a quantity will be included for the screed setting required to provide proper camber in the roadway surface after form removal. This ivaplans quantity measurement Item. The quantity imbepaid is the quantity shown inthe proposal unless modified gy Article B.2.."Plans Quantity Mmauurmment.^Additional measurements urcalculations will hemade i(adjustment ufquantities iarequired. The quantities of concrete and reinforcing steel shown on the plans are based on a conventionally formed slab, These quantities include amounts for concrete diaphragms, brackets and other required attachments, and haunch concrete when required, based nnthe profile grade, theoretical camber, and dead load deflection of the beams. No additional measurement will be made for concrete or reinforcing steel due to a variation in camber of the beams from theoretical camber, or for additional quantities required by optional methods nfforming. Additional concrete that may be required by an adjustment of the profile grade line during construction, to ensure proper slab thickness, will not be measured for payment. The work performed and materials furnished in aocordanceWth this Item and measured smprovided under ^Memmnememrwill bepaid for m\the unit price bid for the various superstructure elements specified. This price is full compensation for furnishing, hauling, mixing, placing, curing, and finishing concrete; furnishing and placing reinforcing steel; grouting and pointing; furnishing and placing drains and expansion joint material (except where specifically furnished under another ltem)� furnishing and placing metal flashing strips; forms (removable and permanent) and falsework; prestressed concrete panels; furnishing and placing comoeteandmnimforcementformaisegmodianm.aidewa|ka'oigmmmunto.|undnohebmaokets'mndother concrete appurtenances; removing designated portions of existing slab: cleaning, bending, and cuffing exposed existing reinforcing otee|�welding reinforcing utee||doweling; clearing and preparing concrete morfacom�and equipment, labor, tools, and incidentals. Price will be adjusted in accordance with Sectiom 421 .6., "Measurement and Payment," when required to address non-compliance nfproject acceptance testing, Diaphragm concrete will not be paid for directly but is subsidiary to the slab unless otherwrise shown on the plans. Structural steel, anchor bolts, armor joints, sealed expansion joints, rail (including the concrete parapet pmrtion).and concrete median barrier will bomeasured and paid for inaccordance with pertinent bid items. |maddition |uthe work described above, for extending structures the unit prices bid |afull compensation for removing and disposing of the designated portion of the existing structure; removing, stockpiling and replacing headwall units for reuse; cleaning, bending, and cutting of exposed reinforcing steel; splicing or WA EXHIBIT 4 422 welding of new reinforcing steel to existing reinforcing steel; installation of dowels; and cleaning and preparing existing concrete surfaces. 493 EXHIBIT 4 Furnish, construct, and install retaining walls. 2. MATERIALS 2.1. General, Furnish materials in accordance with the following: • Item 420, "Concrete Substructures" • Item 421, "Hydraulic Cement Concrete" • Item 440, "Reinforcement for Concrete" • Item 445, "Galvanizing" • Item 458, 'Waterproofing Membranes for Structures" • Item 556, "Pipe Underdrains" M Texax 0 ransportalion Use concrete for retaining walls that conforms to the requirements of Table 1 unless otherwise shown on the plans. Table 1 Concrete for Retaininci Walls I Application I Concrete I I Gaskin lace, reinforced I Class C 1, Precast . ... . ................ ... . I Class R f � = 4,000 -psi Furnish concrete for machine -made concrete block units in accordance with ASTM C90, Class 1, Type If, except the minimum 28 -day compressive strength must be 4,000 psi with maximum moisture absorption of 7%. Provide Type 1 filter fabric in accordance with DMS -6200, "Filter Fabric." Provide filter fabric rated as UV - resistant when used as part of the exposed facing for a temporary wall. Joint fillers, pads, waterstops, and other incidental materials must be as shown on the plans or approved by the Engineer. Epoxy coat all steel used in concrete panels and coping including connectors, dowels, stirrups, and reinforcing steel when the plans call for epoxy coating of steel earth reinforcements. 22. Definitions. This Item uses the following terms: • Permanent Wall. A retaining wall with a design service life of 75 years. All walls are presumed to be permanent walls unless otherwise specified on the plans. • Temporary Wall. A retaining wall so designated by description, with a design service life of 3 years. • Mechanically Stabilized Earth (MSE) Wall, A wall consisting of a volume of select backfill with tensile earth reinforcement elements distributed throughout. Permanent MSE walls use a precast concrete panel as a facing element. Temporary MSE walls use welded wire fabric with filter fabric backing as facing element. • Concrete Block Wall. A retaining wall that uses machine -made, precast concrete block units as facing elements. The walls may use a volume of select fill with tensile earth reinforcements distributed throughout, or may use only the facing unit and unit fill weight for support. 494 EXHIBIT 4 2.3, Fabrication. 423 23.1, Cast -in -Place, Meet Item 420, "Concrete Substructures." 232 Formed Precast, Meet Item 424, "Precast Concrete Structural Members (Fabrication)." 23-3- Machine -Made Precast. Furnish machine -made concrete block units in accordance with ASTM C90, sampled and tested in accordance with ASTM 0140. Furnish units with molded dimensions within 1/8 in. of specified dimensions, except height must be within 1116 in. 2.4. Backfill. 2,4,1. Non -Select. Furnish non -select backfill for walls other than temporary and permanent MSE and concrete block walls as indicated on the plans. Non -select fill will meet Rem 132, "Embankment," of the type specified on the plans. Provide material with a maximum plasticity index of 30 if no type is specified as determined by Tex -106-E. 2.4.2. Select. Select backfill is required in specific areas of permanent and temporary MSE and concrete block -type retaining walls. Provide select backfill that is free from organic or otherwise deleterious materials and that conforms to the gradation limits shown in Table 2 as determined by Tex -401-A. Provide backfill that does not contain shale, caliche, or other soft, poor -durability coarse aggregate particles. Reclaimed Asphalt Pavement (RAP) is not allowed. Crushed Concrete or manufactured sand is allowed for temporary walls with a service life of 3 years or less. Test each source of backfill for durability/soundness using Tex -411-A, 5 -cycle magnesium sulfate soundness. Backfill material with a maximum 5 -cycle soundness loss exceeding 25% will be rejected. Alternately, Tex -461-A, Micro-Deval abrasion may be used if the corresponding results show toss is not greater than 20%, otherwise Tex -41 1 -A governs aggregate verification. Type AS, BS, and DS particles larger than 114 in. must be angular or completely crushed- Provide mechanically crushed gravel or stone backfill. Gravel from each aggregate source will have a minimum of 95% two or more mechanically induced crushed faces, as Tex -460-A, Part I determines. Rounded rock or rounded gravel is not allowed. Natural sand meeting the requirements of this Section is permitted for use. Table 2 Select Backfill Gradation Limits Type Sieve Size Percent RI'leta-Ined Y 0 1/2" 50-100 AS *4 i See Note #4085-100 #200 95-100 3' 0 #4 See Note BS 40-100 #20-0 85100 Y 0 CS 94 See Note #200 75-100 X it IDS 3181, 85-100 #200 95-1 Note—Use No. 4 sieve for determination of rock backfill as described in this main paragraph, "Backfill," When the backfill gradation results in 85% or more material retained on the No. 4 sieve, the backfill will be considered rock backfill. All Type DS backfill is considered rock backfill. 495 EXHIBIT 4 In addition to the requirements for Type CS select fill, the fraction finer than the No. 200 sieve must have a Plasticity Index (PI) in accordance with Tex -1 06-E not greater than 6. Furnish Type BS backfill for permanent walls: Type CS backfill for temporary walls; and Type DS backfill for areas of walls subject to inundation unless otherwise shown on the plans, or below the 100 -year flood elevation as noted on the plans. Furnish backfill meeting the requirements of this Section but with a maximum particle size of 3/4 in. when nonmetallic or epoxy coated earth reinforcements are used, 2,43, Drainage Aggregate. Use drainage aggregate to fill the void within concrete block units and in the zone 1 ft. behind the units, Provide drainage aggregate that is free from organic or otherwise deleterious materials and that conforms to the gradation limits in Table 3 as Tex -1 1 O -E determines. Table 3 Drama A A gregate Gradation Limits Sieve Size Percent Retained V 717 - 0 3/4" 25-50 112" 50-100 #4 75-100 2.4.4. Cement -Stabilized Backfill, Use cement -stabilized backfill when required or as approved. Stabilize Type CS backfill with 5% hydraulic cement by dry weight of the backfill material. Use a stationary plant to thoroughly mix the backfill material, cement, and water. Place and compact the backfill within 2 hours of mixing. Provide special drainage provisions when cement -stabilized backfill is used, as shown on the plans. 2,4.5, Electrochemical. Provide backfill meeting the following additional requirements for permanent retaining wall systems using galvanized metallic earth reinforcements: • The pH is between 5.5 and 10,0 as Tex- I 28-E determines. • Resistivity is more than 3,000 ohm -cm as Tex- 1 29-E determines. • Material with resistivity between 1,500 and 3,000 ohm -cm may be used if the chloride content is less than 100 ppm and the sulfate content is less than 200 ppm as Tex -620-,1 determines. Perform electrochemical testing on the raw, unstabilized backfill material when cement -stabilized backfill is used. 2.5, Earth Reinforcements. Furnish earth reinforcements that meet the design requirements. Galvanize or epoxy coat all steel elements for permanent walls in contact with soil. Epoxy coat in accordance with Item 440, "Reinforcement for Concrete," except provide a minimum 18 -mil coating thickness. Epoxy coat the reinforcing only when shown on the plans or as approved. Use connection hardware that is likewise nonmetallic or epoxy coated when using nonmetallic or epoxy coated earth reinforcements. 3. CONSTRUCTION 31, General. Construct retaining walls in accordance with details shown on the plans, on the approved working drawings, and to the pertinent requirements of the following Items: • Item 110, "Excavation" • Item 132, "Embankment" • Item 400, "Excavation and Backfill for Structures" • Item 420, "Concrete Substructures" x Item 458, "Waterproofing Membranes for Structures" n Item 556, "Pipe Underdrams" Construct required piling or drilled shafts in accordance with the pertinent specification. 496 EXHIBIT 4 423 3.2. Options. When optional design details are shown on the plans, the Contractor is required to use the same facing design within an area of continuous retaining walls, Provide drawings for review indicating the proposed design arrangement when proposing the use of 2 or more systems, 3.3. Working Drawings. When proprietary wall systems are used for permanent or temporary walls, submit casting drawings, construction drawings, and design calculations bearing the seal of a licensed professional engineer for review and approval following the Department's Guide to Electronic Shop Drawing Submittal process. Upon completion of construction, submit a set of reproducible as -built drawings, 3.3.1. Casting Drawings. Include all information necessary for casting wall elements, including railing and coping when prefabricated. Show shape and dimensions of panels-, size, quantity, and details of the reinforcing steel; quantity, type, size, and details of connection and lifting hardware; and additional necessary details, 3.3.2. Construction Drawings. Include a numbered panel layout showing horizontal and vertical alignment of the walls as well as the existing and proposed groundfines. Include all information needed to erect the walls, including the proposed leveling pad elevations: the type and details of the soil reinforcing system (if applicable); the details and manufacturer of all pads, fillers, and filter fabric; the limits and dimensions of structural backfill; details necessary to incorporate coping, railing, inlets, drainage, and electrical conduit; and additional necessary details. Leveling pad elevations may vary from the elevations shown on the plans. Provide at least I ft. of cover from the top of the leveling pad to finish grade unless a different minimum: cover or a specified minimum leveling pad elevation is shown. 33.3. Design Calculations. Include calculations covering the range of heights and loading conditions on the project. Calculations for both internal and external stability as described on the plans will be required. Include a summary of all design parameters used; material types, strength values, and assumed allowables-1 loads and loading combinations; and factor -of -safety parameters. 3,4. Permanent MSE Walls. Grade the foundation for the structure level to a width equal or exceeding the length of the reinforcing system. Perform proof rolling on retaining wall foundation area to identify any loose, soft, or unsuitable materials in accordance with Item 216, "Proof Rolling." Material not meeting a maximum rut depth of I in. per pass of pneumatic tire roller should continue to be rolled or removed and replaced with suitable material. Pneumatic tire rolling will be waived for portions of wall with a reinforcement length of F; for these conditions proof rolling will be required with a smooth -wheeled vibratory roller or other approved roller. Place drilled shafts and piling located within the MSE volume before construction of the wall. Place any required pipe uriderdrain before construction of the wall, Complete MSE wall construction before construction of abutment caps and abutment wing walls, Completion of walls and abutment should be in conjunction with project phasing or to allow for completion of walls that meets the proper placement and compaction at abutments. Place the concrete leveling pad as shown on the construction drawings. Provide a wood float finish, and wait a minimum of 24 hr, before beginning panel erection. No curing or strength testing of the leveling pad concrete is required. Shim the first row of panels as necessary to achieve correct alignment. Use plastic shims or other material that will not deteriorate. Remove and replace the leveling pad or provide a grout level -up as directed if the required shim height exceeds I in. Place filter fabric behind the wall along the joint between the leveling pad and the panels. Grout areas where filter fabric spans more than 6 in. at leveling pad steps. 497 EXHIBIT 4 423 Place and compact N material over the leveling pad to an elevation even with or above the surrounding ground after backfilling the first row of panels. Do not allow water to accumulate and stand at the base of the wall. Place filter fabric behind all wall joints and at the intersection of retaining walls with other structures, including riprap. Cover joints at least 6 in. on each side and use adhesive to hold the filter fabric in place. Exercise care while lifting, setting, and aligning panels to prevent damage to the panels. Discontinue any operation that results in chipping, spalling, or cracking of panels. Remove and replace damaged panels, or repair as approved by the Engineer. Provide external bracing for the initial row of panels, Use wooden wedges, clamps, or other means necessary to maintain position and stability of panels during placement and compaction of backfill. Remove wooden wedges as soon as the panel or coping above the wedged element is erected and backfilled. Remove all wedges after completing the wall. Review plumbness and position of each row of panels before placing the subsequent row. Remove and rebuild any portion of the wall that is out of tolerance. Modify panel batter and bracing, and backfill material, placement, and compaction methods as required to maintain wall tolerances. Construct walls to a local vertical and horizontal alignment tolerance of 3/4 in, when measured along a 10 -ft. straightedge relative to vertical and horizontal wall control line. Construct walls to an overall vertical tolerance (plumbness from top to bottom) of 112 in. per 10 ff. of wall height. Construct walls so the maximum offset at any panel joint is between 3/8 in, and 3/4 in, and no joint is open to the extent the filter fabric is visible from the front of the wall. Place backfill to closely follow the erection of each row of panels. Place the select and embankment backfill to the same elevation where possible, and operate the compaction equipment over the interface. Do not create a continuous, distinct, vertical joint between the select and embankment backfill. Complete the embankment after construction of the retaining wall. Maintain the stability of the interface area between the existing ground and the select fill when building a wall against existing ground. Remove and recompact any material that loosens, caves, or fails. Compact backfill to provide at least 95% of density determined in accordance with Tex -114-E. Field density determination will be made in accordance with Tex -115-E. Sprinkle backfill as required to ensure adequate uniformly distributed moisture in each lift before and during compaction. Place fill in lifts of 8 in, or less (loose measurement). Place fill in a manner that avoids segregation of the fill. Decrease the lift thickness if necessary to obtain the required compaction. Use hand operated or walk -behind compaction equipment in the 3 ft, wide strip adjacent to the wall panels. Do not displace panels or distort or damage the reinforcement system during compaction. Modify backfill material, placement, and compaction methods as necessary to meet density requirements while maintaining wall tolerances. Place rock backfill or material the Engineer determines too coarse for density testing in accordance with Section 132.3.4.1., "Ordinary Compaction." Place and compact the backfill to the reinforcement level, at each earth reinforcement level, before placing the reinforcement, Place earth reinforcements perpendicular to the face of the wall. Remove slack in connections before placing backfill. Pre -tension each layer of reinforcement to remove slack before placing backfill for systems using nonmetallic earth reinforcements. Use devices capable of mechanically applying and holding the required force. Do not operate tracked equipment directly on any reinforcement. Cover the rock backfill with filter fabric before placing the 2 ft, of backfill immediately below the pavement structure or top of wall when rock backfill is used. Overlap the fabric at least 18 in. at splices, and extend it past the edge of the rock backfill at least 18 in. Use backfill that contains sufficient fines to fill the voids in a 408 EXHIBIT 4 423 compacted state above the filter fabric. Place a horizontal layer of filter fabric as noted above when transitioning from rock backfill to finer grained backfill anywhere within the wall volume. Prevent surface water or rainwater from damaging the retaining walls during construction. Shape the backfill to prevent water from pending or flowing on the backfill or against the wall face. Remove and replace any portion of the retaining wall damaged or moved out of tolerance by erosion, sloughing, or saturation of the retaining wall or embankment backfill. 3.5. Temporary MSE Wails, Provide a facing system rigid enough to maintain a smooth and straight wall face both during and after construction. Grade and compact the foundation for the structure as described in Section 423.3.4., "Permanent MSE Walls," Place earth reinforcement and facing system in accordance with the approved working drawings. Backfill the 24 zone immediately behind the facing with clean, coarse rock meeting the requirements of Coarse Aggregate Grade 1, 2, or 3 of Item 421, "Hydraulic Cement Concrete," or of Type DS backfill as described in Section 423.2.4.2., "Select." Cement -stabilized backfill as described in Section 423.2.4.4., "Cement - Stabilized Backfill," may be used in place of the coarse rock. Place and compact backfill in accordance with Section 423.3.4., "Permanent MSE Walls." Construct walls to a vertical and horizontal alignment tolerance of 3 in. when measured along a 104 straightedge. Construct walls to an overall vertical tolerance (plumbness from top to bottom) of 2 in. per 10 ft. of wall height. Place adjacent facing elements so the maximum out -of -plane offset at any facing element joint is less than I in. Place facing elements and filter fabric with no gaps in the facing or fabric. Prevent surface water or rainwater from damaging the retaining walls during and after construction. Place temporary berms or curbs, shape the backfill, or use other approved methods to prevent water from flowing against or over the wall face. Remove and replace any portion of the wall damaged or moved out of tolerance by erosion, sloughing, or saturation of the retaining wall or embankment backfill. 3,6. Concrete Block Retaining Walls. The concrete block units may be sampled and tested by the Engineer before shipment or upon delivery to the construction site. Display for approval, samples of block units indicating the color, texture, and finish. Store, transport, and handle all block units carefully to prevent cracking or damage, Grade and compact the foundation for the structure, and place the leveling pad as described in Section 423.3.4., "Permanent MSE Walls." Place the concrete block facing units in accordance with the approved working drawings. Fill the voids within the units and fill the 1 -ft, zone immediately behind the facing with drainage aggregate as described in Section 423.2.4,3., "Drainage Aggregate." Systems tested without unit fill may omit the fill as indicated on the approved drawings. Systems with approved filter fabric details may omit the drainage aggregate in the 1 -ft. zone immediately behind the facing. Place reinforcements and backfill for walls using earth reinforcements in accordance with the requirements of Section 423.3.4., "Permanent MSE Wails." Pay particular attention to the connection details of the earth reinforcements to the concrete block units. Construct walls to a vertical and horizontal alignment tolerance of 1-112 in. when measured along a 104 straightedge. Construct walls to an overall vertical tolerance (deviation from the vertical or battered control line, top to bottom) of 1 in. per 10 feet of wall height. Place adjacent facing elements so the maximum out -of - plane offset at any facing element joint is less than 1 in. Place facing elements with maximum 1144, gaps between block units. 499 EXHIBIT 4 HE Prevent surface water or rainwater from damaging the retaining walls during construction. Shape the backfill to prevent water from ponding or flowing on the backfill or against the wall face. Remove and replace all portions of the retaining wall damaged or moved out of tolerance by erosion, sloughing, or saturation of the retaining wall or embankment backfill, 4. MEASUREMENT This Item will be measured by the square foot of the front surface area of the wall. Unless otherwise shown on the plans, the area will be measured from 1 ft. below finished grade of the ground line on the face of the exterior wall to the top of the wall including any coping required (not including railing), This is a plans quantity measurement Item. The quantity to be paid is the quantity shown in the proposal unless modified by Article 9.2., "Plans Quantity Measurement." Additional measurements or calculations will be made if adjustments of quantities are required. The work performed and materials furnished in accordance with this Item and measured as provided under "Measurement" will be paid for at the unit price bid for "Retaining Walls" of the type or special surface finish specified. This price is full compensation for excavation in back of retaining walls and for footings; furnishing and placing footings, leveling pads, copings, and traffic railing foundations; furnishing, placing, and compacting backfill (except in embankment areas), including cement for stabilization, proof rolling; furnishing and placing concrete, reinforcing steel, waterproofing material, filter material and drain pipe, joint material, water stop, and filter fabric when required; fabricating, curing, and finishing all panels; furnishing and placing earth reinforcement, anchorage systems, and fasteners; wall erection-, and equipment, labor, tools, and incidentals. Retaining wall backfill areas that are also in embankment areas will be considered part of the quantities measured and paid for under Item 132, "Embankment." When drilled shafts are required, they will be measured and paid for as specified in Item 416, 'Drilled Shaft Foundations." When piling is required, it will be measured and paid for as specified on the plans for piling of the appropriate type. 0 EXHIBIT 4 434 Item 434 Bridge Bearings Texas of Trrmspariaftara 1. DESCRIPTION Furnish and install bearings for the support of bridge superstructure and substructure members. Bridge bearings under this specification consist of the 2 following categories and subcategories: 1.1. Elastomeric Bridge Bearings: * Plain Elastomeric Bearings. Consisting of elastomer only. * Laminated Elastomeric Bearings. Consisting of alternating individual layers of elastomer and steel laminates, With or without a steel top plate and special components (steel guide bars and bottom plate). * Sliding Elastomeric Bearings. Consisting of a steel top (sole) plate with a stainless steel facing (upper component) bearing on a lower component. The lower component consists of a layer of polytetrafluoroethylene (PTFE) recessed and bonded to a steel plate that is vulcanized to the top of a laminated elastomeric bearing pad with or without special components (steel guide bars and bottom plate). Plain and laminated elastomeric bridge bearings are designated by hardness (durometer), size, and configuration and, in the case of laminated bearings, by the thickness of the individual layers of elastomer and the size and position of any steel top plates. 12 High Load Multi -Rotational (HLMR) Bearings: • Disc Bearings. Consisting of a polyether urethane disc contained between upper and lower steel bearing plates, The bearing has a shear resisting mechanism to prevent relative horizontal movement of the bearing plates and transmit horizontal loads. • Pot Bearings, Consisting of a plain elastomeric disc confined by a shallow steel cylinder (pot) and a steel piston which engages the cylinder sufficiently to prevent their relative horizontal movement. Provision for sliding movements (if required) uses a separate steel top plate with stainless steel facing (upper component) bearing on a lower component, and a lower component with a layer of PTFE bonded to the top of the upper steel bearing plate of the HLMR assembly, If required on the plans, restriction of lateral movement is provided by guide bars integrated with the steel top plate and interface components of the same stainless steel facing and PTFE layer. HLMR bridge bearings are designated by configuration (fixed, multi -direction expansion, or guided expansion) and the vertical service reaction requirements. Fixed configurations allow rotation about the horizontal axis and prevent horizontal movement in all directions. Multi -direction expansion configurations allow rotation about the horizontal axis and horizontal movement in all directions. Guided expansion , configurations allow rotation about the horizontal axis and horizontal movement in one direction as indicated on the plans, while guide bars and keyways restrict horizontal movement in the orthogonal direction. Provide either disc bearings or pot bearings unless a disc or pot bearing is specifically required on the plans. Provide a fabricator -designed HLMR bearing meeting the performance and dimensional criteria described on the plans and Section 434.2.3., "HLMR Bearings." Bearings consisting of hinged steel bolster and rocker shoes, steel flat, cylindrical, or spherical bearings, and single/multiple steel roller bearings are not covered by this Item and must conform to Item 442, "Metal for Structures," unless shown otherwise on the plans, 543 EXHIBIT 4 2. MATERIALS 434 2.1. Plain and Laminated Elastomeric Bearings, Furnish bearings produced by a manufacturer from elastomer formulations approved by the Department. The Department's MPL has a list of approved bridge bearing elastomer formulations. 2.1.1. Elastomer. Provide elastomer for bearings formulated from previously unvulcanized 100% virgin polychloroprene rubber polymers meeting the physical properties, heat resistance, and compression set requirements of AASHTO M 251, Table X1,1, unless otherwise shown on the plans. Do not provide bearings containing previously vulcanized synthetic rubber or other synthetic rubber -like polymers. Perform material tests on the finished product in accordance with the applicable test methods. Do not use standard laboratory test slabs for this purpose, Prepare test specimens from the finished product in accordance with ASTM D3183. Obtain approval for each elastomer formulation before use on Department projects. Submit certified test results to the Construction Division to prequalify and obtain approval of a particular formulation, Show actual test values obtained and the required values for the physical properties, heat resistance, and compression set of the elastomer when tested for compliance with the minimum requirements of AASHTO M 251, Table X1.1. Forward samples (freight prepaid) to the Construction Division, Materials and Pavements Section, or their contracted testing laboratory when directed. Submit only elastomer of the type or types to be supplied. Submit prequalification samples consisting of 2 finished bearings typical of the formulation and workmanship for Department projects. Submit 2 samples of each type when laminated and plain bearings are required. Laminated sample bearings may represent both plain bearings and laminated bearings for an elastomer formulation. Plain sample bearings must measure 9 in. x 19 in. x I in. Laminated sample bearings must measure 9 in. x 14 in, x 1-1/2 in. with the following number of steel laminates: s 50 durometer-3 steel laminates, 0 60 durometer-2 steel laminates, and 0 70 durometer-2 steel laminates. Adhesion testing of laminated prequalification samples will be performed by the Department in accordance with Tex -601-J, Part I—Adhesion Test Method 1. Bond failure between the elastomer and steel laminates must occur as stated in this test method to constitute a passing test result, Presence of chlorinated compounds (neoprene) in the elastomer will be verified by the Department in accordance with Tex -601-J, Part IV—Chlorinated Compound Test Method. Costs associated with testing elastomer formulations failing to conform to the requirements of this Item are borne by the bearings manufacturer. This cost will be assessed at the rate established by Construction Division at the time of testing. Certify that the submitted samples are of the same basic elastomer formulation and of equivalent cure as the finished products to be furnished on Department projects. Complete prequalification testing will be performed for each formulation at least once every 2 yr. and when necessary. 2.1.2. Steel Laminates, Provide steel laminates, for laminated bearings, of commercial grade steel strip or sheet with a thickness of 0.105 t9.015 in. 2,13, Steel Top Plates, Provide steel top plates, when required for laminated bearings, in accordance with the plans, 544 EXHIBIT 4 434 2.1.4. Special Components. Provide steel guide bars and bottom plates, when required for laminated bearings, in accordance with the plans. 2,1.5. Coatings, Provide protective coatings for steel components materials in accordance with Item 445, "Galvanizing," or DMS -8104, "Paint, Shop Application for Steel Bridge Members," unless indicated otherwise on the plans. 2.2. Sliding Elastomeric Bearings. 2.2.1. Lower Component. 2.2. 1.1 PTFE, Furnish PTFE materials that are pure virgin polytetrafluoroethylene fluorocarbon resin, unfilled. The finished materials must exhibit the physical properties shown in Table 1. 2,21.2, Laminated Elastomeric Bearing Pad and Steel Plate. Furnish laminated elastomeric bearing pads in accordance with Sections 434.2.1. and 434.3.1., "Plain and Laminated Elastomeric Bearings." Provide steel plates attached to laminated elastomenc bearing pads in accordance with the plans. Table 1 Physical Pro erty Test Method ,Y#qe ) I Ltqfllled— Tensile strength, psi ASTM D4894 2,800 Min Eforigation, % :::::::::jA5TM D4894 200 Min _M2TnHoint, I ASTM D4894622 44"F Specific gravityI ASTM 01792 2-16:±0,03 2.2.2, Upper Component. 2.2.2.1. Steel Top (Sole) Plates, Provide steel top (sole) plates in accordance with the plans, and finished to ANSI #500 or better on the surface interfacing with the stainless steel sheet. 2.2.2.2. Stainless Steel. Provide Type 304 stainless steel sheet in accordance with ASTM A240. The thickness must be at least 1/16 in, unless otherwise shown on the plans, 223. Special Components, Provide steel guide bars and bottom plates, when required for sliding elastomeric bearings, in accordance with the plans. 2.2.4. Coatings. Provide coating materials as required in accordance with Item 445, "Galvanizing" and DMS -8104, "Paint, Shop Application for Structural Steel," unless indicated otherwise on the plans. 23, HLMR Bearings, 23.1, Structural Design. Provide a fabricator -developed design for the HLMIR (disc or pot) bearings, meeting the service and factored vertical load capacity, service and factored horizontal load capacity, rotational capacity, and translation capacity requirements indicated on the plans and augmented by the requirements of this Item. Provide a bearing capable of transmitting 15% of the service vertical force as a factored horizontal load if no horizontal load capacity is provided on the plans. Provide a design that uses sole plate geometry or a grout interface to accommodate the longitudinal and transverse aspects of the bridge grade, and does not require the bearing to accommodate this in rotation unless indicated otherwise on the plans. If the bridge element supported by the bearing is cambered for dead load to be applied after the bearing is positioned, the dead load design rotation of the elastomer may be neglected provided the fabricator -developed design has checked the bearing for this temporary condition to ensure no damage occurs and there is no metal -to -metal contact. Provide a design that meets the current versions of the AASHTO LRF® Bridge Design Specifications and AASHTO LRFD Bridge Construction Specifications. Assume the plan rotations do not include requirements for uncertainties and construction tolerance stipulated in the AASHTO Specifications unless indicated on the plans. 545 EXHIBIT 4 434 23.2. Maintenance Functionality. Provide a fabricator -developed design that allows future removal with a maximum vertical jacking height of 1/4 in. after the load is removed. Provide a design with minimum 4 -in. distance between the bottom of masonry plate and top of sole plate. 2.3.3. Elements of HLMR Bearings, 2.3.31. Lower Component. 2.3.3.1.1. Polyether Urethane for Disc Bearings, Furnish polyether urethane discs conforming to the material requirements of the AASHTO LRFD Bridge Design Specifications and AASHTO LRFD Bridge Construction Specifications, and the load and rotation demand indicated in Section 434.2.3,1,, "Structural Design," 23.31.2. Elastomeric Rotational Element for Pot Bearings. Provide elastomer conforming to the material requirements of the AASHTO LRFD Bridge Design Specifications and AASHTO LRFD Bridge Construction Specifications, and the load and rotation demand indicated in Section 434.2,3.1 ., "Structural Design," with the exception that usage of virgin natural polyisoprene (natural rubber) is not allowed. 2,33.1.3. PTFE. For expansion HLMR bearings, furnish PTFE materials that are pure virgin polytetrafluoroethylene fluorocarbon resin, unfilled. The finished materials must exhibit the physical properties shown in Table 1. Provide PTFE that is bonded to the top steel bearing plate of the HLMR assembly in accordance with AASHTO LRFD Bridge Construction Specifications. 23,12. Upper Component. 23.3.2.1. Steel Top Plates. Provide steel top plates in accordance with the AASHTO LRFD Bridge Design Specifications and AASHTO LRFD Bridge Construction Specifications. Provide an ANSI #500 or better finish on the surface interfacing with the stainless steel sheet for expansion bearings. At the fabricator's option, the steel top plate may serve the function of the sole plate between the supported structure and the HLMR bearing assembly provided it matches geometric bevel requirements, plan dimensions, and minimum thickness for the sole plate depicted on the plans, while maintaining the performance requirements and avoiding damage due to installation. Otherwise, provide connectivity between the top plate and the sole plate or grouted interface as indicated on the plans. Coordinate any necessary adjustments to the sole plate geometry, connection method, or grouted interface with the Engineer to ensure compatibility with the structural design, before ordering any materials. Provide bolted connections for connection to steel trapezoidal box girder superstructures. 2.3.3.2.2. Stainless Steel. Provide Type 304 stainless steel sheet in accordance with ASTM A240. The thickness must be at least 1/16 in, unless otherwise shown on the plans. 2.3.3.3. Miscellaneous Components. 2.3.3.3.1, Lateral Guides. Provide guide bars integrated with the steel top plate and interface components of stainless steel facing and PTFE for guided HLMR expansion bearings. Submit alternate interface components to stainless steel and PTFE for review and approval. Provide details indicating guide bar, stainless steel, and PTFE attachment and design to sustain the lateral toads specified on the plans while maintaining unimpeded expansion capability. 2.3.3.3.2. Piston. Provide in accordance with the AASHTO LRFD Bridge Design Specifications and AASHTO LRFD Bridge Construction Specifications. 2,33.3.3. Pot. Provide in accordance with the AASHTO LRFD Bridge Design Specifications and AASHTO LRFD Bridge Construction Specifications. 2.3,33.4. Sealing Rings. Provide in accordance with the AASHTO LRFD Bridge Design Specifications and AASHTO LRFD Bridge Construction Specifications. me EXHIBIT 4 434 2,33,15, Sealants, Provide in accordance with the AASHTO LRFD Bridge Design Specifications and AASHTO LRFD Bridge Construction Specifications. 23.14. Supporting Masonry Plate and Anchor Rods, Coordinate any necessary adjustments to masonry plate geometry, connection method, or grout interface with the Engineer to ensure compatibility with the structure design before ordering any materials. Provide medium strength, mild steel or better type anchor rods in accordance with Item 449, "Anchor Bolts," including nuts and washers, unless indicated otherwise on the plans. 2.3.3.5, Coatings, Provide coating materials as required in accordance with Item 445, "Galvanizing," or DMS -8104, "Paint, Shop Application for Steel Bridge Members," unless indicated otherwise on the plans. Submit fabricator -preferred alternative coatings to the Engineer for review and approval. 3. CONSTRUCTION 3.1, Plain and Laminated Elastomeric Bearings. Electronically submit shop drawings for the complete assembly before fabrication of laminated elastomeric bearings with or without steel top plates or special components in accordance with the plans and Item 441, "Steel Structures," Provide a bearing layout with the shop drawings. Mold together components of a laminated bearing to form an integral unit free of voids or separations in the elastomer or between the elastomer and the steel laminates or plates, unless otherwise shown on the plans. Provide well -vulcanized elastomer between the laminates or plates and on the outer surfaces of the bearing that is uniform and integral and resists separation by mechanical means into separate, definite, well-defined elastomeric layers. Evidence of this layered construction, either at the outer surfaces or within the bearing, will be cause for rejection. Repair of damaged elastomer on sides of laminated bearings is not allowed for product acceptance, Repair of damaged elastomer on top or bottom surfaces of laminated bearings is allowed when approved. Cover edges of steel laminates with 1/8 in, to 114 in. of elastomer except exposure of the laminates will be permitted at approved laminate restraining devices and around holes entirely enclosed in the finished structure. Position laminates within 118 in. of plan location. Plain bearings may be molded individually, cut from previously molded strips or slabs molded to the full thickness of the finished bearings, or extruded and cut to length. The finish of cut surfaces must be ANSI 250, or smoother. The finished bearings must have no voids or separations detectable either at the bearing surfaces or within the bearing. Plain elastomeric bearings must be well vulcanized, uniform, and integral units of such construction that the bearing is incapable of being separated by any mechanical means into separate, definite, well-defined elastomeric layers, Evidence of layered construction either at the outer surfaces or within the bearing will be cause for rejection. The permissible variation from the dimensions and configuration shown on the plans for both plain and laminated bearings will be as listed in AASHTO M 251, Table 2. Flash tolerance, finish, and appearance must meet the requirements of the latest edition of the Rubber Handbook published by the Rubber Manufacturers Association, Inc., RMA F3 and T.063 for molded bearings and RMA F2 for extruded bearings. Perform required welding in accordance with Item 441, "Steel Structures." Manufacture guide bars, when required, so adjacent top and bottom bar surfaces are parallel to within 1/16 in. in the assembled position. The tolerance for diameter of anchor bolt holes is +118 in., -0. The maximum deviation for flatness of steel plates is 1/16 in. in any 24 in. or as shown on the plans. 311, Markings, Mark the bearing type on the surface of each bearing as shown on the plans. The marking must remain legible until placement in the structure. Permanently mark, in addition, laminated bearings with: ■ manufacturer's name or trademark, • lot number, ■ date of manufacture (month -year), and RE EXHIBIT 4 n direction of slope. M, Place this permanent marking on a face which is visible after erection of the bridge unless otherwise shown on the plans. 3.1.2 Testing and Acceptance. The sampling and testing of laminated bearing production, after prequalification approval, will be as follows: 3.1.2.1, Laminated Bearings. Subject each laminated bearing to a compression of 2,250 psi or a stress approved by the Engineer. Provide calibrated equipment per ASTM E4 for this compression testing. Each bearing will be acceptable if there is no visible evidence of bond failure or other damage and if the finished bearing meets other pertinent portions of this Item. Samples may be taken if the quality of production becomes questionable. 3.1.3. Documentation, Furnish certified laboratory test results on the elastomer properties of each batch or lot of compound for both plain and laminated bearings. Provide copies of certified mill test reports for laminated bearing steel top plates and any required steel special components. 3.1.4. Storage. Protect plain and laminated bearings from sunlight until placement in the structure. 3.1.5. Field Methods, Provide concrete surfaces for bearing areas under plain and laminated elastomeric bearings in accordance with Section 420,4.9., "Treatment and Finishing of Horizontal Surfaces," Do not damage the elastomer when welding near bearings. Damaged bearings will be subject to rejection and require replacement as directed. 3.2. Sliding Elastomeric Bearings. Electronically submit shop drawings for the complete assembly before fabrication of sliding elastomeric bearings in accordance with the plans and Item 441, "Steel Structures!' Provide a bearing layout with the shop drawings. Finish the steel top (sole) plate surface, interfacing with the stainless steel sheet, per Section 4342221., "Steel Top (Sole) Plates." Provide this finished surface flat to a tolerance of 1/32 in. Provide the remaining surface, outside the stainless steel sheet interface, flat to a tolerance of 1116 in. in any 24 in. Attach the stainless steel sheet to the steel top (sole) plate by continuous fillet -welding around the edges with an approved welding electrode. Do not extend the weld above the sliding surface. Protect the sliding surface from weld spatter. Polish the stainless steel sheet to a bright mirror finish less than 20 micro -in. rms, and solvent -clean to remove traces of polishing compound after attachment to the steel plate. Fabricate the laminated elastomeric bearing pads according to Section 434.3.1., "Plain and Laminated Elastomeric Bearings." Vulcanize the laminated elastomeric bearing pad to the PTFE -faced steel plate. Machine the steel plate recessed surface flat to a tolerance of 1/32 in. and within 1/32 in, of required depth. Bond the PTFE material to the steel plate recessed surface with an approved adhesive. Fit the PTFE material into the recessed surface with not more than 1132 -in. gaps around the perimeter. Perform required welding in accordance with Item 441, "Steel Structures." Manufacture guide bars when required so that adjacent top and bottom bar surfaces are parallel to within 1116 in. in the assembled position. The tolerance for diameter of anchor bolt holes is +1 /8 in,, -0 in. 3.2.1 Markings. Mark the bearing type on the surface of each sliding elastomeric bearing. The marking must remain legible, until placement in the structure. Permanently mark the laminated elastomeric bearing pad with the information specified in Section 434.3.1.1., "Markings." 3.21 Testing and Acceptance. Test a minimum of 10% of the sliding elastomeric bearing assemblies to a compressive strength of 2,250 psi or a stress approved by the Engineer. Provide calibrated equipment per RM EXHIBIT 4 M, ASTM E4 for this compression testing. No tested sliding elastomeric bearing may show visible damage to the PTFE or stainless steel surfaces nor evidence of bond failure between the: lilt PTFE -faced steel plate and laminated elastomeric bearing pad, • steel laminates and elastomer within the laminated elastomeric bearing pad, and ■ steel plate and PTFE. Perform check tests if necessary on the steel, laminated elastomeric bearing pads, or PTFE material to verify the properties required under Section 434.2.2., "Sliding Elastomeric Bearings." Bearings represented by test specimens passing the requirements of this Item will be approved for use in the structure subject to on-site inspection by the Engineer for visible defects. ;3.2.2.1. Lower Component. Manufacture I additional bearing lower component per project for testing purposes. Notify the Construction Division, which will sample a bearing lower component at random from the lot, after bearings have been manufactured for a project. Forward selected samples (freight prepaid) to the Construction Division, or to their contracted testing laboratory when directed. Lower component samples will be tested to the following: ■ Tex -6014 Part II Adhesion Test Method 2. Adhesion between the PTFE material and steel plate must meet a minimum 20 lb. per inch. • Tex -601-J, Part III—Adhesion Test Method 3. Bond failure between the PTFE -faced steel plate and the laminated elastomeric bearing pad must occur as stated in this test method to constitute a passing test result. Costs associated with testing sliding elastomeric bearing lower component project samples failing to conform to these requirements are home by the bearings manufacturer. This cost will be assessed at the rate established by Construction Division at the time of testing. 3.2.22 Documentation. Furnish copies of certified mill test reports for the steel top (sole) plate, stainless steel, PTFE -faced steel plate, and any required steel special components. Provide a manufacturer's certification that the PTFE material meets the requirements of this ]tern. Furnish certified laboratory test results on the elastomer properties of each batch or lot of compound for laminated elastorneric, bearing pads. 3,23, Storage. Store sliding elastomeric, bearings horizontally in a dry, sheltered area. Provide moisture and dust - resistant wrapping maintained in good condition until installation. Lift bearings only from the undersides. Protect bearings from damage, dirt, oil, grease, and other foreign substances, 3.2.4. Field Methods. Provide concrete surfaces for bearing areas under sliding elastomeric bearings in accordance with Section 420.4.9., "Treatment and Finishing of Horizontal Surfaces." Refer to the plans for temperature setting corrections for all bridges and bearing alignment relative to a chord for curved bridges. Perform such adjustments as directed if the plans do not address these requirements. Exercise care in any field -welding required for the installation of a sliding elastomeric bearing to prevent damage to the elastomer, PTFE, or stainless steel surface. Repair damage to protective coating on the bearings and apply the final appearance coat in accordance with Item 446, "Field Cleaning and Painting Steel." Damaged bearings will be subject to rejection and require replacement as directed. 3.3. HLMR Bearings. Electronically submit shop drawings for the complete assembly, before fabrication of HLMR bearings, in accordance with the plans. Provide a bearing layout with the shop drawings including geometric placement on substructure. Provide design calculations sealed by a licensed professional engineer. 549 EXHIBIT 4 434 3.3.1. Markings. Provide a permanent identification mark indicating each bearing's position in the structure and a direction arrow oriented in the forward station direction. Ensure the primary identification mark or a second such mark is provided at a visible location on the bearing after superstructure construction. 33.2. Testing and Acceptance. Coordinate arrangements for sampling and testing with the Construction Division before manufacturing all or a significant number of bearings for the project. Coordinate with the Construction Division, the number and type of tests that must be observed by a designated Construction Division representative. Perform testing in accordance with Section 18, "Bearing Devices," of the current AASHTO LRFD Bridge Construction Specifications. Use prequalification for certain tests only if approved by the Construction Division. Disassemble bearings for visual inspection after testing. Replace or repair any bearings that reveal malfunction such as lift-off, galling between components, excessive deflection, yielding of steel, wrinkling of stainless steel, and flow or bond failure of PTFE. Perform testing to validate performance of replaced or repaired bearings as directed. Costs associated with testing project samples failing to conform to these requirements are borne by the bearings manufacturer. This cost will be assessed at the rate established by Construction Division at the time of testing. 3.3.3. Storage. Store HLIVIR bearings horizontally in a dry, sheltered area. Provide moisture and dust -resistant wrapping maintained in good condition until installation. Lift bearings only from the undersides. Protect bearings from damage, dirt, oil, grease, and other foreign substances, 3.3.4. Field Methods. Provide concrete surfaces for bearing areas under HLMR bearings in accordance with Section 420.4,9., "Treatment and Finishing of Horizontal Surfaces," unless indicated otherwise on the plans or the HLMR bearing shop drawings. Do not disassemble bearings unless otherwise approved by the Engineer with the guidance of the bearing fabricator. Clean any contaminated sliding surfaces as directed by the fabricator, Place HLMR bearings on preformed fabric pads as indicated in Section 441.3.11.6., "Bearing and Anchorage Devices," unless indicated otherwise an the plans or the shop drawings. Refer to the plans for temperature setting corrections for all bridges and bearing alignment relative to a chord for curved bridges. Perform such adjustments as directed if the plans do not address these requirements. Exercise care in any field -welding required for the installation of an HLMR bearing to prevent damage to the elastomer, disc element, PTFE, or stainless steel surface. Perforrn repair of damage to the prime coat on the bearings and apply the final appearance coat in accordance with Item 446, 'Field Cleaning and Painting Steel." Damaged bearings will be subject to rejection and require replacement as directed. 4. MEASUREMENT 4.1. Plain and Laminated Elastomeric Bearings. When plain and laminated elastomeric: bearings are specified on the plans to be a pay item, measurement will be by each bearing. 4.2. Sliding Elastomeric Bearings. Sliding elastomeric bearings will be measured by each bearing. 4.3. HLMR Bearings. HLMR bearings will be measured by each bearing in a specified load range. 550 EXHIBIT 4 5. PAYMENT 434 5.1, Plain and Laminated Elastomeric Bearings. Plain and laminated elastomeric bearings used with precast prestressed concrete or rolled steel members will not be paid for directly but will be subsidiary to the pertinent Items, For plain and laminated elastomeric bearings used with post -tensioned concrete superstructures, and with steel girders when specified as a pay item, the work performed and materials furnished in accordance with this Item and measured as provided under "Measurement" will be paid for at the unit price bid for "Elastomeric Bearing" of the type specified, This price is full compensation for materials, including anchor bolts, top plates, steel special components; installation; and tools, equipment, labor, and incidentals. 5,2. Sliding Elastomeric Bearings. The work performed and materials furnished in accordance with this Item and measured as provided under "Measurement" will be paid for at the unit price bid for "Sliding Elastomeric Bearing" of the type specified. This price is full compensation for the stainless steel faced top (sole) plate, the PTFE -faced steel plate vulcanized to the top of a laminated elastomeric bearing pad, the steel special components, the anchor bolts required to connect the bearing between superstructure and substructure: installation; and tools, equipment, labor, and incidentals. 53. HLMR Bearings. The work performed and materials furnished in accordance with this Item and measured as provided under "Measurement" will be paid for at the unit price bid for "HLMR Bearing" of the type specified. This price is full compensation for the stainless steel faced top (sole) plate, the PTFE -faced steel plate attached to the top bearing plate, the polyether urethane disc or elastomer layer, lateral guide components, shear restriction devices or outer cylinder pot, pot bearing seats, the anchor bolts required to connect the bearing to the supporting structure; installation; and tools, equipment, labor, and incidentals. RE EXHIBIT 4 440 Item 440 Reinforcement for Concrete�x of Trans,�art�tian Furnish and place reinforcement of the type, size, and details shown on the plans. 2. MATERIALS Use deformed steel bar reinforcement unless otherwise specified or allowed. 2.1. Approved Mills. Before furnishing steel, producing mills of reinforcing steel for the Department must be pre- .approved in accordance with DMS -7329, "Qualification Procedure for Reinforcing Steel! Producing Mills," by the Construction Division. The Department's MPL has a list of approved producing mills. Reinforcing steel obtained from unapproved sources will net be accepted. Contact the Construction Division with the name and location of the producing mill for stainless reinforcing steel, low carbon/chromium reinforcing steel, or dual -coated reinforcing steel at least 4 weeks before ordering any material. 2.2. Deformed 'Steel Bar Reinforcement. Provide deformed reinforcing steel conforming to one of the following: • ASTM A615, Grades 66, 75, or 86; ■ ASTM A996, Type A, Grade 60; ■ ASTM A996, Type R, Grade 60, permitted in concrete pavement only (Furnish ASTM A996, Type R bars as straight bars only and do not bend them. Bend tests are not required.); or • ASTM A706, Grades 60 or 86. Provide the grade of reinforcing steel shown on the plans. Provide Grade 60 if no grade is shown. The nominal size, area, and weight of reinforcing steel bars this Item covers are shown in Table 1 2.3. Smooth Steel Bar Reinforcement. Provide smooth bars for concrete pavement with a yield strength of at least 66 ksi and meeting ASTM A615. Provide steel conforming to ASTM A615 or meet the physical requirements of ASTM A36 for smooth bars that are larger than No. 3. Designate smooth bars by size number up to No. 4 and by diameter in inches above No. 4. 563 Table 1 Size„ Area, and Weight of Reinforcing Steel Bars Bar Size [diameter Area Weight per Foot Number ink � (in.) (sq, in.) Obs.) 3 0.375 0.11 0.376 4 0.500 0.20 0.668 5 0,625 0.31 1.043 _ 6 -- 0.750 0.44 1.502 7 0.875 HO 2.044 8 T 1.000 _ 079 - 2.670 9 1.128 1.00 3.400 10 - 1.270 1.27 4.303 11 1.410 1.56 5.313 14 1.693 2.25 —. 7.650 —_ ......... i_s.__ _ _ ._... _ I 2.257 - 4.00 13.50 2.3. Smooth Steel Bar Reinforcement. Provide smooth bars for concrete pavement with a yield strength of at least 66 ksi and meeting ASTM A615. Provide steel conforming to ASTM A615 or meet the physical requirements of ASTM A36 for smooth bars that are larger than No. 3. Designate smooth bars by size number up to No. 4 and by diameter in inches above No. 4. 563 EXHIBIT 4 440 2.4. Spiral Reinforcement. Provide bars of wire for spiral reinforcement of the grade and minimum size or gauge shown on the plans. Provide smooth or deformed wire conforming to ASTM A1064. Provide bars conforming to ASTM A615; ASTM A996, Type A; or ASTM A675, Grade 80, meeting dimensional requirements of ASTM A615. 2.5. Weldable Reinforcing Steel. Provide reinforcing steel conforming to ASTM A706 or with a maximum carbon equivalent (C.E.) of 0,55% if welding of reinforcing steel is required or desired. Provide a report showing the percentages of elements necessary to establish C.E. for reinforcing steel that does not meet ASTM A706, in order to be structurally welded. These requirements do not pertain to miscellaneous welds on reinforcing steel as defined in Section 448,421 J., "Miscellaneous Welding Applications." Calculate C.E. using the following formula: % XIn %Cii %Ni %Cr %Mo % V CE. = %C + — + — + — + — – — – 6 40 20 10 50 10 Do not weld stainless reinforcing steel without permission from the Engineer. Provide stainless reinforcing steel suitable for welding, if required, and submit welding procedures and electrodes to the Engineer for approval. 213, Welded Wire Reinforcement. Provide welded wire reinforcement (WWR) conforming to ASTM A1064. Observe the relations shown in Table 2 among size number, diameter in inches, and area when ordering wire by size numbers, unless otherwise specified. Precede the size number for deformed wire with "D" and for smooth wire with "W," Designate WWR as shown in the following example: 6 x 12 – W16 x W8 (indicating 6 -in. longitudinal wire spacing and 12 -in, transverse wire spacing with smooth No, 16 wire longitudinally and smooth No. 8 wire transversely). 564 EXHIBIT 4 440 Table 2 Wire Size Number, Diameter, and Area Size Number in. Diameter in. Area (s , in.1 31 0.628 0.310 30 0.613 0.300 28 0.597 0.280 260.575 0.260 240.553 0.240 j 22.®.__. 0.529 0.220 20 0.505 0.200 18 0.4790.180 _..._._. 16 0.451 0.160 14 0.422 0.140 12 0.391 0.120 10 0.3570.100 8 0.319 0.080 7 0.299 0.070 6 0.276 0.060 5.5 0.265 0.055 5 - _ 0.252� 0.050 4.5 0.045 4 _0.239[__ 0.220 0.040 3.5 0,211_ 0.035 2,9 0.1920.035 2,5 0.178 _ 0.025 2 0.160 0.020 1.4 0.134 0.014 1,2 0.124 0.012 0.5-- - - 0.080 0.005 j Note -Size numbers (in,) are the nominal crass -sectional area of the wire in hundredths of a square inch. Fractional sizes between the sizes listed above are also available and acceptable for use. 2.7, Epoxy eating. Provide epoxy coated reinforcing steel as shown on the plans. Before furnishing epoxy coated reinforcing steel, an epoxy applicator roust be pre -approved in accordance with DMS -73317, "(qualification Procedure for Reinforcing Steel Epoxy Coating Applicators." The Department's MPL has a list of approved applicators. Furnish coated reinforcing steel meeting the requirements in Table 3. Table 3 Epoxy Coating -Requirements for Rernforcing Steel __...___....._ _. _ . . Material specification Bar ASTM A775 or A934 Wire or WWR ASTM A884 Class A or B Mechanical couplers _ As shown on the plans Hardware - _._..._._ As shown on the plans Use epoxy crating material and coating repair material that complies with DMS -8130, "Epoxy Powder Coating for Reinforcing Steel." Patch no more than 114 -in. total length in any foot at the applicator's plant. Maintain identification of all reinforcing steel throughout the coating and fabrication process and until delivery to the project site, Furnish 1 copy of a written certification verifying the coated reinforcing steel meets the requirements of this item and 1 copy of the manufacturers control tests. 2.8. Mechanical Couplers. Use couplers of the type specified in DMS -4510, "Mechanical Couplers for Reinforcing Steel," Article 4510.5.A, "General Requirements" when mechanical splices in reinforcing steel bars are shown on the plans. n EXHIBIT 4 440 Furnish only couplers pre -qualified in accordance with CIMS -4510, "Mechanical Couplers for Reinforcing Steel." Ensure sleeve -wedge type couplers are not used on coated reinforcing. Sample and test couplers for use on individual projects in accordance with DMS -4510, "Mechanical Couplers for Reinforcing Steel," Furnish couplers only at locations shown on the plans. Furnish couplers for stainless reinforcing steel with the same alloy designation as the reinforcing steel. 2.9, Fibers. Supply fibers conforming to CIMS -4550 "Fibers for Concrete" at the minimum dosage listed in the Department's MPL, when allowed by the plans. Use non-metallic fibers when shown on the plans. 2.10, Stainless Reinforcing Steel. Provide deformed steel bars of the types listed in Table 4 and conforming to ASTM A955, Grade 60 or higher when stainless reinforcing steel is required on the plans. Table 4 2,11, Low Carbon/Chromium Reinforcing Steel. Provide deformed steel bars conforming to ASTM A1035, Grade 100 when low carbon/chromium reinforcing steel is required on the plans. 2.12. Dual -Coated Reinforcing Steel. Provide deformed bars conforming to ASTM A1055, Grade 60 or higher when dual -coated reinforcing steel is required on the plans. 2.13. Glass Fiber Reinforced Polymer Bars (GFRP), Provide bars conforming to the AASHTO LRFD, Bridge Design Guide Specifications for GFRP-Reinforced Concrete Bridge Decks and Traffic Railings, Section 4, "Material Specifications" when GFRP bars are required on the plans. Provide sample certification demonstrating the GFRP bar supplier has produced bar that meets the Material Specifications 2 mo, before fabrication. Furnish certification upon shipment that the GFRP bar supplied meets the Material Specifications. 3.1. Bending. Fabricate reinforcing steel bars as prescribed in the CRSI Manual of Standard Practice to the shapes and dimensions shown on the plans. Fabricate in the shop if possible. Field -fabricate, if permitted, using a method approved by the Engineer. Replace improperly fabricated, damaged, or broken bars at no additional expense to the Department. Repair damaged or broken bars embedded in a previous concrete placement using a method approved by the Engineer. Unless otherwise shown on the plans, the inside diameter of bar bends, in terms of the nominal bar diameter (d), must be as shown in Table 5. Table 5 Minimum Inside Diameter of Bar Bends Bend Bar Size Number tin.) Pin Diameter Bends of 900 and greater in stirrups, ties, 3,4,5 4d and other secondary bars that enclose 6,7,8 6d another bar in the bend Bends in main bars and in secondary . ... . ....... 3 through 8 ..... Go9,10,11 bars not covered above 14,18 Sd 10d Bend -test representative specimens as described for smaller bars in the applicable ASTM specification where bending No. 14 or No. 18 Grade 60 bars is required. Make the required 90' bend around a pin with a diameter of 10 times the nominal diameter of the bar. Bend stainless reinforcing steel in accordance with ASTM A955. 32 Tolerances. Fabrication tolerances for bars are shown in Figure 1. 566 EXHIBIT 4 ±2" From end of bar to any bend 1/2 .-0, -1/4" if 6" or less +0, -1/2" if over 6" I ±11 " *1/2," Spiral or Stirrup or Tie Circular Tie Figure I Fabrication Tolerances for Bars 3.1 Storage. Store reinforcement above the ground on platforms, skids, or other supports, and protect it from damage and deterioration. Ensure reinforcement is free from dirt, paint, grease, oil, and other foreign materials when it is placed in the work. Use reinforcement free from defects such as cracks and delaminations. Rust, sufface seams, surface irregularities, or mill scale will not be cause for rejection if the minimum cross-sectional area of a hand wire brushed specimen meets the requirements for the size of steel specified. Do not allow stainless reinforcing steel to be in direct contact with uncoated reinforcing steel, nor with galvanized reinforcing steel. This does not apply to stainless steel wires and ties. Store stainless reinforcing steel separately, off the ground on wooden supports. 3.4. Splices, Lap -splice, weld -splice, or mechanically splice bars as shown on the plans. Additional splices not shown on the plans will require approval. Splices not shown on the plans will be permitted in slabs no more than 15 in, in thickness, columns, walls, and parapets. ■ Do not splice bars less than 30 ft. in plan length unless otherwise approved. For bars exceeding 30 ft. in plan length, the distance center -to -center of splices must be at least 30 ft. minus 1 splice length, with no more than I individual bar length less than 10 ft. Make lap splices not shown on the plans, but otherwise 567 EXHIBIT 4 440 permitted, in accordance with Table 6. Maintain the specified concrete cover and spacing at splices, and place the lap -spliced bars in contact, securely tied together. Table 6 Minimum Lap Re quirements for Steel Bar Sizes through No. 11 Bar Size Number in. Uncoated Lap Length Coated Lap L n th­­_. 3 1 ft. 4 in. 2 ft 0 in. 4 1 CTin. 2 ft, .......... . ...... . 5 2 TTin. 3 ft. 3 in, 6 2 fl, 7 in, --ft- , - - 3 � 11 in. 7 3 ftin 5 ft, tin 8 4 ft, 6 in, 6 ft, 9 in. 9 5 it. 8 in. 8 ft. 6 in. 10 7 ft 3 in, 10 ft. 11 in, 11 8 ft. 11 in. 13 ft, 5 in, • Do not lap No, 14 or No. 18 bars. • Lap spiral steel at least 1 turn. • Splice WWR using a lap length that includes the overlap of at least 2 cross wires plus 2 in, on each sheet or roll. Splices using bars that develop equivalent strength and are lapped in accordance with Table 6 are permitted. • Lap the existing longitudinal bars with the new bars as shown in Table 6 for box culvert extensions with less than I ft. of fill. Lap at least 1 ft, 0 in, for extensions with more than 1 ft. of fill, • Ensure welded splices conform to the requirements of the plans and of Item 448, 'Structural Field Welding." Field -prepare ends of reinforcing bars if they will be butt -welded. Delivered bars must be long enough to permit weld preparation. • Install mechanical coupling devices in accordance with the manufacturer's recommendations at locations shown on the plans, Protect threaded male or female connections, and ensure the threaded connections are clean when making the connection. Do not repair damaged threads. • Mechanical coupler alternate equivalent strength arrangements, to be accomplished by substituting larger bar sizes or more bars, will be considered if approved in writing before fabrication of the systems. 15. Placing, Place reinforcement as near as possible to the position shown on the plans. Do not vary bars from plan placement by more than 1/12 of the spacing between bars in the plane of the bar parallel to the nearest surface of concrete. Co not vary bars from plan placement by more than 114 in in the plane of the bar perpendicular to the nearest surface of concrete. Provide a minimum 1 -in. clear cover of concrete to the nearest surface of bar unless otherwise shown on the plans. For bridge slabs, the clear cover tolerance for the top mat of reinforcement is —0, +112 in. Locate the reinforcement accurately in the forms, and hold it firmly in place before and during concrete placement by means of bar supports that are adequate in strength and number to prevent displacement and keep the reinforcement at the proper distance from the forms. Provide bar supports in accordance with the CRS1 Manual of Standard Practice. Use Class 1 supports, approved plastic bar supports, precast mortar, or concrete blocks when supports are in contact with removable or stay -in-place forms. Use Class 3 supports in slab overlays on concrete panels or on existing concrete slabs. Bar supports in contact with soil or subgrade must be approved, Use Class 1A supports with epoxy coated reinforcing steel. Provide epoxy or plastic coated tie wires and clips for use with epoxy coated reinforcing steel. Use mortar or concrete with a minimum compressive strength of 5,000 psi for precast bar supports. Provide a suitable tie wire in each block for anchoring to the bar. Place individual bar supports in rows at 44 maximum spacing in each direction. Place continuous type bar supports at 4 -ft. maximum spacing. Use continuous bar supports with permanent metal deck forms. no - EXHIBIT 4 440 The exposure of the ends of longitudinals, stirrups, and spacers used to position the reinforcement in concrete pipe and storm drains is not cause for rejection. Tie reinforcement for bridge slabs and top slabs of direct traffic culverts at all intersections, except tie only alternate intersections where spacing is less than 1 ft. in each direction. Tie the bars at enough intersections to provide a rigid cage of reinforcement for reinforcement cages for other structural members. Fasten mats of WWR securely at the ends and edges. Clean mortar, mud, dirt, debris, oil, and other foreign material from the reinforcement before concrete placement. Do not place concrete until authorized. Stop placement until corrective measures are taken if reinforcement is not adequately supported or tied to resist settlement, reinforcement is floating upward, truss bars are overturning, or movement is detected in any direction during concrete placement. 3.6. Handling, Placing, and Repairing Epoxy Coated Reinforcing Steel. 3.6.1. Handling, Provide systems for handling coated reinforcing steel with padded contact areas. Pad bundling bands or use suitable banding to prevent damage to the coating. Lift bundles of coated reinforcement with a strongback, spreader bar, multiple supports, or a platform bridge. Transport the bundled reinforcement carefully, and store it on protective cribbing. Do not drop or drag the coated reinforcement. 3.6.2. Placing. Do not flame -cut coated reinforcement Saw or shear -cut only when approved. Coat cut ends as specified in Section 440.3.6.3., "Repairing Coating." Do not weld or mechanically couple coated reinforcing steel except where specifically shown on the plans. Remove the epoxy coating at least 6 in. beyond the weld limits before welding and 2 in. beyond the limits of the coupler before assembly. Clean the steel of oil, grease, moisture, dirt, welding contamination (slag or acid residue), and rust to a near -white finish after welding or coupling. Check the existing epoxy for damage. Remove any damaged or loose epoxy back to sound epoxy coating. Coat the splice area after cleaning with epoxy repair material to a thickness of 7 to 17 mils after curing. Apply a second application of repair material to the bar and coupler interface to ensure complete sealing of the joint. 3.6.3. Repairing Coating. Use material that complies with the requirements of this Item and ASTM D3963 for repairing of the coating. Make repairs in accordance with procedures recommended by the manufacturer of the epoxy coating powder. Apply at least the same coating thickness as required for the original coating for areas to be patched. Repair all visible damage to the coating. Repair sawed and sheared ends, cuts, breaks, and other damage promptly before additional oxidation occurs. Clean areas to be repaired to ensure they are free from surface contaminants. Make repairs in the shop or field as required. 37. Handling and Placing Stainless Reinforcing Steel. Handle, cut, and place stainless reinforcing steel bar using tools that are not used on carbon steel. Do not use carbon steel tools, chains, slings, etc. when handling stainless steel. Use only nylon or polypropylene slings. Cut stainless steel reinforcing using shears, saws, abrasive cutoff wheels, or torches. Remove any thermal oxidation using pickling paste. Do not field bend stainless steel reinforcing without approval. Use 16 gauge fully annealed stainless steel tie wire conforming to the material properties listed in Section 440.2.10., "Stainless Reinforcing Steel." Support all stainless reinforcing steel on solid plastic, stainless steel, or epoxy coated steel chairs. Do not use uncoated carbon steel chairs in contact with stainless reinforcing steel. RE EXHIBIT 4 440 3.8. Bending, Handling, Repairing, and Placing GFRP Bars. Fabricate, handle, repair, and place GFRP bars in accordance with the AASHTO LRFD Bridge Design Guide Specifications for GFRP-Reinforced Concrete Bridge Decks and Traffic Railings, Section 5, Construction Specifications, 4. MEASUREMENT AND PAYMENT The work performed, materials furnished, equipment, labor, tools, and incidentals will not be measured or paid for directly but will be considered subsidiary to pertinent Items. 573 EXHIBIT 4 441 Item 441 Steel Structures 1. DESCRIPTION Fabricate and erect structural steel and other metals used for steel structures or for steel portions of structures. 2. MATERIALS 2.1. Base Metal. Use metal that meets Item 442, "Metal for Structures," 2.2. Approved Electrodes and Flux -Electrode Combinations. Use only electrodes and flux -electrode combinations found on the Department's MPI_. To request a product be added to this list or to renew an expired approval, electronically submit a current Certificate of Conformance containing all tests required by the applicable AWS A5 specification according to the applicable welding code (for most construction, AASHTO/AWS D1.5, Bridge Welding Code, or AWS D1.1, Structural Welding Code—Steel]i to the Construction Division. 2.3, High -Strength Bolts, Use fasteners that meet Item 447, "Structural Bolting." Use galvanized fasteners on field connections of bridge members when ASTM A325 bolts are specified and steel is painted. 2.4. Paint Systems, Provide the paint system (surface preparation, primer, intermediate, and appearance coats as required) shown on the plans. Provide System IV if no system is specified. 2.4.1. Standard Paint Systems, Standard paint systems for painting new steel include the following: 2.4,11.1. System 111-8. Provide paint in accordance with DMS -81 til, "Structural Steel Paints -Performance," Provide inorganic zinc (10Z) prime coat, epoxy intermediate coat, and urethane appearance coat for all outer surfaces except those to be in contact with concrete. Provide epoxy zinc prime coat for touchup of 10Z, 2.412, System IV, Provide paint in accordance with DMS -&101, "Structural Steel Paints -Performance." Provide IOZ prime coat and acrylic latex appearance coat for all outer surfaces except those to be in contact with concrete. Provide epoxy zinc prime coat for touchup of 10Z. 2.42 Paint Inside Tub Girders and Closed Boxes. Provide a white polyamide cured epoxy for all interior surfaces, including splice plate but excluding the Paying surfaces, unless otherwise shown on the plans. Provide IOZ primer meeting the requirements of DMS -8101, "Structural Steel Paints—Performance," to all interior faying surfaces and splice plates. 2,43, Special Protection System. Provide the type of paint system shown on the plans or in special Provisions to this Item. Special Protection Systems must have completed NTPEP Structural Steel Coatings (SSC) testing regimen as complete system, with full data available through NTPEP. 2.4.4. Galvanizing. Provide galvanizing, as required, in accordance with Item 445, '"Galvanizing.," 2,4,5. Paint over Galvanizing. Paint over galvanized surfaces, when required, in accordance with Item 445, "Galvanizing." 2.4.6. Field Painting. Provide field paint, as required, in accordance with Item 446, "Field Cleaning and Painting Steel." 571 EXHIBIT 4 441 3. CONSTRUCTION 3.1. General Requirements, 3.1.1. Applicable Codes. Perform all fabrication of bridge members in accordance with AASHTOINSBA Steel Bridge Collaboration S2.1. Follow all applicable provisions of the appropriate AWS code (D1.5 or D1.1) except as otherwise noted on the plans or in this Item. Weld sheet steel (thinner than 1/8 in.) in accordance with ANSIIAWS D1.3, Structural Welding Code—Sheet Steel. Unless otherwise stated, requirements of this Item are in addition to the requirements of S2.1 for bridge members. Follow the more stringent requirement in case of a conflict between this Item and S2.1. Perform all bolting in accordance with Item 447, "Structural Bolting." Fabricate railroad underpass structures in accordance with the latest AREMA Manual for Railway Engineering and this Item. In the case of a conflict between this Item and the AREMA manual, the more stringent requirements apply. 31.2. Notice of Fabrication. Give adequate notice before commencing fabrication work as specified in Table 1. Include a schedule for all major fabrication processes and dates when inspections are to occur. Table 1 Notice of Beoinninci Work Plant Location I Notice Reouired In Texas 7 days In the contiguous United States 21 days Outside the continuous United States 60 dans Perform no Department work in the plant before the Engineer authorizes fabrication. The Contractor must bear all Department travel costs when changes to their fabrication or inspection schedules are not adequately conveyed to the Department, When any structural steel is fabricated outside of the contiguous 48 states, the additional cost of inspection will be in accordance with Article 6.4., "Sampling, Testing, and Inspection." 313. Bridge Members. Primary bridge members include: * web and flanges of plate, tub, and box girders; n roiled beams and cover plates; L floor beam webs and flanges; m arch ribs and arch tie beams or girders; a truss members; ■ diaphragm members for curved plate girders or beams; ■ pier diaphragm members for tub girders; ■ splice plates for primary members; and ■ any other member designated as "primary" or "main" on the plans. Secondary bridge members include: ■ bracing (diaphragms, cross frames, and lateral bracing); and ■ all other miscellaneous bridge items not considered primary bridge members. 3.1 A. Responsibility. The Contractor is responsible for the correctness and completeness of shop drawings and for the fit of shop and field connections, 572 EXHIBIT 4 441 3.1.5, Qualification of Plants and Personnel, 31,5.1. Plants, Fabrication plants that produce bridge members must be approved in accordance with DMS -7370, "Steel Bridge Member Fabrication Plant Qualification," The Department's MPL has a list of approved bridge member fabrication plants. Fabrication plants that produce non -bridge steel members listed below must be approved in accordance with DMS -7380, "Steel Non -Bridge Member Fabrication Plant Qualification." The Construction Division maintains a list of approved non bridge fabrication plants for the following items: ■ Roadway Illumination Poles ® High Mast Illumination Poles • High Mast Rings and Support Assemblies ■ Overhead Sign Support Structures ■ Traffic Signal Poles ■ Intelligent Transportation System (ITS) Poles The Department will evaluate non -bridge member fabrication plants for competence of the plant, equipment, organization, experience, knowledge, and personnel to produce acceptable work, 3.1.5.2. Personnel, Provide a QC staff qualified in accordance with the applicable AWS, code, Provide an adequate number of qualified QC personnel for each specific production operation. QC must be on-site and independent of production personnel, as the Engineer determines. QC personnel must be proficient in utilizing the applicable plans, specifications, and test methods, and in verifying compliance with the plant QC and production procedures. Welding inspectors must be current AWS Certified Welding Inspectors for bridge member plants, and for non -bridge member plants requiring Department approval per DMS -7380, "Steel Non -Bridge Member Fabrication Plant Qualification," The QC staff must provide inspection of all materials and workmanship before the Department's inspection. Provide the Department inspector With adequate personnel and equipment needed to move material for inspection access, QC is solely the Contractor's responsibility, 3.1.5.3. Nondestructive Testing (NDT), Personnel performing NDT must be qualified in accordance with the applicable AWS code and the employer's Written Practice. Level III personnel who qualify AS Level I and Level 11 inspectors must be certified by ASNT for which the NDT Level III is qualified. Testing agencies and individual third -party contractors must also successfully complete periodic audits for compliance, performed by the Department. In addition, ultrasound technicians must pass a hands-on test the Construction Division administers. This will remain current provided they continue to perform testing on Department materials as evidenced by test reports requiring their signature. A technician who fails the hands-on test must wait 6 months before taking the test again. Qualification to perform ultrasonic testing will be revoked when the technician's employment is terminated or when the technician goes 6 months without performing a test on a Department project, The technician must pass a new hands-on test to be re -certified. 3A Welding Procedure Specifications Qualification Testing. For bridge member fabrication, laboratories performing welding procedure specifications (WPSs) qualified by testing must be approved in accordance with DMS -7360, "Qualification Procedure for Laboratories Performing Welding Procedure Qualification Testing." The Department's MPL has a list of laboratories approved to perform WPS qualification testing. 3.1.6. Drawings. V ,6. 1. Erection Drawings. Submit erection drawings prepared by a licensed professional engineer, including calculations, for approval in accordance with Item 5, "Control of the Work," at least 4 weeks before erecting any portion of field -spliced (welded or bolted) girders, railroad underpasses, trusses, arches, or other members for which erection drawings are required on the plans. Include drawings and calculations for any temporary structures used to support partially erected members. Erection drawings are not required for rolled I-beam units unless otherwise noted on the plans, 573 EXHIBIT 4 441 Prepare erection drawings following the procedures outlined in Section 2,2 of the AASHTO/NSBA Steel Bridge Collaboration 510.1. Asa minimum, include: in plan of work area showing structure location relative to supports and all obstructions; • equipment to be used including allowable load information; • erection sequence for all pieces; • member weights and center of gravity location of pieces to be lifted; • locations of cranes, holding cranes, and temporary supports (falsework), including when to release load from temporary supports and holding cranes; • details of falsework including specific bracing requirements With maximum allowable design wind speed clearly indicated; • girder lifting points; • diaphragm and bracing requirements; and • minimum connection requirements when more than the standard requirements. Perform girder erection analyses using UT -Lift and UT -Bridge software available on the Department's website or other suitable commercial software. Ensure temporary stresses in members being erected will not cause permanent damage and that stability is maintained throughout the erection operations. Provide actual input files and output results from UT -Lift and UT -Bridge, or graphical and hard copy results from commercial software programs. Do not proceed if site conditions differing from those depicted on the approved erection drawings could affect temporary support stresses, erected girders, or public safety in any manner. Revise erection drawings and resubmit to the Engineer for approval before proceeding if site conditions could affect these things. 3.1.6.2. Shop Drawings. Prepare and electronically submit shop drawings before fabrication for each detail of the general plans requiring the use of structural steel, forgings, wrought iron, or castings as documented in the Guide to Electronic Shop Drawing Submiffal available on the Bridge Division website and as directed for other items the standard specifications require. Indicate joint details on shop drawings for all welds. Provide a title block on each sheet in the lower right corner that includes: • project identification data including federal and state project numbers, • sheet numbering for the shop drawings, • name of the structure or stream for bridge structures, • name of owner or developer, • name of the fabricator or supplier, and • name of the Contractor. Provide one set of 11 x 17 -in, approved shop drawings in hardcopy to the Department for the inspector at the fabrication plant. 3.1.6.2.1. Bridge Members, Prepare drawings in accordance with AASHTO/NSBA Steel Bridge Collaboration G1.3. "Shop Detail Drawing Presentation" unless otherwise approved. Print a bill of material on each sheet, including the Charpy V -Notch (CVN) and fracture -critical requirements, if any, for each piece. Indicate fracture -critical areas of members. 3.1.6.2.2. Non -Bridge Members, Furnish shop drawings for nombridge members when required by the plans or pertinent Items. 3.1.7. Welding Procedure Specifications (WPSs), Submit WPSs and test reports in accordance with the applicable AWS code to the Construction Division before fabrication begins, and notify the Engineer which procedures will be used for each joint or joint type. Do not begin fabrication until the Engineer approves WPSs. 674 EXHIBIT 4 M Post the approved WPSs for the welding being performed on each welding machine, or use another approved method of ensuring the welder has access to the procedure information at all times. 3.1,8, Documentation. Before beginning fabrication, provide a completed Material Statement Form 1818 (a.k.a. D -9 -USA -1) with supporting documentation (such as mill test reports (MTRs)) that the producing mill issues and qualified personnel verifies. Ensure the documentation legibly reflects all information the applicable ASTM specifications require, Supply documents electronically to the Department. Provide a copy of the shipping or storage invoice, as material is shipped or placed in approved storage, that reflects: ® member piece mark identification and calculated weight per piece from the contract drawings, ■ number of pieces shipped or in storage, ■ total calculated weight for each invoice per bid item, and ■ the unique identification number of the shipping or storage invoice. The inspector's acceptance of material or finished members will not prohibit subsequent rejection if the material or members are found to be damaged or defective. Replace rejected material promptly. 3.1.9. Material Identification, Assembly -mark inclividuat pieces and issue cutting instructions to the shop using a system that will maintain identity of the original piece. Identify structural steel by standard and grade of steel. Also differentiate between material toughness requirements (CVN, fracture -critical) as well as any other special physical requirements. In addition, identify structural steel for primary members by mill identification numbers (heat numbers). Use an approved identification system. Use either paint or low -stress stencils to make identification markings on the metal. Mark the material as soon as it enters the shop and carry the markings on all pieces through final fabrication. Transfer the markings before cutting steel for primary members of bridge structures into smaller pieces. Loss of identification marking on any piece, with no other positive identification, or loss of heat number identification on any primary member piece will render the piece unacceptable for use. Unidentifiable material may be approved for use after testing to establish acceptability to the satisfaction of the Engineer. Have an approved testing facility perform testing and a licensed professional engineer sign and seal the results. 3,2. Welding, 3.2.1. Details. 3.2.1.1. Rolled Edges. Trim plates with rolled edges used for webs by thermal cutting. 3.2,1.2. Weld Tabs. Use weld tabs at least 2 in, long for manual and semi-automatic processes, at least 3 in. long for automatic processes, and in all cases at least as long as the thickness of the material being welded. Use longer weld tabs as required for satisfactory work. 321,3. Weld Termination, Terminate fillet welds approximately 1/4 in. from the end of the attachment except for galvanized structures and flange -to -web welds, for which the fillet weld must run the full length of the attachment, unless otherwise shown on the plans. 3.2.1.4. No -Paint Areas at Field -Welded Connections. Keep surfaces within 4 in. of groove welds or within 2 in. of fillet welds free from shop paint. 3.2.1.5. Galvanized Assemblies. Completely seal all edges of tightly contacting surfaces by welding before galvanizing. 3.2.1.6. Submerged -Arc Welding (SAW). Do not use hand-held semiautomatic SAW for welding bridge members unless altered to provide automatic guidance or otherwise approved. 575 EXHIBIT 4 441 3.2,1.7. Tubular Stiffeners for Bridge Members, Weld in accordance with AWS d1.5, using WPSs qualified based on tests on ASTM A709 Gr. 50W or Gr. 50 steel for non -weathering applications and ASTM A709 Gr. 5OW steel for weathering applications, 3.2,1.8. Non -Bridge Member Weathering Steel Welds, Provide weld metal with atmospheric corrosion resistance and coloring characteristics similar to that of the base metal for weathering steel structures fabricated per AWS D11. 3.2.2. Shop Splices. 3.2.2.1. Shop Splice Locations, Keep at least 6 in. between shop splices and stiffeners or cross -frames. Obtain approval for shop splices added after shop drawings are approved. 3.2.2.2. Grinding Splice Welds. Grind shop groove welds in flange plates smooth and flush with the base metal on ail surfaces whether the joined parts are of equal or unequal thickness. Grind so the finished grinding marks run in the direction of stress, and keep the metal below the blue brittle range (below 350*F), Groove welds in web plates, except at locations of intersecting welds, need not be ground unless shown an the plans except as required to meet AWS welding code requirements. 323, Joint Restraint. Never restrain a joint on both sides when welding. 324. Stiffener Installation, 32,41, Flange Tilt. Members must meet combined tilt and warpage tolerances before the installation of stiffeners. Cut stiffeners to fit acceptable flange tilt and cupping. Minor jacking or hammering that does not permanently deform the material will be permitted. 3.2.4,2. Stiffeners Near Field Splices. Tack weld intermediate stiffeners within 12 in, of a welded field splice point in the shop. Weld the stiffeners in the field in accordance with Item 448, "Structural Field Welding," after the splice is made. 12.5. Nondestructive Testing (NDT). Perform magnetic particle testing (MT), radiographic testing (RT), or ultrasonic testing (UT) at the Contractors expense as specified in 01 ,5 for bridge structures. The Engineer will periodically witness, examine, verify, and interpret NDT. Additional welds may be designated for NDT on the plans. Retest repaired groove welds per the applicable AWS code after repairs are made and have cooled to ambient temperature. Complete NDT and repairs before assembly of parts into a member, but after any heat -correction of weld distortion. 3,2.5.1 Radiographic Testing. Radiographs must have a density of at least 2.5 and no more than 3.5, as a radiographer confirms. The density in any single radiograph showing a continuous area of constant thickness must not vary in this area by more than 0,5. Use only ASTM System Class I radiographic film as described in ASTM E1815. Use low -stress stencils to make radiograph and location identification marks on the steel, The Engineer will examine and interpret all results of RT. 3.2.5.2. Ultrasonic Testing. Have UT equipment calibrated yearly by an authorized representative of the equipment manufacturer or by an approved testing laboratory. 3.2,53. Magnetic Particle Testing. Use half -wave rectified DC when using the yoke method unless otherwise approved. Welds may be further evaluated with prod method for detecting centerline cracking. 3.2,6. Testing of Galvanized Weldments. If problems develop during galvanizing of welded material, the Engineer may require a test of the compatibility of the combined galvanizing and welding procedures in accordance with this Section and may require modification of one or both of the galvanizing and welding procedures. Prepare a test specimen with a minimum length of 12 in. using the same base material, with the same joint configuration, and using the welding procedure proposed for production work if testing is required. Clean and 576 EXHIBIT 4 ZIE galvanize this test specimen using the same conditions and procedure that will be applied to the production galvanizing. Examine the test specimen after galvanizing. There must be no evidence of excessive buildup of zinc coating over the weld area, Excessive zinc coating buildup will require modification of the galvanizing procedure, Remove the zinc from the weld area of the test specimen and visually examine the surface. There must be no evidence of loss of weld metal or any deterioration of the base metal due to the galvanizing or welding procedure. Modify the galvanizing or welding procedure as required if there is evidence of deterioration or loss of weld metal, and run a satisfactory retest on the modified procedures before production work. Report procedures and results on the galvanized weldment worksheet provided by the Department. , 3.3. Bolt Holes, Detail holes on shop drawings 1/16 in. larger in diameter than the nominal bolt size shown on the plans unless another hole size is shown on the plans. Thoroughly clean the contact surfaces of connection parts in accordance with Item 447, 'Structural Bolting," before assembling them for hole fabrication. Make holes in primary members full-size (by reaming from a subsite hole, drilling full-size, or punching full-size where permissible) only in assembly unless otherwise approved. Ream and drill with twist drills guided by mechanical means unless otherwise approved. If subpunching holes, punch them at least 3/16 in. smaller than the nominal bolt size. Submit the proposed procedures for approval to accomplish the work from initial drilling or punching through check assembly when numerically controlled (NIC) equipment is used, Use thermal cutting for holes only with permission of the Engineer. Permission for thermal cutting is not required for making slotted holes, when slotted holes are shown on the plans, by drilling or punching 2 holes and then thermally cutting the straight portion between them. Perform all thermal cutting in accordance with Section 441.3.5.1., "Thermal Cutting," Slightly conical holes that naturally result from punching operations are acceptable provided they do not exceed the tolerances of S2.1. The tolerance for anchor bolt hole diameter for bridge bearing assemblies is +1/8 in., -0. 3.4. Dimensional Tolerances. Meet tolerances of the applicable AWS specifications and S2.1 except as modified in this Section. 3.4.1. Rolled Sections, Use ASTM A6 mill tolerances for rolled sections, except D1.5 camber tolerances apply to rolled sections with a specified camber. 3.42 Flange Straightness, Ensure flanges of completed girders are free of kinks, short bends, and waviness that depart from straightness or the specified camber by more than 1/8 in, in any 10 ft, along the flange. Rolled material must meet this straightness requirement before being laid out or worked. Plates must meet this requirement before assembly into a member. Inspect the surface of the metal for evidence of fracture after straightening a bend or buckle. The Engineer may require nondestructive testing. 3.4.3. Alignment of Deep Webs in Welded Field Connections. For girders 48 in. deep or deeper, the webs may be slightly restrained while checking compliance with tolerances of S2.1 for lateral alignment at field -welded connections. In the unrestrained condition, webs 48 in. deep or deeper must meet the tolerances of Table 2, Girders under 48 in, deep must meet the alignment tolerances of S2.1. 577 EXHIBIT 4 441 Table 2 Web Alignment Tolerances for Deep Girders Web Depth I Maximum Web (in.) Misalignment (in.L_ 481/16 60 �_, Td 72 1/4 84 5/16 96 5/16 108 3/8 120 7/16 132 7/16 144 112 3,4,4. Bearings, Correct bearing areas of shoes, beams, and girders using heat, external pressure, or both. Grind or mill only if the actual thickness of the member is not reduced by more than 1/16 in. below the required thickness. 3AAA, I -Beams, Plate Girders, and Tub Girders. The plane of the bearing area of beams and girders must be perpendicular to the vertical axis of the member within 1/16 in. in any 24 in. 14,42 Closed Box Girders. Meet these tolerances: • The plane of the bearing areas of the box girder is perpendicular to the vertical axis of the girder within 1116 in. across any horizontal dimension of the bearing. • The planes of the beam supports on the box girder are true to the vertical axis of the supported beams or girders to 1116 in. in any 24 in. In the shop, verify the plane of all bearing areas with the box placed an its bearings to field grade, using an approved process for verification. 34.4:3. Shoes. Meet these tolerances: • The top bolster has the center 75% of the long dimension (transverse to the girder) true to 1/32 in., with the remainder true to 1/16 in., and is true to 1132 in. across its entire width in the short dimension (longitudinal to the girder). • The bottom bolster is true to 1/16 in. across its diagonals. • For a pin and rocker type expansion shoe, the axis of rotation coincides with the central axis of the pin. • When the shoe is completely assembled, as the top bolster travels through its full anticipated range, no point in the top bolster plane changes elevation by more than 1/16 in. and the top bolster does not change inclination by more than 1 degree, for the full possible travel. 34AA. Beam supports. Fabricate beam support planes true to the box girder bearing to 1116 in. in the short direction and true to the vertical axis of the nesting girders to 1/16 in. 34.5, End Connection Angles, For floor beams and girders with end connection angles, the tolerance for the length back to back of connection angles is ±1132 in. Do not reduce the finished thickness of the angles below that shown on the shop drawings if end connections are faced. 3,5. Other Fabrication Processes. 3,51, Thermal Cutting. Use a mechanical guide to obtain a true profile. Hand -cut only where approved. Hand - cutting of radii for beam copes, weld access holes, and width transitions is permitted if acceptable profile and finish are produced by grinding. Provide a surface finish on thermal -cut surfaces, including holes, in accordance with D1.5 requirements for base metal preparation, Obtain approval before using other cutting processes, 578 EXHIBIT 4 441 3.52 Oxygen -Gouging. Do not oxygen -gouge quenched and tempered (W), normalized, or thermo- mechanically controlled processed (TMCP) steel. 15.1 Annealing and Normalizing. Complete all annealing or normalizing (as defined in ASTM A941) before finished machining, boning, and straightening. Maintain the temperature uniformly throughout the furnace during heating and cooling so the range of temperatures at all points on the member is no more than 100*F. 3.5.4. Machining. Machine the surfaces of expansion bearings so the travel direction of the tool is in the direction of expansion. 3.5.5. Camber. Complete cambering in accordance with 52.1 before any heat -curving. 3.5.6. Heat Curving. Heat -curve in accordance with 52.1. The methods in the AASHTO bridge construction specifications are recommended. Attach cover plates to rolled beams before heat -curving only if the total thickness of one flange and cover plate is less than 2-1/2 in. and the radius of curvature is greater than 1,000 ft. Attach cover plates for other rolled beams only after heat -curving is completed. Locate and attach connection plates, diaphragm stiffeners, and bearing stiffeners after curving, unless girder shrinkage is accounted for. 3,53. Sending of Quenched and Tempered Steels. The cold -bending radius limitations for HRS 70W in 52.1 apply to all Q&T steels. 16, Nonconformance Reports (NCRs). Submit an NCR to the Engineer for approval when the requirements of this Item are not met. Submit NCRs in accordance with the Construction Division's NCR guidelines document. Have readily available access to the services of a licensed professional engineer experienced in steel structures design and fabrication. This licensed professional engineer may be responsible for reviewing potentially structurally deficient members in accordance with the NCR guidelines document. Receive Department approval before beginning repairs. Perform all repair work in strict compliance with the approved NCR and repair procedure. 3.7. Shop Assembly, 3.7.1. General Shop Assembly. Shop -assemble field connections of primary members of trusses, arches, continuous beam spans, bents, towers (each face), plate girders, field connections of floor beams and stringers (including for railroad structures), field -bolted diaphragms for curved plate girders and railroad underpasses, and rigid frames. Field -bolted cross -frames and rolled -section diaphragms do not require shop assembly. Complete fabrication, welding (except for shear studs), and field splice preparation before members are removed from shop assembly. Obtain approval for any deviation from this procedure. The Contractor is responsible for accurate geometry. Use a method and details of preassembly consistent with the erection procedure shown on the erection plans and camber diagrams. The sequence of assembly may start from any location in the structure and proceed in one or both directions. An approved method of sequential geometry control is required unless the full length of the structure is assembled. Verify by shop assembly the fit of all bolted and welded field connections between bent cap girders and plate girders or between plate girders and floor beams. Do not measure horizontal curvature and vertical camber for final acceptance until all welding, and heating operations are completed and the steel has cooled to a uniform temperature. Check horizontal curvature and vertical camber in a no-load condition. 3.7.2. Bolted Field Connections. Each shop assembly, including camber, alignment, accuracy of holes, and fit of milled joints, must be approved before the assembly is dismantled. EXHIBIT 4 441 Assemble with milled ends of compression members in full bearing. Assemble non-bearing connections to the specified gap. Ream all subsize holes to the specified size while the connections are assembled, or drill full size while the connections are assembled. Notify the Engineer before shipping if fill plates or shims are added. Adding or increasing the thickness of shims or fill plates in bearing connections requires approval. Use drift pins and snug -tight bolts during the drilling process to ensure all planes of the connection (webs and flanges) can be assembled simultaneously. Do not use tack welds to secure plates while drilling. Secure parts not completely bolted in the shop with temporary bolts to prevent damage in shipment and handling. Never use tack welds in place of temporary bolts. Match -mark connecting parts in field connections using low -stress stencils in accordance with the diagram in the erection drawings, 31.3, Welded Field Connections. Mill or grind bevels for groove welds, Do not cut into the web when cutting the flange bevel adjacent to the web. End preparation, backing, and tolerances for girder splices must be in accordance with Item 448, "Structural Field Welding." Details for all other field -welds must conform to the applicable AWS code unless otherwise shown on the plans. In the shop, prepare ends of beams or girders to be field -welded taking into account their relative positions in the finished structure due to grade, camber, and curvature. Completely shop -assemble and check each splice. Match -mark the splice while it is assembled with low -stress stencils in accordance with the diagram in the erection drawings. 3.8. Finish and Painting. 181, Shop Painting. Perform shop painting as required in DMS -8104, "Paint, Shop Application for Steel Bridge Members." Grind corners on new steel items to be painted (except for the coatings on box and tub girder interiors) that are sharp or form essentially 90' angles to an approximately 1/16 in. flat surface before blast cleaning. (A corner is the intersection of 2 plane faces.) This requirement does not apply to punched or drilled holes. Do not omit shop paint to preserve original markings. Ensure painted laying surfaces meet the required slip and creep coefficients for bolted connections as outlined in DMS -8104, "Paint, Shop Application for Steel Bridge Members." Use a Class A slip (minimum slip coefficient of 033) if no slip coefficient or corresponding surface condition is specified Perform all required testing at no expense to the Department. Surface preparation and painting the interiors of Tub Girders and Closed Boxes is, in accordance with DMS -8104, "Paint, Shop Application for Steel Bridge Members," 182, Weathering Steel, Provide an SSPC-SP 6 blast in the shop to all fascia surfaces of unpainted weathering steel beams. Fascia surfaces include: ■ exterior sides of outermost webs and undersides of bottom flanges of plate girders and rolled beams, ■ all outer surfaces of tub girders and box girders, ■ all surfaces of truss members, ■ webs and undersides of bottom flanges of plate diaphragms, w bottom surfaces of floor beams, and ■ any other surfaces designated as "fascia" on the plans. Do not mark fascia surfaces. Use one of the following methods as soon as possible to remove any markings or any other foreign material that adheres to the steel during fabrication and could inhibit the formation of oxide film: ■ SSPC-SP 1, "Solvent Cleaning" ■ SSPC-SP 2, "Hand Tool Cleaning" ■ SSPC-SP 3, "Power Tool Cleaning" EXHIBIT 4 441 ■ SSPC-SP 7, "Brush-off Blast Cleaning" Do not use acids to remove stains or scales. Feather out touched -up areas over several feet. 18.3, Machined Surfaces. Clean and coat machine -finished surfaces that are in sliding contact, particularly pins and pinholes, with a non-drying, water-repellent grease -type material containing rust -inhibitive compounds. Ensure the coating material contains no ingredients that might damage the steel. Protect machined surfaces from abrasive blasting. 3.9. Handling and Storage of Materials. Prevent damage when storing or handling girders or other materials. Remove or repair material damaged by handling devices or improper storage by acceptable means in accordance with ASTM A6 and the applicable AWS code. Place stored materials on skids or acceptable dunnage above the ground. Keep materials clean. Shore girders and beams to keep them upright and free of standing water. Place support skids close enough to prevent excessive deflection in long members such as columns. Do not stack completed girders or beams at the jobsite. Protect structural steel from salt water or other corrosive environments during storage and transit. 310. Marking and Shipping. Mark all structural members in accordance with the erection drawings. If a surface is painted, make the marks over the paint. Do not use impact -applied stencils to mark painted surfaces. Mark the weight directly on all members weighing more than 3 tons. Keep material clean and free from injury during loading, transportation, unloading, and storage. Pack bolts of each length and diameter, and loose nuts or washers of each size, separately and ship them in boxes, crates, kegs, or barrels. Plainly mark a list and description of the contents on the outside of each package. 3,11. Field Erection. Do not lift and place any steel member, including girders and diaphragms, over an open highway or other open travel way unless otherwise approved. Do not allow traffic to travel under erected members until sufficiently stable as shown on approved erection drawings. 3.11.1. Pre -Erection Conference. Schedule and attend a pre -erection conference with the Engineer at least 7 days before commencing steel erection operations. Do not install falsework or perform any erection operations before the meeting. 311.2. Methods and Equipment. Do not tack -weld parts instead of using erection bolts. Do not tack -weld parts to hold them in place for bolting. Provide falsework, tools, machinery, and appliances, including drift pins and erection bolts. Provide enough drift pins, 1/32 in. larger than the connection bolts, to fill at least 1/4 of the bolt holes for primary connections. Use erection bolts of the same diameter as the connection bolts. Securely tie, brace, or shore steel beams or girders immediately after erection as shown on the erection drawings. Maintain bracing or shoring until the diaphragms are in place and as specified in the erection drawings. Protect railroad, roadway, and marine traffic underneath previously erected girders or beams from failing objects associated with other construction activities. Only welders certified or working directly under the supervision of a foreman certified in accordance with Item 448, "Structural Field Welding," may handle torches when applying heat to permanent structural steel members. 3.11.3. Falsework. Construct falsework in accordance with the erection plan. Construct foundations for shore towers as shown on erection drawings. Do not use timber mats with deteriorated timbers or soil to construct shore tower foundations. Notify the Engineer of completed falsework to obtain approval before opening roadway to traffic or starting girder erection activities. Ensure falsework is protected from potential vehicle impact. N EXHIBIT 4 441 Inspect and maintain falsework daily. Use screw jacks or other approved methods to control vertical adjustment of falsework to minimize the use of shims, 3.11.4. Handling and Assembly. Accurately assemble all parts as shown on the plans and the approved shop drawings. Verify match -marks. Handle parts carefully to prevent bending or other damage. Do not hammer if doing so damages or distorts members. Do not weed any member for transportation or erection unless noted on the plans or approved by the Engineer. 3.11.4.1. Welded Connections. Weld flange splices to 50% of their thickness and meet the minimum erection bracing and support requirements before releasing the erection cranes, as shown on the plans and on the approved erection plans. Field -weld in accordance with Item 448, "Structural Field Welding." 3,11.42 Bolted Connections. Before releasing the erection cranes: ■ install 50% of the bolts in the top and bottom flanges and the web with all nuts finger -tight, ■ meet the minimum erection bracing and support requirements shown on the plans and on the approved erection plans, and ■ install top lateral bracing across the connection for tub girders, and fully tension the bolts connecting the bracing to the top flanges. Install high-strength bolts, including erection bolts, in accordance with Item 447, "Structural Bolting." Clean bearing and faying surfaces for bolted connections in accordance with Item 447, "Structural Bolting." Clean the areas of the outside ply under washers, nuts, and bolt heads before bolt installation. Ensure the required faying surface condition is present at the time of bolting. 1,5. Misfits. Correct minor misfits. Ream no more than 10% of the holes in a plate connection (flange or web), and ensure no single hole is more than 1/8 in. larger than the nominal bolt diameter. Submit proposed correction methods for members with defects that exceed these limits, or prevent the proper assembly of parts. Straighten structural members in accordance with S2.1. Make all corrections in the presence of the Engineer at no expense to the Department. Do not remove and reweld gusset plates without approval. 3,11.6, Bearing and Anchorage Devices, Place all bearing devices such as elastomeric pads, castings, bearing plates, or shoes on properly finished bearing areas with full and even bearing on the concrete. Place metallic bearing devices on 1/4 in. -thick preformed fabric pads manufactured in accordance with DMS -6160, "Water Stops, Nylon -Reinforced Neoprene Sheet, and Elastomeric Pads," to the dimensions shown on the plans. Provide holes in the pad that are no more than 1/4 in. larger than the bolt diameter. Build the concrete bearing area up to the correct elevation once it has been placed below grade using mortar that meets Item 420, "Concrete Substructures," and provide adequate curing. Use only mortar for build-ups between 118 in. and 318 in. thick. Use galvanized steel shims or other approved shim materials in conjunction with mortar if the bearing area must be raised more than 3/8 in. Provide at least 75% contact of flange to shoe with no separation greater than 1/32 in. for beams and girders. Make corrections using heat or pressure in accordance with S2.1, or with galvanized shims. Correct small irregularities by grinding. Provide at least 85% contact between the rocker plate and the base plate. Adjust the location of slotted holes in expansion bearings for the prevailing temperature. Adjust the nuts on the anchor bolts at the expansion ends of spans to permit free movement of the span. Provide lock nuts or burr the threads. Remove all foreign matter from sliding or machine -finished surfaces before placing them in the structure. Restore distorted bearing pads or expansion bearings to an equivalent 70T position after completion of all welded or bolted splices, using an approved method of relieving the load on the bearing devices. 3.111 Erecting Forms. Do not erect forms until all welding or bolting is complete and the unit is positioned and properly set on the bearings unless otherwise noted on the plans. EXHIBIT 4 441 3.11.& Field Finish. Paint in accordance with Item 446, "Field Cleaning and Painting Steel." Restore weathering steel that will remain unpainted to a uniform appearance by solvent cleaning, hand cleaning, power brush, or blast cleaning after all welding and slab concrete placement has been completed. Remove from all unpainted weathering steel fascia surfaces (see Section 441,3.8.2., "Weathering Steel,") any foreign material, including markings, that adheres to the steel and could' inhibit formation of oxide film as soon as possible. Feather out touched -up areas over several feet. Do not use acids to remove stains or scales. MEASUREMENT AND PAYMENT The work performed, materials furnished, equipment, labor, tools, and incidentals will not be measured or paid for directly but will be subsidiary to pertinent Items. EXHIBIT 4 Metal for Structures 1. DESCRIPTION Provide structural steel, high-strength bolts, forgings, steel castings, iron castings, wrought iron, steel pipe and tubing, aluminum castings and tubing, or other metals used in structures, except reinforcing steel and metal culvert pipe. I Furnish mill test reports (MTRs), supplemental test documentation, and certifications required by this and other pertinent Items. 21. Structural Steel. The Engineer may sample and test steel in accordance with ASTM A370. 211. Bridge Structures, Provide the grade of ASTM A709 steel shown on the plans. Grade 5OW, 50S, or HPS 50W may be substituted for Grade 50 at no additional cost to the Department. Use Zone 1 if no AASHTO temperature zone is shown on the plans. 2.12 Non -Bridge Structures. 21.2.1. Steel Classifications. Provide the types and grades of steel listed in this Section unless otherwise shown on the plans. 2.1.2.1.1. Carbon Steel. Meet ASTM A36. 2,1212 Low -Alloy Steel, Meet the requirements of one of the following standards: • ASTM A529 Grade 50; • ASTM A572 Grade 50 or 55; • ASTM A588; • ASTM A709 Grade 50, 50S, 5OW, or HPS 50W or • ASTM A992. Specify ASTM A6 supplemental requirement S18, 'Maximum Tensile Strength," for material used for sign, signal, and luminaire supports. 2.1.2.2. Impact Testing, Tension members and components of the following structure types, if more than 1/2 in, thick. Other members designated on the plans must meet the Charpy V -notch (CVN) requirements of Table 1: • base plates for roadway illumination assemblies, traffic signal pole assemblies, high mast illumination poles, camera poles, and overhead sign supports, • pole mounting plates, arm mounting plates, and clamp -on plates for traffic signal pole assemblies; • arm stiffeners, pole gussets, and stiffeners for traffic signal pole long mast arm assemblies (50 ft. to 65 ft.); • pole shafts, ground sleeves, and handhole frames for high mast illumination poles; to W -columns, tower pipes, multiple -sided shafts, tower pipe and multiple -sided shaft connection plates, chord angles, chord splice plates or angles, and truss bearing angles for truss type overhead sign supports; and Im EXHIBIT 4 442 m pipe posts, pipe arms, post and arm flange plates, and handhole frames for monotube overhead sign supports. Table I qytlRequirements for Non -"ridge Steel Material Thickness..Minimum CV47 Toughness ASTM A36, A53, A242, A500, A501, A709 Gr 36, any other steel with minimum up to 4" 15 ft. -lb. at 70°F specified yield point below 40 ksi ASTM A572,1 A588,1 A633,1 any other steO15ft.-lb.at7q°F_ with minimum specified yield point between over 2" to 4', mechanically fastened 15 ft: -to. at 70°F 40 and 65 ksi, inclusive over 2" to 4", welded 20 ftAb. at 70°F up to 2-1/2" 20 ft -lb. a 50°F t5 Any steel with minimum specified yield point over 2-112' to 4, 20 ft. -Ib. at 507 over 65 ksi and under 90 ksi2 mechanically fastened over 2-1/2" to 4", welded 25 ft, -lb. at 50'F tReduce the te:sfihg temperature by 15` F foreach 10-ksi increment or fraction thereof above 65 ksi if the yield point of the material given on the MTR exceeds 65 W. 2. Reduce the testing temperature by 1 VF for each 10-ksi increment or fraction thereof above 85 ksi if the yield point of the material given on the MTR exceeds 85 ksi. Use the (H) frequency of testing for material with minimum specified yield point up to 50 ksi. Use the (P) frequency of testing for material with minimum specified yield point over 50 ksi, Ensure steel is sampled and tested in accordance with ASTM A673. 2.1.3. Other Components. 21.3.1, Miscellaneous Bridge Components, Provide steel that meets ASTM A36, A709 Grade 36, or A500 Grade B for members such as steel bearing components not bid under other Items, steel diaphragms for use with concrete bridges, and armor and fingerjoints, unless otherwise shown on the plans. 2.132. Shear Connectors and Anchors. Provide cold -drawn: bars for stud shear connectors, slab anchors, and anchors on armor and finger joints that meet the requirements of ASTM A108, Grade 1010, 1015, 1018, or 1020, either semi -killed or killed, and have the tensile properties given in Table 2 after drawing or finishing. Determine tensile properties in accordance with ASTM A370. Table 2 Minimum Tensile Properties lerBar Stock Tensile strength 60 ksi Yield strtnAth 50 ksi Elongation 20% (2") Reduction of areae 50°l0 Provide certification from the manufacturer that the studs or anchors as delivered have the required material properties. 2.1.3.3. Fasteners. Provide high-strength bolts that meet ASTM A325 or A490 as shown on the plans. The Department may sample high-strength bolts, nuts, and washers for structural connections in accordance with Tex -719-1. Follow the requirements of Item 447, "Structural Bolting," for tests, test reports, and supplemental requirements for high-strength bolts, nuts, and washers. Use bolts that meet ASTM A307 and nuts that meet ASTM A563 when ASTM A325 or A490 bolts are not shown on the plans. 213A, Slip -Resistant Deck Plates. Furnish steel for deck plates that meets ASTM A786 and one of A242, A588, or A709 Gr. 50W. State the type and trade name of material to be used on the shop drawings. 585 EXHIBIT 4 442 2.1.3.5. Rail Posts. Provide material for rail posts that meets ASTM A36 or ASTM A709 Grade 36 unless otherwise shown on the plans. 22 Steel Forgings. Provide steel forgings for pins, rollers, trunnions, or other forged parts that meet ASTM A668, Class C, D, F, or G, as shown on the plans. For pins 4 in. or smaller in diameter for non -railroad structures, material that meets ASTM At 08, Grades 1016 to 1030, with a minimum yield strength of 36 ksi, may be used instead. 2.3, Steel Castings. Provide steel castings that meet ASTM A27, Grade 70-36. 2.4. Iron Castings. Provide iron castings that are true to pattem in form and dimensions; -free from pouring faults, sponginess, cracks, blow holes, and other defects in positions affecting their strength and value for the service intended; and meet the standards shown in Table 3. Table 3 Material I ASTM Standard i Grade or Class Ductile iron I A536 I 70-50-05 2.5. Steel Tubing. Provide steel tubing that meets ASTM A500, Grade 8 unless otherwise shown on the plans. Tubing that meets API Standard 5L, Grade X52 may be used if produced by a mill listed in the standard API specifications as authorized to produce pipe with the API monogram. Hydrostatic tests are not required for API 5L steel, and instead of an MTR, the manufacturer may furnish a certificate for each lot or shipment certifying, the tubing meets the requirements of this Section. 2.6. Pipe Rail. "Pipe" includes special extruded and bent shapes. Provide pipe that is rolled, extruded, or cold - pressed from a round pipe or flat plate, and of the section shown on the plans. Ensure the design of the cold press and dies results in a pipe of uniform section -free from die marks. Cut the pipe to the lengths required once it has been formed to the required section. Make the end cuts and notches at the angles to the axis of the pipe required to produce vertical end faces and plumb posts when required by the plans. Provide a neat and workmanlike finish when cutting and notching pipe. 2.7, Aluminum. Provide aluminum materials that meet the standards shown in Table 4 unless otherwise shown on the plans. Table 4 Aluminum Standards Material ASTM Standard Alloy -Temper IiEis_ B108 A440 -T4 Extrusions_ B221 6061-T6 Sheet or Diate B209 6061-T6 When testing is required, cut test specimens from castings from the lower 14 in. of the tension flange, but not at the junction of the rib or base. Flatten the curved surfaces before machining. Provide standard test specimens in conformance with ASTM E8. 3, CONSTRUCTION 31, Fabrication, Erection, and Painting. Fabricate, weld, and erect structural metal in accordance with Item 441, "Steel Structures,' Item 447, "Structural Bolting," Item 448, "Structural Field Welding," and the applicable AWS welding code. Paint in accordance with Item 446, 'Field Cleaning and Painting Steel." Aluminum or galvanized steel members do not require painting unless otherwise shown on the plans, 32 Galvanizing. Galvanize fabricated steel items, steel castings, bolts, nuts, screws, washers, and other miscellaneous hardware in accordance with Item 445, "Galvanizing." Galvanizing is not required unless specified. M EXHIBIT 4 E614-11,910:1614 L1111 442 This Item will be measured by the pound of structural metal furnished and placed in a complete structure not including the weight of erection bolts, paint, or weld metal. This is a plans quantity measurement Item. The quantity to be paid is the quantity shown in the proposal unless modified by Article 9.2., "Plans Quantity Measurement." Additional measurements or calculations will be made if adjustments of quantities are required. The maximum percent variance from the plans quantity will be as given in Table 5. Table 5 If the requests for increases in sizes or weights of members are approved, measurement Will be made on the: sizes or weights shown on the plans. Castings, bearing plates, anchor bolts, drains, deck plates, armor and fingerjoints, and other metal for which no separate measurement is specified will be included in the total quantity of structural steel. The weights of rolled materials (such as structural shapes and plate) will be computed on the basis of nominal weights and dimensions using measurements shown on the plans. Deductions will not be made for material that is removed for copes, clips, planing, or weld preparation. The weight of castings will be computed from the dimensions shown on the approved shop drawings. Shoes will be measured by the weights shown on the plans. Weight of high-strength fasteners will be based on Table 6. Weight of other metal will be based on Table 7. Splices will be measured as follows: • No additional weight will be allowed for weld metal in a welded splice. • Where a bolted splice is permitted as an alternate for a welded splice, measurement will be made on the basis of a welded splice. • Where a bolted splice is required, the weight of the splice material, bolt heads, washers, and nuts will be measured with no deduction for holes. Table 6 Pay Wei' ht for h -Strength Fasteners, Pounds per Hundred Units �l ig Item Diameter 7 Nuts-. fishers 3/4' 15 19 4.8 718" 23 30 7,0 V 32 43 9.4 45 59 11 1-1/4" 64 79 14 Table 7 !Iaht for Metals Steel 0,2836 Cast iron 0.2604 Wrought iron 0,2777 RE EXHIBIT 4 442 The work performed and materials furnished in accordance with this Item and measured as provided under 'Measurement" will be paid for at the unit price bid for "Structural Steel" of the type (Rolled Beam, Plate Girder, Tub Girder, Box Girder, Railroad Through -Girder, Railroad Deck -Girder, Miscellaneous Bridge, Miscellaneous Non -Bridge) specified. This price is full compensation for materials, fabrication, transportation, erection, paint, painting, galvanizing, equipment, tools, labor, and incidentals. 588 EXHIBIT 4 MR Galvanize mrepair galvanizing onmetal items. Provide galvanized metal items that meet the standards inTable 1, Table Galvaq�0��� Item Standard Fabricated items, rolled, pressed, or forged steel shapes, ASTM A123 pl��, tubular items, and b,ars Steel or iron ASTM A153, Class A Bolls, nuts, screws, washers, and other miscellaneous ASTM A153, Class C or D or hardware ASTM B695, Class 50 —ASTM Miscellaneous fasteners B633, Class Fe/Zn 8 Rail elements for metal beam guard fence or bridge railing AASHTO M 180 Permanent metal deck forms, supporting angles, and ASTM A653, Coating incidental items D es�na�tion G165 3. CONSTRUCTION 31. GwnomiPmvidnbrpmpnrQi|img.mentinB.omddmaininQdurimgdwemingmndQm|wanbdmBifymbhnated members mrassemblies are required to behot-dip galvanized. Provide drain holes nrslots earequired, except where prohibited by the plans. Provide a surface finish on the thermal -cut drain holes or slots in accordance with AWS D1.1requirements for base metal preparation. Drain to the small end eYtapered sections that are assembled using slip -joint splices. Ensure cleaning and galvanizing does riot produce hydrogen embrittlement. Remove weld flux, weld slag, and any other weld residue or impurities before galvanizing. Before galvanizing material 1/4in. urgreater inthickness: • remove all sharp burrs and • chamferto approximately 1/16 in. all edges. 32 Painting Galvanized Materials.if painting is specified accordance with 0M8'81U2"Paint Systems for Galvanized Steoi^Follow all manufacturer instructions for surface preparation and application including the following: 3.21 Surface Preparation. Do not water -quench or chromate -quench galvanized surfaces to be painted. Prepare the surface inaccordance with ASTM D8388 Apply coating within 12hr. ofcleaning. Re -clean the surface N more than 12hr. elapse before initial painting. 322, Coating Application. Ensure the coating is smooth, even, continuous, and tree of drips, runs, sags, holidays, wrinkles, nrother coating defects. Ensure the coating homaunifumnmppearamoewithinaUpmrtinma of the painted piece and all related pieces and components of a project. Ensure all repairs are smooth, even, and visually match the remainder of the coated piece by use of feathering and other appropriate techniques toavoid sharp transitions. 589 EXHIBIT 4 Em 33, Galvanizing Weldments, If problems develop during galvanizing of welded material, the Engineer may require a compatibility test of the combined galvanizing and welding procedures in accordance with Section 441.3.2.6,, 'Testing of Galvanized Weldments," and may require modification of one or both of the galvanizing and welding procedures. 3.4. Workmanship. 3.4.1. Coverage. Bare spots no more than 1/8 in. across are acceptable unless numerous. Repair larger bare spots in accordance with Section 445.3,5,, "Repairs." Local runs or drips of zinc coating are acceptable unless they interfere with the intended use of the product. Carefully remove plainly visible excessive zinc accumulations. 3.42 Adhesion, Tap the coated area with a small hammer to test coating adhesion. The coating is acceptable if it is not brittle and does not scale or flake. 3,43. Appearance, 3.4.3,1 White Rust. A white powdery residue indicates moisture. Remove heavy layers of white rust that have caused the coating to pit. Light coatings may remain unless the Engineer requires chemical removal. Remove white rust from articles that will be in direct contact with soil, 1432 Red Rust. Red rust on galvanized items indicates uncoated areas. See Section 445.3.4.1,, "Coverage," for acceptance criteria. 1433.. Alligator Cracking or Spider Webbing. The composition of the base metal may cause dark lines resembling alligator skin, See Section 445.3.4.2., "Adhesion," to determine whether the coating is acceptable. 14.14, Dull Gray Coating, The composition of the base metal can cause a dull gray color. See Section 445.3.4.2., "Adhesion," to determine whether the coating is acceptable. 14ACoating Thickness. Galvanize to the thickness specified. Use Tex -728-1 to determine coating thickness. 15, Repairs. Use zinc -based solders, sprayed zinc, or zinc -rich paints for repairs in accordance with this Section. 3,5.9. Materials. 3.5.1.1. Zinc -Based Solders. Solders used in rod form or as powders: a zinc -tin -lead alloys with liquidus temperatures in the range of 446°F to 500°F or ■o zinc -cadmium alloys with liquidus temperatures in the range of 518°F to 527°F. 15,12 Sprayed Zinc (Metallizing). Zinc coating applied by spraying with droplets of molten metal using wire, ribbon, or powder processes. 3.5.13. Organic Zinc=Rich Paints. Zinc -rich paints based on organic binders that meet the requirements of DMS -8103, "Galvanizing Repair Paints." The Department's MPL has a list of approved repair paints for galvanized coatings. 3.52 Repair Processes. 3.5.2.1 Zinc -Based Solders. Remove moisture, oil, grease, dirt, corrosion products, and welding slag or flux from surfaces to be repaired. Clean surface to white metal by wire -brushing, light grinding, or mild blasting extending into the surrounding undamaged galvanized coating. Preheat cleaned areas to at least 600°F, but not more than 750°F. Wire -brush while heating and evenly distribute a layer of zinc solder. Flush the repaired area with water or wipe with a damp cloth to remove flux residue when repair is completed. 590 EXHIBIT 4 "5 3,5.2.2. Sprayed Zinc (Metallizing). Remove oil, grease, corrosion products, and any welding slag or flux from surfaces to be repaired, and ensure the surfaces are dry. Clean surface to white metal by wire -brushing, light grinding, or mild blasting extending into the surrounding undamaged galvanized coating. Apply coating by metal -spraying pistols fed with either Zinc Wire, ribbon, or powder. Provide a coating that is uniform and free of lumps, coarse areas, or loose particles, 1523. Organic Zlnc-Rich Paints. Remove oil, grease, corrosion products, and welding slag or flux from surfaces to be repaired, and ensure the surfaces are clean and dry. Clean surface to near -white metal by wire - brushing, light grinding, or mild blasting extending into the surrounding undamaged coating to provide a smooth repair. Spray or brush apply the paint to the prepared area in accordance with the paint manufacturer's instructions to attain the required dry -film thickness. Provide multiple passes when using spray application. 3.6. Repair Coating Thickness. Measure thickness in the repaired area using Tex -728-1 after completing repair and cooling or curing. The minimum thickness required is the same as that required for the specified galvanizing. However, if the repair uses zinc -rich paints, the minimum coating thickness is 50% higher than the specified galvanizing thickness but not greater than 4.0 mils. 4, MEASUREMENT AND PAYMENT The work performed, materials furnished, equipment, labor, tools, and incidentals will not be measured or paid for directly but will be considered subsidiary to pertinent Items, U, EXHIBIT 4 MOM= 447 oa, Furnish and install high-strength bolts for structural connections. 2. MATERIALS 2.1. General. Use the same supplier for bolts and nuts to ensure proper fit. Have the manufacturer or distributor perform rotational -capacity (R -C) tests in accordance with Tex -452-A on all bolt, nut, and washer assemblies. Test each combination of bolt production lot, nut lot, and washer lot as an assembly and assign an R -C lot number to each lot tested, Test 2 samples from each assigned R -C lot, Furnish a manufacturer's certified test report (IVICTR) or a distributor's certified test report (DCTR) for each R -C lot supplied. Include in the IVICTR or DCTR: • results of the R -C tests, • R -C lot number, • manufacturing location for assembly components, • date and location of tests, and • a statement that the materials represented by the test report conform to the specifications. 2.2. Bolt Assemblies. Provide bolts, nuts, and washers meeting the type, grade, and finish requirements in Table 1, Use ASTM A325 or A490 Type 3 plain (uncoated) bolts for weathering steel as indicated and ASTM A325 Type 1 galvanized bolts for coated steel. Provide bolts long enough for the installed bolt end to be flush with or outside the face of the nut. Ensure galvanized nuts are lubricated with a lubricant containing a dye of a color that contrasts with the color of the galvanizing. Order ASTM A563 nuts with supplemental requirement S2 if they will be galvanized. Table I ASTIVI Type, Finish, and Grade for Structural Bolts, Nuts, and Washers T_ _ er I ASTIVI I Bolt I Bolt 1 ASTIVI A563 Nut 4—Tm s4k36 Wi`sh� Heavy- A325 I Galvanized DH galvanized and 1; galvanized lubricated Hex A325 3 Plain Q and DH3; plain 3; plain Bolts A490 Plain - DH3;.pLain _— lain . .. ... _, Tension- Galvanized DFl,1 galvanized and 1, galvanized Control --- lubricated Bolts 3 Plain C3 and DH3; plain 3; plain A194 Heavy Hex Grade 2H nuts may be substituted. 2,3. Washer -Type Indicating Devices. Use compressible -washer -type direct tension indicators that meet ASTM F959 if allowed. Alternative washer -type indicating devices must be approved by Engineer. Provide detailed testing, installation, and inspection requirements prepared by the manufacturer, 2.4. Storage. Protect all bolts and nuts from dirt and moisture at the jobsite. Remove from protected storage only those bolts and nuts anticipated to be installed during a workday. Return unused fasteners to protected 601 EXHIBIT 4 ME storage at the end of the day. Do not clean fasteners of lubricant present in the as -delivered condition. Perform a field R -C test at the Contractor's expense in accordance with Tex452-A on any lot of fasteners that shows signs of rust, dirt, or loss of lubrication as directed. Apply additional lubrication and rerun the R -C test before installing bolts if the fasteners fail the R -C test. Replace any fasteners that cannot be re -lubricated to pass the field R -C test. Tension control bolts may only be re -lubricated by the manufacturer, 2.5. Sampling and Testing. Sample high-strength bolts, nuts, and washers in accordance with Tex -719-1. Perform field R -C tests as directed in accordance with Tex -452-A. Perform installation verification tests required in Section 447.4.1,, "Verification Testing," 2.6. Fitup Bolts and Erection Pins, Provide heavy -hex fitup bolts of the same diameter as the connection bolts. Do not use washer -type indicating devices for fitups. Do not reuse galvanized bolts or ASTM A490 bolts that have been used as fitup bolts. Provide a sufficient number of erection or drift pins, 1/32 in. larger than the bolt diameter. 2.7. Paint Markers. Provide white or yellow paint markers for marking bolts or nuts for wrench calibration, R -C Tests, and bolt installation. 31. Testing Equipment. Provide a calibrated tension -measuring device (Skidmore -Wilhelm or equivalent), calibrated torque wrench, and other accessories necessary to perform the installation verification test and the R -C lest and to calibrate hydraulic or electric torque wrenches. 3.2. Wrenches. Furnish either of the following types of wrenches. 321, Air -Driven Impact Wrenches. Furnish air -driven impact wrenches, air compressors, and related accessories of sufficient capacity to properly tension high-strength bolts. Impact wrenches should be of sufficient size and capacity to be able to tension fully a bolt in less than 15 sec. Repair or replace any wrenches that are unable to apply full tension to a bolt within this time. 3.2.2. Calibrated Torque Wrenches. Furnish calibrated hydraulic or electric torque wrench and related accessories capable of properly tensioning high-strength bolts. Calibrate the wrench to stall out or cut out completely when the bolt tension reaches 1.05 times the tension specified in Table 2. Calibrate the wrench by tensioning 3 bolts of each size in a calibrated tension -measuring device (Skidmore -Wilhelm or equivalent). Mark each bolt and verify the rotation from snug -tight when calibrating the wrench as specified in Section 447.4.5.3.1., "Turn -of -the -Nut Method." Calibrate the wrench at least once each working day or as directed. Recalibrate the wrench for changes in bolt diameter; changes in bolt length greater than 2 bolt diameters; significant differences in the surface condition of the bolts, threads, nuts, or washers; or changes in the equipment or hose iength. 4. CONSTRUCTION 4.1. Verification Testing. Have each member of the bolting crew that will perform the actual work complete an acceptable pre -installation verification test in the presence of the Engineer. Only crewmembers that have demonstrated proper workmanship via verification testing may perform production bolting work. 41.1. Air -Driven Impact Wrench. Perform an installation verification test on 3 complete fastener assemblies of each combination of diameter, length, grade, and lot to be installed before beginning bolting. Follow the bolt - tensioning procedures in Section 447,4.5.3,, "Tension Bolts." Use a calibrated tension -measuring device (Skidmore -Wilhelm or equivalent) to verity and demonstrate that the method for estimating the snug -tight condition and controlling the turns from snug -tight develops a tension greater than 1.05 times the tension specified in Table 2. The snug -tight condition is defined as the tightness that exists when the plies of the joint are in firm contact. 602 EXHIBIT 4 447 41.2, Calibrated Torque Wrench. Calibrate the wrench before beginning bolting in accordance with Section 447.3.2.2,, "Calibrated Torque Wrenches." Use the bolting crew that will perform the actual work for the calibration and calibrate the wrench in the presence of the Engineer. Follow the bolt -tensioning procedures in Section 447.4.5.3., "Tension Bolts," 4,13. Direct -Tension Indicator, Use a calibrated tension -measuring device for compression -type indicators to verify the gap is not less than 0.015 in. or the job inspection gap specified by the manufacturer when tension in the bolt reaches 1.05 times the tension specified in Table 2. Follow the manufacturer's instructions for pre -installation verification testing methods and frequency for alternative washer -type indicating devices deemed acceptable. 42 Workmanship. The Engineer will disqualify any crewmembers not adhering to proper installation methods during production work. Disqualified crew may not perform further bolting work until they complete an additional pre -installation verification test suitable to the Engineer. 43, General. Ensure all material within the grip of the bolt is steel. Do not allow any compressible material such as gaskets or insulation within the grip. Ensure the slope of parts in contact with the bolt head or nut does not exceed 1:20 with respect to a plane normal to the bolt axis. Prepare all joint surfaces, including those in contact with the bolt heads, nuts, or washers, so that the surfaces are free of dirt, loose rust, loose mill scale, burrs, and other matter that would prevent solid seating of the parts. Replace any bolts and nuts installed for shipping purposes unless the shop drawings indicate the shop - installed bolts are to be fully tensioned in the shop. Do not tension bolts that have been installed snug -tight in the shop. Remove any bolts installed snug -tight in the shop and replace them with new bolts. Inspect and prepare the joint surfaces after removing shop -installed bolts that are not fully tensioned in the shop. Provide a hardened washer for heavy -hex and tension -control bolts under either the nut or the bolt head, whichever is turned during tensioning. Install hardened washers under both the nut and bolt head of ASTM A490 bolts when the outer plies being fastened have a yield strength less than 40 ksi. Install an ASTM F436 washer for direct tension indicators as follows: ■ under the nut when the nut is turned and the direct tension indicator is located under the bolt head; ■ between the nut and the direct tension indicator when the nut is turned and the direct tension indicator is located under the nut; ■ under the bolt head when the bolt head is turned and the direct tension indicator is located under the nut; and ■ between the bolt head and the direct tension indicator when the bolt head is turned and the direct tension indicator is located under the bolt head. Tension all bolts to provide the minimum bolt tension values given in Table 2 Erect steel in conformance with Item 441, "Steel Structures." Do not tack -weld any parts to eliminate fitup bolts or to hold parts together while bolting. Remove lubricant from bolt assemblies on painted structures after tensioning and before coating the connections. Re -tighten the nuts or tack weld the nuts to the bolts when bolts are used to temporarily support welded diaphragms after completing the welding operations if the diaphragms are over vehicular or pedestrian traffic. M EXHIBIT 4 447 Table 2 Bolt Tension Nominal Bolt Size, in. Minimum Tension kis) __J ASTM A325 Bolts ASTM A490 Bolts 112 12 15 5/8 19 24 3/4 28 35 7/8 39 49 1 51 64 1-1/8 56 80 1-1/4 71 102 1-3/8 85 121 1-112 103 148 4.4. Preparation of Faying Surfaces. Perform blast cleaning or painting of laying surfaces in accordance with Item 441, "Steel Structures." Provide an SSPC-SP 10 blast cleaning before shipment for weathering steel. Do not wire -brush weathering steel Paying surfaces. Roughen galvanized laying surfaces by hand wire -brushing. Do not use power wire brushes to roughen galvanized faying surfaces. 4.5. Bolt Installation. Use the following procedure for bolt installation of a complete connection: 4.5.1. Fair -Up Holes. Use a minimum number of erection or drift pins, as directed, in the holes to "fair -up" all holes. 4.5.2. Install Bolts, Install bolts in all remaining holes of the connection. Do not use excessive force, which results in damage to the threads, to install the bolts. Increase the number of erection or drift pins as necessary to align the holes if force is required to install the bolts. Do not ream the holes unless approved. Ream the holes in accordance with Section 441.3.11.5,, "Misfits," if approved. Remove the erection or drift pins and install bolts in these holes. Bring the connection to a full snug -tight condition by snugging systematically from the most rigid part of the connection to the free edges. The snug -tight condition is defined as the tightness that exists when the plies of the joint are in firm, full contact and all of the bolts in the joint have been tightened sufficiently to prevent the removal of the nuts without the use of a wrench. A snug -tight condition can usually be attained by a few impacts of an impact wrench or the full effort of a worker using an ordinary spud wrench as demonstrated in the installation verification test. As necessary, re -snug previously snugged bolts that may have relaxed as a result of the subsequent snugging of adjacent bolts to ensure all bolts are simultaneously snug -tight and the connection plates are in full contact. Fully tighten a minimum number of bolts as directed until the plies are in full contact if snugging does not bring the plies of the joint into full contact. Mark these bolts as fitup bolts. Use a non -galvanized ASTM A325 bolt of the same diameter as a fitup bolt in connections requiring the use of galvanized ASTM A325 bolts. Re -snug all remaining bolts. Do not use washer -type indicating devices to bring the connection to a snug -tight condition. Rather, install heavy -hex bolt assemblies in a sufficient number of holes (approximately 20%) to attain firm, full contact between plies. Remove the heavy -hex bolts and install the washer -type indicating device assemblies after firm contact is established by connections in surrounding bolt holes. 4,53. Tension Bolts. Loosen all fitup bolts after tensioning all the other bolts in the connection. Ungalvanized ASTM A325 bolts used as fitup bolts may be reused in a connection using this type of bolt. Replace all galvanized bolts and ASTM A490 bolts used as fitup bolts. Tension these remaining untensioned bolts in accordance with this paragraph. Ensure the element not turned by the wrench (bolt head or nut) does not rotate. 4.5,11. Turn -of -the -Nut Method. Match -mark the nuts and the protruding bolt ends after the bolts have been brought up to snug -tight condition and before final tensioning so that actual rotation can be determined. Wo I EXHIBIT 4 447 Tension all bolts in the connection to their final tension by the amount of rotation specified in Table 3. Start final tensioning at the center or most rigid part of the connection and progress toward the free edges. 4.5.3,2, Calibrated Wrench Method. Use a calibrated hydraulic torque wrench to tension all bolts to 1,05 times the tension given in Table 1 after they have been brought to the snug -tight condition. Calibrate the wrench in accordance with Section 447.3.22, "Calibrated Torque Wrenches." Start tensioning at the most rigid part of the connection and proceed to the free edges. Return the wrench to re -tension previously tensioned bolts that may have relaxed as a result of the subsequent tensioning of adjacent bolts. Place marks on the socket at one-third points so the amount of rotation can be visually determined. 4.53.3. Washer -Type Indicating Devices, 4.5.3.3.1. Compressible -Washer -Type Direct Tension Indicators, Ensure the direct -tension indicator arches are oriented away from the work and that they bear against the hardened bearing surface. Confirm the appropriate feeler gage is 1) accepted in at least half the spaces between protrusions before tensioning, and 2) refused entry in at least half the spaces between protrusions after tensioning. 4.5.3.3.2, Alternative Washer -Type Indicating Devices. Follow the procedures prepared by the manufacturer and approved by the Engineer. Verify proper installation after tensioning. 4.5,4. Bolt Reuse. Do not reuse ASTM A490 or galvanized ASTM A325 bolts. Ungalvanized ASTM A325 bolts may be reused one time if the threads have not been damaged. Re -tensioning previously tensioned bolts loosened by the tensioning of adjacent bolts is not considered to be reuse. Tension all bolts in a connection within 10 days of installation. Bolts not tensioned within 10 days of installation are subject to field R -C testing. Re -lubricate or replace any installed bolts that do not have sufficient lubrication as determined by the field R -C test. Table 3 Nut Rotation from Snug -Tight Condition . ........ P!s��ter Face of Bolted Parts Bolt length F_ (underside of head to end of Both faces normal to bolt One face normal to bolt axis and Both faces sloped bolt) axis other face sloped less than 1:20 less than 1:20 from bolt axis __beveled washer not used (beveled washer not used tfp to and including 4 bolt 113 turn 112 turn 2/3 turn diameters -fiver 4 bolt diameters up to and 112 turn 2/3 turn 5/6 turn Jncludinqq=8 qiameters Over 8 bolt diameters up to and 2/3 turn 5/6 turn 1 turn includin �12 d@meterS2 - L_.._.-___-__-1-_. 1. Nut rotation is relative regardless of the element (nut or bolt) being turned. The tolerance is —0', +30* for bolts installed by 112 turn or less and —0', +45' for bolts installed by 2/3 turn or more. 2. Determine the required rotation for bolt lengths greater than 12 diameters using the installation verification test in a simulated connection of solidly fitted steel. 5. MEASUREMENT AND PAYMENT Installation and testing of bolts will not be paid for directly but will be subsidiary to the pertinent Items requiring the use of high-strength bolts. When payment for the structure associated with the bolts is made under Item 442, "Metal for. Structures," bolts, nuts, and washers will be paid for in accordance with Item 442, "Metal for Structures.' 605 EXHIBIT 4 448 Item 448 Structural Field Welding of ir�a�perrt�tinn t DESCRIPTION Field -weld metal members using the shielded metal arc or flux cored arc welding processes. 2. MATERIALS Provide electrodes for shielded metal arc welding (SMAW) conforming to the requirements of the latest edition of ANSIAWS A5.1 or ANS11AWS A5.5. Provide electrodes for flux cored arc welding (FLAW) conforming to the requirements of the latest edition of ANSIAWS A5.20 or ANSI/AWS A5.29. Provide electrodes and flux -electrode combinations named on the DepadmenCs MPL. To request that a product be added to this list or to renew an expired approval, the Contractor or the consumable manufacturer must submit certified reports of all tests required by the applicable AWS A5 specification according to the applicable welding code to the Construction Division. For most structural steel construction, the applicable welding code is AASHTOIAWS 131.5 or ANSIAWS D1.1. For reinforcing steel, the applicable code is ANSI AWS DIA Tests must be conducted on electrodes of the same class, size, and brand and manufactured by the same process and with the same materials as the electrodes to be furnished. Resubmit electrodes or flux -electrode combinations every 12 months for renewal. Table 1 shows the classes of electrodes required. Use electrodes with the type of current, with the polarity, and in the positions permitted by AWS A5.1 and A5.5 for SMAW. AWS A5.20 and A5.29 specifications govern for FCAW. Obtain approval for electrode use on steel not listed in Table 1. EXHIBIT 4 448 Table 1 Classification of Electrodes Permitted Type of Steel (ASTM Electrode Process Filler Metal Standards) — Specification Re uirements Steel piling AWS A5.1 or A5.5 SMAW E60XX E70XX or Armor joints E70XX-X A500 ---§ NW _)k�_20WA5.29 ­ -F—CAW E6XTX-X A501 E7XTX-X (except -2, -3 -10, -GS)_ A36 AWS A5.1 or A5,5 SMAW_ E7016 A572 Gr. 50 E7018 A588 E7028 A242 AWS A,20 or 45.29 FCA W E7XT-1 A709 Gr. 36, 50, or E7XT-5 50S E7XT-6 E7XT-8 Weathering steel AWS A5.5 SMAW E8018 -W E8016 -C3 A588 E8018 -C3 A242 E8016 -C1 A709 Gr. 50W E8018 -C1 E8016 -C2 E8018 -C2 AWS 5.29 FLAW EBXT1-W EBXTX-Nil EBXTX-Ni2 E,8XTX-Ni3 A709 Gr. HPS 70W _J AWS A5.5 SMAW E9018-M-H8R Reinforcing steel AWS A5.1 or SMAW E70XX Grade 40 A5.5 Reinforcing steel AWS A5.5 SMAW E90XX Grade 60 Permanent metal AWS A5.1 or smAw E6010 dock forms A5.5 E6011 E6013 E7018 Note—Low-hydrogen electrodes applicable to the lower strength base metal may be used in joints involving base metals of different yield points or strengths. E7010 and E8010 electrodes maybe used when welding the root passes of beam and girder splices if the requirements of Section 448.4.3.5.1., "High -Cellulose Electrodes for Root Passes," are met. Use electrodes meeting the diffusible hydrogen requirements for fracture -critical welding in AASHTO/AWS D1.5 when welding fracture -critical applications. Use gas or gas mixtures that are welding grade and have a dew point of -40°F or lower for gas -shielded FLAW. Furnish certification to the Engineer that the gas or gas mixture is suitable for the intended application and will meet the dew point requirements. Provide electrode drying and storing ovens that can maintain the required temperatures specified in Section 448.4.3.1., "Electrode Condition." Each oven must have a door that is sealed and can be latched. Each oven must have a small port that may be opened briefly to insert a thermometer or the oven must be equipped with a thermometer that allows for direct reading of temperature inside the oven without opening the oven. Provide equipment able to preheat and maintain the temperature of the base metal as required and as shown on the plans. Provide approved equipment (e.g., temperature indicator sticks or infrared thermometer) for checking preheat and interpass temperatures at all times while welding is in progress. 607 EXHIBIT 4 448 Provide welding equipment meeting the requirements of the approved welding procedure specifications (WPS), if required, and capable of making consistent high-quality welds. 4. CONSTRUCTION 4A Procedure Qualification. Use the proper classification and size of electrode, arc length, voltage, and amperage for the thickness of the material, type of groove, welding positions, and other circumstances of the work. Submit WPSs for FCAW, qualified in accordance with AASHTO/AWS D1,5 for approval before any field welding on a project. 4.2. Welder Qualification. Provide Department certification papers for each welder and for each welding process to be used before welding, except for miscellaneous welds described in Section 448.4.2.1.1., "Miscellaneous Welding Applications." Certification is issued by the Department as described in Section 448.4.2.2., "Certified Steel Structures Welder," 4.2.1. Miscellaneous Welding. A qualified welder is an experienced welder who is capable of making welds of sound quality but does not have Department certification papers. The Engineer will check the welder's ability by conducting a jobsite test in accordance with Section 448.4.2.1,2., "Miscellaneous Weld Qualification Test," before welding begins. Furnish all materials and equipment necessary for this test, 4.211 Miscellaneous Welding Applications. A welder certified for structural or reinforcing steel or a qualified welder may make miscellaneous welds of the following types: ■ splicing reinforcing steel to extend bars in the bottom of a drilled shaft; a attaching chairs to the reinforcing steel cage of a drilled shaft; ■ armor joints and their supports; n screed rail and form hanger supports where permitted on steel units; n reinforcing steel to R -bars for lateral stability between prestressed beams, spirals, or bands to reinforcing bars in drilled shaft cages; ■ permanent metal deck forms; IR additional steel added in railing when slip -form construction is used; and m other similar miscellaneous members that have no load -carrying capacity in the completed structure. 421.2, Miscellaneous Weld Qualification Test. A qualified welder must pass a jobsite Miscellaneous Weld Qualification Test before welding: ■ Make a single -pass Mlet weld of 1/4 in. maximum size in the vertical position approximately 2 in. long on 1/2 -in. plate in the location shown in Figure 1. Use the same electrode proposed for the work. ■ The Engineer will visually inspect the fillet weld for a reasonably uniform appearance and then rupture the weld as shown in Figure 2 with a force or by striking it with a hammer. • The fractured surface of the weld will be inspected to ensure complete penetration into the root of the joint, complete fusion to the base metal, and no inclusion or porosity larger than 3/32 in, in its greatest dimension. EXHIBIT 4 448 1/2 4„ Figure 1 Miscellaneous Qualification—Fillet Weld Break Specimen Force Figure 2 Miscellaneous Qua I ificationi—Method of Rupturing Specimen A welder who fails the Miscellaneous Weld Qualification Test may take a retest under the following conditions: ■ The retest occurs immediately and consists of 2 test welds as described above with both test specimens meeting all of the requirements, m The retest occurs after 30 days if the welder provides evidence of further training of practice. In this case the test consists of a single test weld. Qualification by the Miscellaneous Weld Qualification Test is effective immediately upon satisfactory completion of the test and remains in effect for the duration of a project. me EXHIBIT 4 448 4.2.2. Certified Steel Structures Welder. Before making non -miscellaneous welds on structural steel, a welder must pass the AASHTO/AWS D1.5 qualification test for groove welds for plates of unlimited thickness in the vertical (3G) and overhead (4G) positions with the following additional requirements: • Use metal for test plates that meets Item 442, "Metal for Structures," with a minimum yield point of 36 ksi. The minimum width of test plate must be sufficient to accommodate the radiograph inspection of 5-1/4 continuous inches of the weld, not counting the ends of the weld. • Use approved electrodes meeting the required class in accordance with Table 1 and, in the case of FCAK in accordance with the approved WBS. • Have a radiographic inspection performed on the weld on each test plate. Any porosity or fusion -type discontinuity with greatest dimension larger than 1/16 in, found in the weld will result in failure of the test. Discontinuities with greatest dimension less than Ill 6 in. are acceptable provided the sum of their greatest dimensions does not exceed 3/8 in. in any inch of weld. • Have 2 side -bend specimens prepared, tested, and inspected for each test plate. The test must be administered by an approved laboratory and welding observed by laboratory personnel. Submit 2 copies of the certification issued by the laboratory, all accompanying test papers, and the radiographic films to the Bridge Division for review, The Bridge Division issues Department certification papers if the laboratory's certification is approved. A welder must also demonstrate to the Engineer a thorough knowledge of the required welding procedures together with the ability and desire to follow them and make welds of sound quality and good appearance. The certification issued by an approved laboratory is accepted for 1 mo. from the time of certification, during which time the welder may work on Department projects if the work is satisfactory. Certification papers issued by the Department remain in effect as long as the welder performs acceptable work as determined by the Bridge Division. The certification may be cancelled at any time if the welder's work is not acceptable. For SMAW, a welder certified using EXX18 electrodes is qualified to weed with all approved SMAW electrodes up to E90XX to join metals with a maximum specified yield strength of 65 ksi. 4.3. Welding Steel Structures. 4.3.1. Electrode Condition, 4.11A SMAW. For electrodes with low -hydrogen coverings in conformance with AVIS A5.1, dry to the manufacturer's written drying instructions or dry for at least 2 hours between 450°F and 500*F. For electrodes with low -hydrogen coverings conforming to AWS A5.5, dry for at least 1 hour between 700°F and 800°F or as specified by the electrode manufacturer. It using electrodes from a newly opened undamaged hermetically sealed container, drying is not required. Store electrodes in ovens held at a temperature of at least 250°F immediately after drying or removal from hermetically sealed container. Elapsed time permitted between removal of an electrode from the storage oven or hermetically seated container and use of the electrode is given in Table 2. If the electrodes have the moisture resistance designator "R" and are being used on steel with minimum specified yield strength of 50 ksi or less, exposure time may be increased up to 9 hr, Table 2 SMAW Electrode Exposure Limits Electrode Type Exposure Time (hr.) E70 4 E80 2 E90 I Leave electrodes in the holding oven for at least 4 hr. at 250°F before reusing if they are placed back in it before the times given in Table 2 have lapsed. The Engineer may reduce times allowed for use without re - drying in humid atmospheres. Do not redry electrodes more than once. Do not use electrodes with flux that has been wet, cracked, or otherwise damaged. EXHIBIT 4 448 4,312. FCAW, Protect or store welding wire coils removed from the original package to keep their characteristics or welding properties intact. Do not use coils or portions of coils that are rusty. 4.3.1.3. Special Applications. Dry electrodes for fracture -critical applications or when welding steel not shown in Table 1 in accordance with the manufacturer's specifications and AASHTO/AWS D1,5. 4.3.2. Environmental Conditions. Do not weld when the air temperature is lower than 2f1°F; when surfaces are wet or exposed to rain, snow, or wind,- or when operators are exposed to inclement conditions. Provide wind breaks to protect welding operations from winds greater than 5 mph. 43.3, - Assembly and Fitup. Verify that ends of members to be welded are prepared in accordance with the welded joint detail specified. See Figures 3, 4, and 5 for proper end preparation and weld details of girder splices. Bring the parts to be joined by fillet welds into as close contact as possible, not separated more than 3/16 in, Increase the leg of the fillet weld by the amount of the separation if the separation is 1116 in. or more. Keep the separation between faying surfaces of lap joints and of buff joints landing on backing strips to no more thanII16 in, Make suitable allowance for shrinkage, and never restrain the joint on both sides in any welding process. Use the following fitup procedure for groove welds for butt joints: ■ Align splices of beams and girders joined by groove welds with the center of gravity of both cross-sections coinciding or each flange vertically offset equally. Fit beams and girders with offset webs with the webs aligned and the flanges offset laterally. Make the joint with a smooth transition between offset surfaces and with a slope of no more than 1A when flanges are offset or abutting parts differ in thickness or width by more than 1/8 in. ■ Space members to provide a 3116 -in. root opening at the nearest point. At other points of the joint when the spacing provides up to a 7116 -in. opening, correction may be made by buildup up to 1/8 in, on each bevel nose. Rebevel openings exceeding 7116 in. and move the parts to be joined closer together to bring the joint within the maximum buildup limits. Allow buildups to cool to the maximum preheat and interpass temperatures before welding the joint. • Bring all members into correct alignment and hold them in position by acceptable clamps while welding. Complete all buff splices before welding diaphragms or sway bracing in a particular section of a unit, Diaphragms and sway bracing may be welded in a unit behind the splice welding to provide stability except where such welding interferes with butt splice adjustments, such as at a drop-in segment of a continuous unit. Complete all splices before welding beams or girders to shoes. M NNE 10 - CO < w. EXHIBIT 4 600 Figure 3 Girder Splice Details M. 3/16" 11/8" after tacking) Figure 4 Girder Splice Details (Flange) 60* CO Q 3/16" 11/8" after - tacking) Figure 5 Girder Splice Details (Web) o CL M 4.3.4. Preheat. Preheat ahead of welding both groove and fillet welds (including tack welding) to the temperatures shown in Table 3, Keep preheat and interpass temperatures high enough to prevent cracks, The preheat ME, EXHIBIT 4 448 temperatures shown in Table 3 are minimums, and higher preheats may be necessary in highly restrained welds. Preheat the base metal when it is below the required temperature so that parts being welded are not cooler than the specified temperature within 3 in. of the point of welding. Measure preheat temperature on the side opposite to which the heat is applied at points approximately 3 in, away from the joint. Completely weld a joint before allowing it to cool below the specified temperature. Always deposit enough weld to prevent cracking before allowing a joint to cool, Do not allow preheat and interpass temperatures to exceed 4007 for thickness up to 1-1/2 in. and 450°F for greater thicknesses. Table 3 Preheat the material in accordance with Table 4 when E7010 or E8010 electrodes are used for tacking or temporary root pass. Table 4 Minimum Preheat Temperature for Welding with E7010 or E8010 Electrodes pW Thickest Part at Point of Welding Temperature 1/2 in. and less 150T 9/16 in. throu gh 13 4 in. 200T 13/16 in. through 1-1/2 in. More than 1-112 in. 3007 400°F Use preheat and interpass temperatures for the thicker plate thickness when joining steels of different thickness. Preheat base metal to at least 70°F when the base metal temperature is below 32°F. and maintain this minimum temperature during welding. Preheat base metal to 2170°F before starting to weld if it is moist, Preheat fracture -critical applications in accordance with AASHTO/AWS D1 L. 4.3.5. Welding Practice. Use an approved procedure to control shrinkage and distortion. Weld FLAW in accordance with an approved WPS. Weld as required by the Contract or erection drawings. Do not change the location or size of welds without approval. Do not make temporary welds for transportation, erection, or other purposes on main members except as shown on the plans or approved. Use a crayon, paint, or other approved method to mark each groove weld to identify the welder who performed the work, Use the stringer -bead technique where possible for groove welds. Progress upward in vertical welding passes using a back -step sequence keeping the end of the low -hydrogen electrode contained within the molten metal and shield of flux unless the electrode manufacturer's specifications indicate otherwise, Begin and terminate groove welds at the ends of a joint on extension bars. Make edge preparation and thickness of extension bars the same as that of the member being welded but extending at least 2 in. beyond the joint. Remove extension bars with a cutting torch or arc -air gouging, and grind the flange edges smooth after the weld is completed and cooled. Clean any defects exposed by the grinding, fill them with weld metal, and regrind them to a uniform finish. Grind so that grind marks are parallel to the flange, and avoid excess grinding of the parent metal. Clean and fuse tack welds thoroughly with the final weld. Remove defective, cracked, or broken tack welds. Gouge, chip, or otherwise remove the root of the initial weld to sound metal for all groove welds, except those produced with the aid of backing or those on steel piling or armor joints, before welding is started on the second side. Clean the back side thoroughly before placing the backup pass. Fuse the weld metal 013 EXHIBIT 4 448 thoroughly with the backing, and use backing that is continuous for the full length of the weld. Make a continuous length of backing by welding shorter sections together only under the following conditions: • All splices in the backing are complete joint penetration (CJP) groove welds made with the same controls as similar UP groove welds in the structure. • The welds are radiographed and examined as described in Section 448.4.3.7., "Radiographic Inspection" to ensure weld soundness. ■ All welding and testing of the backing is complete before the backing is used to make the structural weld. 4.3.5.1. High -Cellulose Electrodes for Root Passes. E7010 and E8010 electrodes may be used when welding the root passes of beam and girder splices if the work is preheated in accordance with Table 4. Remove the E7010 or E8010 electrode pass completely by arc -air gouging, and replace it using a low -hydrogen electrode after the root passes are backed up. 4,3.5.2. Welding Sequence. Make beam and girder splices using the sequences shown in Figure 6. (Some members will require fewer or more passes than Figure 6 shows.) Alternate welds from flat to overhead to prevent heat buildup along bevel edge. Arrange the passes between the top and bottom flange to maintain balance and symmetry. Place passes 1, 2, and 3 in the top flange, followed by passes 4, 5, and 6 in the bottom flange (see Figure 6) for rolled J -beams and built-up girders. Gouge out and replace passes 1 and 4, which always are placed in the overhead position. Next, place passes 7, 8, and 9 in the top flange, followed by passes 10, 11, and 12 in the bottom flange. Continue with placing passes 1317 in the top flange, followed by passes 1822 in the bottom flange. Continue to alternate welding between top and bottom flange with a maximum of 5 passes per flange until the flange splices are complete. Tack weld web after aligning girder webs with short tacks as required to obtain proper alignment, Place pass 23 and pass 24 on the web. Gouge out and replace pass 23. Finish web splice with pass 25. Remove all slag for each layer, bead, and the crater area, and clean the weld and adjacent base metal before welding over previously deposited metal. Avoid arc strikes, and if they occur, grind resulting cracks and blemishes out to a smooth contour, checking them visually to ensure soundness, III PC taut W I Top Flange 24 Bottom Ftange IM. Figure 6 Welding Sequence for Splices for Material up to 50,000 -psi Yield Strength. 3-L11 EXHIBIT 4 448 Deviation from the above sequence of weld passes requires approval. Obtain approval from the Bridge Division for welding procedures and sequences for special connections. 43,53. Electrode Size and Weld Layer Thickness. 4.15.31, SMAW. 4.3.5.3.1.1. Electrode Size. Use electrodes with the following maximum size: * 114 in, for all welds made in the flat position except root passes, * 1 A in. for horizontal fillet welds, ■ 114 in. for root passes of fillet welds made in the flat position and of groove welds made in the flat position with backing and with a root opening of 114 in. or more, * 5132 in. for welds made with low -hydrogen electrodes in the vertical and overhead positions, and * 3/16 in. for all other welds. 4.3.5.3.1.2. Weld Size and Layer Thickness. Make the root pass large enough to prevent cracking. Make layers subsequent to the root pass in fillet welds and all layers in groove welds of the following maximum thickness: * 114 in. for root passes of groove welds-, * 118 in. for subsequent layers of welds made in the flat position; and ■ 3/16 in. for subsequent layers of welds made in the vertical, overhead, and horizontal positions. Make fillet welds passes using no larger than: ■ 3/8 in. in the flat position, * 5/16 in. in the horizontal or overhead positions, and * 1/2 in. in the vertical position. 4.153.2. FCAW. 4,153.2.1 Electrode Size. Use electrodes with the following maximum size: ■ 5/32 in, for the flat and horizontal positions, ■ 3/32 in. for the vertical position, and ■ 5/64 in. for the overhead position. 4.15.3.2.1 Weld Size and Layer Thickness. Make weld layers, except root and surface layers, no thicker than 1/4 in, Use a multiple -pass split -layer technique when the root opening of a groove weld is 112 in. or wider. Use the split -layer technique to make all multiple -pass welds when the width of the layer exceeds 5/8 in. Ensure each pass has complete fusion with adjacent base metal and weld metal and that there is no overlap, excessive porosity, or undercutting. Do not use FCAW with external gas shielding in a draft or wind. Furnish an approved shelter of material and shape to reduce wind velocity near the welding to a maximum of 5 mph. Make fillet weld passes using no larger than: ■ 1/2 in. in the flat position, ■ 318 in. in the horizontal or overhead positions, and ■ 5/16 in, in the vertical position. 4,3.6. Weld Quality. Provide welds that are sound throughout with no cracks in the weld metal or weld pass. Completely fuse the weld metal and the base metal and each subsequent pass. Keep welds free from overlap, and keep the base metal free from undercut more than 11100 in. deep when the direction of undercut is transverse to the primary stress in the part that is undercut. Fill all craters to the full cross-section of the welds. NR EXHIBIT 4 448 4.3 . 7. Radiographic Inspection. Conduct radiographic testing (RT) as required in the field at the expense of the Contractor by an agency or individual registered and licensed to perform industrial radiography. Follow all applicable rules and regulations for radiographic operations. Testing includes furnishing all materials, equipment, tools, labor, and incidentals necessary to perform the required testing. The Department may require further tests in accordance with Article 5.10,, "Inspection," and may perform additional testing, including other methods of inspection. Perform RT in accordance with AASHTO/AWS D1.5. The Engineer will examine and interpret the resulting radiographs in accordance with AASHTOIAWS D1.5. All radiographs become the property of the Department and remain with the Engineer.. Radiographically inspect the full flange width of all flange splices and the top and bottom 1/6 of the web at each splice for field -welds of splices in beams or girders. Radiographically retest repaired welds. Make necessary repairs before any further work is done. Additional RT required because of unacceptable welding or poor radiograph quality is at the Contractor's expense. RT of particular welds required by the plans is in addition to the RT required by this Item. Meet the requirements specified in Section 441.3.2.5.1,, "Radiographic Testing" for radiograph film quality. 4.3.8. Corrections. When welding is unsatisfactory or indicates inferior workmanship, the Engineer will require corrective measures and approve the subsequent corrections. Use oxygen gouging or arc -air gouging when required to remove part of the weld or base metal. Back -gouge splices in beams and girders or cut out defective welds using arc -air gouging by a welder qualified to make beam and girder splices. Slope the sides of the area to be welded enough to permit depositing new metal were corrections require depositing additional weld metal. Use a smaller electrode than that used for the original weld where corrections require depositing additional weld metal. Clean surfaces thoroughly before re -welding. Remove cracked welds completely and repair. Remove the weld metal for the length of the crack if crack length is less than half the length of the weld plus 2 in. beyond each end of the crack, and repair. Restore the original conditions where work performed after making a deficient weld has made the weld inaccessible or has caused new conditions making the correction of the deficiency dangerous or ineffectual by removing welds, members, or both before making the necessary corrections; otherwise, compensate for the deficiency by performing additional work according to a revised and approved design. Cut apart and re -weld improperly fitted or misaligned parts. Straighten members distorted by the heat of welding using mechanical means or the carefully supervised application of a limited amount of localized heat. Do not let heated areas exceed 1,2013°F as measured by temperature -indicating crayons or other approved methods for steel up to 65,000 -psi yield strength. Do not let heated areas exceed 1,100`"F for higher -strength steels. Keep parts to be heat -straightened substantially free of stress from external forces except when mechanical means are used with the application of heat. Before straightening, submit a straightening procedure to the Engineer for approval. Correct defective or unsound welds either by removing and replacing the entire weld or as follows: 4.3.8.1. Excessive Convexity. Reduce to size by grinding off the excess weld metal, leaving a smooth profile. 4.3.8.2. Shrinkage Cracks, Cracks in Base Metal, Craters, and Excessive Porosity. Remove defective portions of base and weld metal down to sound metal, and replace with additional sound weld metal, NEW EXHIBIT 4 448 4 . 3,83, Undercut, Undersize, and Excessive Concavity, Clean and deposit additional weld metal, 4.3.8.4, Overlap and Incomplete Fusion. Remove and replace the defective portion of weld. 4.3.8.5. Slag Inclusions, Remove the parts of the weld containing slag, and replace them with sound weld metal. 43.8,13. Removal of Base Metal during Welding. Clean and form full size by depositing additional weld metal using stringer beads. 4.4. Shear Stud Welding. Weld shear studs to steel surfaces and perform preproduction and production tests as required in AASHT01AWS D1.5. 4.5. Welding Reinforcing Steel. Splice reinforcing steel by welding only at locations shown on the plans. 4.5.1. Base Metal. Provide weldable reinforcing steel in conformance with Item 440, "Reinforcement for Concrete." 4.5.2. Preheat and Interpass Temperature, Minimum preheat and interpass temperatures are shown in Table 5, Preheat reinforcing steel when it is below the listed temperature for the size and carbon equivalency range of the bar being welded so that the cross-section of the bar is above the minimum temperature for at least 6 in. on each side of the joint. Allow bars to cool naturally to ambient temperature after welding is complete. Do not accelerate cooling. Table 5 Minimum Preheat and Interpass Temperature for Reinforcing Steel Carbon Equivalent Range (%)__ Size of Reinforcingr (!Ipj _AL_ Temperature (*D Up to and including 0.40 Up to 11 inclusive None 14 and 18 50 0.41 through 0,45 inclusive Up to 11 inclusive None14 and 18 100 Up to 6 inclusive None 0.46 through 0.55 inclusive 7 to 11 inclusive 50 14 and 18 200 Unknown Up to 18 inclusive 5bb . .. . .......... Base the preheat and interpass temperatures for widening projects on the existing reinforcing steel and the requirements of Table 5. 4.5.3, Joint Types. Use butt splices for all No. 7 and larger bars. Use lap splices for No. 6 and smaller bars. Make groove welds in lap splices at least 4 in. long, and weld them on each side of the lap joint as shown in Figure 7. For No. 5 and smaller bars, weld from one side of the lap when it is impractical to weld from both sides of the joint if approved by the Engineer, but in this case make the weld at least 6 in. long. Make all butt splices in the flat position. Make all welds for butt splices, except horizontal welds on vertical bars, as shown in Figures 8 and 9. The back-up strip is required when access to the Splice is from the top only. When bars can be rotated or access to the splice is available from 2 sides, the double bevel splice may be used, and this type weld requires gouging out the root pass similar to a flange splice on structural steel. The root pass may be made using E7010 or E8010 electrodes for all double beveled splices. Preheat the steel to 4007, if using E7010 or E8010 electrodes, and then completely remove the root pass before welding the opposite side. Make horizontal splices on vertical bars as shown in Figure 10. Provide alignment strips as shown in Figures 9 and 10 to hold bars during welding operation. Trim alignment strips after welding is complete. 617 ;Wx EXHIBIT 4 ZM A7 A—,j Figure 7 Direct Lap Joint with Bars in Contact B Trim backup R 22 71/2& 22 1/2a after Welding ZO 3/32" 1/ 4 "0-1/2 '*x2 It 1-1/2 B SEC. B -B Figure 8 Single Bevel V -Groove Weld in Horizontal Position Trim after —Trim after welding 60' \Welding 1A ""x1 "x1-1/2 " :-:01 z, Vertical Position Figure 9 Double Bevel V -Groove Weld in Horizontal Position 618 EXHIBIT 4 448 Figure 10 Double Bevel V -Groove Weld in Vertical Position 4.5.4. Radiographic Inspection. Radiograph welded butt splices at the expense of the Contractor when designated on the plans, Follow all applicable rules and regulations for radiographic operations. Ensure welds have no cracks and that the sum of the greatest dimensions of porosity and fusion -type defects do not exceed 1 /10 of the nominal bar diameter. The Engineer will examine and interpret the resulting radiographs, which become the property of the Department and remain with the Engineer, The work performed, materials furnished, equipment, labor, tools, and incidentals will not be measured or paid for directly but will be subsidiary to pertinent Items. 619 air EXHIBIT 4 1111:601 449 Fabricate and install anchor bolts to be embedded in or attached to concrete. Anchor bolts are also referred as anchor rods. 2.1. Bolts and Nuts. Provide bolts and nuts that meet the standards given in Table 1. Table 1 Bolt and Nut Standards -Specified Anchor Bolt 0 altegn Bolt Standards Nut Standards Mild steel ASTM A307 Gr. A, F1554 Gr. ASTM A563 36, or A36 Medium -strength, ASTM F1554 Gr, 55 with ASTM A194 Gr, 2 or mild steel§2pyIeTqq!aLequirement S1 A563 Gr. better ........ . ..... . .. High-strength steel ASTMA325 or A4491 r6._or ASTM A194 or A563,heavy hex Alloy steel ASTM A193 Gr. B7 or F1554 �Gr, ASTM A194 Gr. 2H or I IA563 I 105 Gr. DH, heavy hex 1. If headed bolts are specified, ASTM A449 bolts must be heavy hex head. Provide a mill test report or manufacturer's certification indicating the material conforms to these requirements. For alloy steel anchor bolts, provide a lest report or certification attesting to the heat -treating process if applicable. If no specific bolt category is indicated on the plans, provide mild steel anchor bolts and nuts that meet the standards given in Table 1, 2.2. Washers. Use washers that meet ASTM F436. 2.3. Threads. Provide anchor bolts with rolled or cut threads of UNC or 8UN series in accordance with ASME B1 A. Anchor bolts 1-3A in. in diameter and larger must have UNC series threads. If bolts have rolled threads, ensure the diameter of the unthreaded portion of bolts with rolled threads is neither Jess than the minimum pitch diameter nor more than the maximum major diameter of the threads, If bolts have cut threads, ensure the diameter of the unthreaded portion is not less than the minimum major diameter of the threads. Ensure all threads for bolts and nuts have Class 2 fit tolerances in accordance with ASME B1.1. 3.1. Fabrication. Welded splicing of anchor bolts is not permitted. Provide an anchorage device with each anchor bolt consisting of a standard bolt head, a threaded bolt with nuts, or, if shown on the plans, a 90' bend. Make the inside -bend diameter approximately 2 finnes the anchor bolt diameter, but at no point along the bend greater than 3 times the bolt diameter. Hot bending is permissible provided the temperature does not exceed 1,1007. If the anchor bolts will be installed in a template embedded in concrete, tack weld the anchorage nuts to the template in the shop. Perform this welding with appropriate jigs to ensure the anchor bolt is perpendicular to the template. KI EXHIBIT 4 449 When embedded templates are not specified and nuts are welded to the end of anchor bolts for anchorage, weld only on the nut face at the unstressed end of the bolt. Ensure no welding, arc, or other potential notch - producing effects occur in the stressed portion of the bolt. Shipping of the anchor bolt cage in its assembled condition is not required, 3.2. Finish. Galvanize in accordance with Item 445, "Galvanizing," 12.1, Anchor Bolts Embedded in Concrete. Galvanize the exposed end of the thread length plus a minimum of 6 in, unless otherwise shown on the plans. 322. Anchor Bolts Extending Through Concrete. Galvanize the complete length of the bolt. 3.2.3. Nuts. Galvanize exposed nuts. Galvanize the untapped blanks before cutting the threads. 324, Washers. Galvanize exposed washers. 33, Installation. Hold the anchor bolt and template assembly rigidly in position during concrete placement. Use wood templates or other positive means to ensure correct positioning of anchor bolts not requiring steel templates. Positioning devices may be tack welded to the steel templates but not to any portion of the anchor bolts. 3.3.1. Anchor Bolt Thread Lubricant Coating, Coat anchor bolt threads before installing nuts with an electrically conducting lubricant compound described in Section 449.3.3.2.1., "Definitions," for traffic signal poles, roadway illumination poles, high mast illumination poles, and overhead sign support structures. Coat anchor bolt threads for other structures with pipe joint compound or beeswax. After installing nuts, repair galvanizing damage on bolts, nuts, and washers in accordance with Section 445.3,5,, "Repairs." 3.3.2. Anchor Bolt Tightening Procedure. Tighten anchor bolts for traffic signal poles, shoe base and concrete traffic barrier base roadway illumination poles, high mast illumination poles, and overhead sign support structures in accordance with this Section. This procedure covers the tightening of nuts on a double -nut anchor bolt system using anchor bolts with 55 ksj or 105 ksi minimum yield strength and UNC or 8UN thread series to secure structures to drilled shaft foundations. 3.3.2.1. Definitions. The following definitions apply to the anchor bolt tightening procedure: 0 Double -Nut Anchor Bolt System. An anchor bolt with 2 nuts that sandwich the structure's base plate. The bottom nut is positioned under the base plate to level, support, and provide the reaction for the force applied by tightening the top nut positioned above the base plate. ■ Electrically Conducting Lubricant, A compound commonly used in the electrical industry to coat threads of field -cut rigid metal conduit and suitable for exposure to weather. ■ Impact Tightening, The tightening of nuts with a box end "slug" or "knocker" wrench and a sledgehammer. The wrench, matching the size of the nut to be tightened, is driven with the sledgehammer to rotate the nut. ■ Static Tightening, The tightening of nuts with a "spud" wrench and a pipe or extension handle. The wrench, matching the size of the nut to be tightened, may be turned with more than one worker to rotate the nut. ■ Snug -Tight. The condition when the nut is in full contact with the base plate. It may be assumed the full effort of a worker on a 12 -in, wrench results in a snug -tight condition, ■ Turn -of -the -Nut Method. The tightening of top nuts to snug -tight condition then establishing reference positions by marking one flat on each nut with a corresponding reference mark on the base plate at each bolt. Each nut is then turned to the prescribed rotation from the referenced snug -tight position. 112.2. Anchor Bolt Tightening, Perform the following procedure: ■ Coat the threads of the anchor bolts with electrically conducting lubricant, I AN EXHIBIT 4 449 • Level the top template (using dasmguide) byadjusting the bottom nuts so the template rests umeach nut and the distance between the top of the concrete shaft and the bottom surface of the bottom nut is approximately 1/2in. • Remove the template, • Coat the beadng surfaces of the bottom nuts and washers with electrically conducting lubricant. • Install bottom washers mmbolts, 1omeach bolt. • Erect and plumb the structure aam9moifi*d.Adjust the bottom nuts ooeach imbearing equally omthe washer or base plate. The truss for cantilever overhead sign support structures and the mast arm for traffic signal poles must beremoved during anchor bolt tightening. • With the plumbed structure supported by a crane, coat the bearing surfaces of the top nuts and washers with electrically conducting lubricant. Install 1 washer and 1top nut mneach bolt, Turn the top nuts onto the bolts eoeach inhand-tight against the washer orbase plate. • Turn each bottom nut toasnug-tight condition using awrench, • Verify the structure is still plumb and still supported by the crane. Begin turn -of -the -nut method by turning each top nut down to the same snug -tight condition. Prevent rotation of the bottom leveling nut during all top nut tightening. Establish reference marks for tum -of -the -nut method once snug -tight condition is achieved, and then tighten the top nuts by turning each nut 1/12 turn (1/2 of a nut flat) past snug -tight using either static or impact tightening. Turn each top nut an additional 1/12 turn until each nut has been tightened 1/6 total turn past onug-tigbL Top orbottom templates, washers, lock washers, nuts, lock nuts, and other devices used for installing ancho bolts are considered part of the anchor bolt assembly. All work performed, materials furnished, equipment, |aboctou|y.andimoidmntalswi]|nutbemeaeoredmpoidfordinectlybutwiUbaeubmidioryhoportinent|temo. EXHIBIT 4 450 of rran�xrrtetr�rz Construct railing of concrete, steel, aluminum, or a combination of these materials, including necessary anchorage for the railing on bridges, culverts, walls. or other structures as shown on the plans. 2. MATERIALS Use materials that conform to requirements of the following Items, ■ Item 421, "Hydraulic Cement Concrete" ■ Item 440, "Reinforcement for Concrete" • Item 441, "Steel Structures" • Item 442, "Metal for Structures" ■ Item 445, "Galvanizing" ■ Item 540, "Metal Beam Guard Fence" Provide an approved Type 111, Class C epoxy or an epoxy of the type and class stated on the plans where epoxy anchors are allowed or required for installing drilled and epoxied rail anchorage reinforcement or rail anchor bolts in accordance with DMS -61 00, "Epoxies and Adhesives." Use other materials if shown on the plans. Provide only dual cartridge epoxy systems mixed with a static mixing nozzle supplied by the epoxy adhesive manufacturer and dispensed with a tool supplied by the epoxy adhesive manufacturer. Do not use bulk epoxies. Drill and Install anchorage reinforcement or anchor bolts to the embedment depth shown on the plans or the depth the manufacturer recommends, whichever is deeper. No additional payment will be made for providing embedment deeper than shown on the plans. Select an embedment depth capable of developing the yield strength of the steel anchor based on the product literature for the epoxy and steel anchor being used if no resistance or embedment depth is specified on the plans. Use 60 ksi as the yield strength for reinforcing steel. Construct railing in accordance with details, alignment, and grade designated on the plans. Do not place railing until falsework or formwork, if any, for the span has been released unless otherwise directed, Adhere to the schedule restrictions for Placing Bridge Rails and Opening to Construction Traffic in Item 422, "Concrete Superstructures." Notify the Engineer after completion of the following steps and obtain approval of work before proceeding to the next step: placing rail reinforcement and pre -pour clear cover checks. Ensure expansion joints in the railing will function properly before placing concrete. Furnish either steel or aluminum, but not both, for the entire Contract if the plans allow either steel or aluminum options for a particular railing type. Install epoxy adhesive anchorages in accordance with the manufacturers instructions including hole size, drilling equipment and method, hole cleaning equipment and method, mixing and dispensing epoxy, and anchor insertion. Do not after the manufacturer's mixing nozzle or dispenser. Anchorage bars or bolts must be clean and free of grease, oil, or any other foreign material. Demonstrate hole cleaning method to the Engineer for approval and continue the approved process for all anchorage locations. Do not weld to an anchor bar or anchor bolt that is anchored with epoxy adhesive. Do not expose rail to traffic until epoxy adhesive has obtained full cure in accordance with manufacturer's specifications. 623 EXHIBIT 4 450 31, Metal Railing. 3.11. General. Furnish metal beam rail elements in accordance with Item 540, "Metal Beam Guard Fence." Fabricate and erect metal railing according to the pertinent provisions of Item 441, "Steel Structures," and the requirements of this Item. Prepare and submit for approval the required shop or erection drawings in accordance with Item 441, "Steel Structures," when the plans require. Show all splice locations and details on the shop or erection drawings. Splice members only as provided on the plans. Field -weld when required in accordance with Item 448, "Structural Field Welding." 3.1.2. Fabrication. Fabricate metal railing and post panels in sections conforming to the details shown on the plans and field -verified lines and grades. Fabricate adjacent sections so they will accurately engage each other in the field. Match -mark each pair of sections so they can be erected in the same position they were fabricated. Fabricate metal rail elements included as part of the railing system to the dimensions and cross-sections shown on the plans and within a tolerance of 114 in. per 10 feet in the straightness of either edge. Joint and connect metal rail elements to the rail posts as shown on the plans, lapping metal rail elements in the direction of traffic in the adjacent lane. Bolts and nuts for metal railing should meet requirements of ASTM A307 and be galvanized in accordance with Item 445, "Galvanizing," unless otherwise shown on the plans. Fabricate aluminum in accordance with AWS 11.2. Heat aluminum materials other than castings to a temperature up to 400T for no more than 30 min, to facilitate bending or straightening. 3.13, Castings. Provide permanent mold castings of the materials specified that are true to pattern in form and dimensions and of uniform quality and condition. Castings must be free from cracks and defects such as blowholes, porosity, hard -spots, or shrinkage that could affect their suitability for use. Repair minor defects in aluminum castings by an approved inert gas -welding process. Ensure finished castings are free of burrs, fins, discoloration, and mold marks and that they have a uniform appearance and texture. Produce castings under radiographic control sufficient to establish and verify a product free from harmful internal defects. Heat-treat the entire lot of castings to the specified temper when required,. Permanently mark the heat or lot number on the web or top of the base of all castings. Furnish mill test reports showing the heat or lot number, chemical composition, tensile strength, elongation, and number of pieces for each casting heat or lot. For aluminum castings, a heat or lot should consist of at least 1,000 lb. of trimmed castings when produced from batch type furnaces, or 2,000 lb. when produced from a continuous furnace during a period of no more than 8 consecutive hours. Furnish the entire number of acceptable posts cast from each heat or lot except when a portion is required to complete a project. 3.1'.4. Corrosion Protection. Galvanize all portions of steel railing after fabrication in accordance with Item 445, "Galvanizing," unless otherwise noted on the plans. Apply appearance coat to galvanized surface in accordance with Item 445, "Galvanizing," when shown on the plans. When painting is specified in place of galvanizing, shop paint steel in accordance with Item 441, "Steel Structures." Repair any damage to galvanized or painted surfaces after erection in accordance with Items 445, "Galvanizing," and Item 446, "Field Cleaning and Painting Steel," respectively. Before final acceptance, clean surfaces of aluminum and galvanized steel railing not shown to be painted to remove extrusion marks, grease, dirt, and all other surface contaminants. M EXHIBIT 4 450 3.1.5. Storage. Store railing materials above the ground on platforms, skids, or other supports, and keep them free from grease, dirt, and contact with dissimilar metals. Avoid scratching, marring, denting, discoloring, or otherwise damaging the railing. 3.2. Concrete Railing. Provide concrete portions of railing in accordance with the requirements of Item 420, "Concrete Substructures," and Item 422, "Concrete Superstructures." Construct forms so the railing line and grade can be checked after the concrete has been placed but before initial set. Do not disturb the form alignment during finish floating of the railing tops. Exercise particular care in other construction to avoid disturbing or vibrating the span with the newly placed railing. Provide precast members conforming to Item 424, "Precast Concrete Structural Members (Fabrication). Slipform construction of railing is permitted unless otherwise shown on the plans. Demonstrate slipforming method showing line and grade of concrete surfaces can be consistently obtained and clear cover outside reinforcing steel be maintained at all times. Stop slipforming railing if specified concrete clear cover is not obtained or appearance of rail is off line and grade. Do not slipform railing with cast -in-place anchor bolts unless noted otherwise Provide additional reinforcing as needed to prevent movement of the reinforcement cage. Clear cover and epoxy coating requirements for additional reinforcement are the same as shown for the rail reinforcement. The rail reinforcing cage may be tack welded to the rail anchorage reinforcement provided the rail and anchorage reinforcement are not epoxy coated and weld locations measured along the rail are no closer than 3 ft. Tie all bar intersections if epoxy coated reinforcement is required for the railing proposed to be sfipformed. Provide a wire line to maintain vertical and horizontal alignment of the slipform machine. Attach a grade line gauge or pointer to the machine so a continuous comparison can be made between the rail being placed and the established grade line. Rails or supports at the required grade are allowed instead of sensor controls. Make one or more passes with the slipform over the rail segment to ensure proper operation and maintenance of grades and clearances before placing concrete. Provide slipformed rail within a vertical and horizontal alignment tolerance of ±1/4 in. per 10 feet. Construct rail with a smooth and uniform appearance. Consolidate concrete so it is free of honeycomb. Provide concrete with a consistency that will maintain the shape of the rail without support, Minimize starting and stopping of the slipform operation by ensuring a continuous supply of concrete. Do not exceed the manufacturer's recommended speed for the slipform machine. Stop slipforming and take remedial action if slipforming causes movement of the reinforcement such that plan clearances are not achieved. Remove and replace unsatisfactory slipformed rail at the Contractor's expense. 3.3. Tests. The Engineer will sample cast aluminum posts for testing in accordance with Tex -731-1 to verify the material requirements of Item 442, "Metal for Structures." Metal beam rail elements may be sampled in accordance with Tex -713-1. The Engineer may sample bolts and nuts in accordance with Tex -708-1 for galvanized coating testing. The Engineer will select 3 anchor bars or bolts from the first day's production to be tested after the epoxy has cured. Test the bars or bolts in the presence of the Engineer in accordance with ASTM E1512, using a restrained test, to evaluate the epoxy adhesive's bond strength. Verify the anchor bars or bolts develop the required pullout resistance on the plans or 75% of the yield strength of the bars or bolts, whichever is less, without a bond failure of the epoxy. The Engineer may require additional tests during production. Perform corrective measures to provide adequate capacity if any of the tests do not meet the required test load. Repair damage from testing. 4. MEASUREMENT This Item will be measured by the foot. 625 EXHIBIT 4 450 This is a plans quantity measurement Item. The quantity to be paid for is the quantity shown in the proposal except as modified by Article 92, "Plans Quantity Measurement." Additional measurements or calculations vvill be made if adjustments of quantities are required. NZYMIQU The work performed and materials furnished in accordance with this Item and measured as provided under "Measurement" will be paid for at the unit price bid for "Railing" of the type specified. This price will be full compensation for furnishing, preparing, and placing concrete, expansion joint material, reinforcing steel, structural steel, aluminum, cast steel, pipe, anchor bolts or bars, testing of epoxy anchors, and all other materials required in the finished railing-, removal and disposal of salvageable materials; and hardware, paint and painting of metal railing, galvanizing, equipment, labor, tools, and incidentals. 626 EXHIBIT 4 466 Item 466 @ Headwalls and WingwallsAepartmenr of " of Transportation Furnish, construct, and install concrete headwalls and wingwalls for drainage structures and underpasses. MATERIALS 2.1. General. Furnish materials in accordance with the following. • Item 420, "Concrete Substructures" • Item 421, "Hydraulic Cement Concrete" • Item 440, "Reinforcement for Concrete" Use Class C concrete for cast -in-place and precast concrete units unless otherwise shown on the plans. Furnish cast -in-place or precast headwalls and wingwalls unless otherwise shown on the plans. 2.2. Fabrication. 2.2.1. General. Fabricate cast -in-place concrete units and precast units in accordance with Item 420 'Concrete Substructures," Use the following definitions for headwalls and wingwalls: * "Headwalls" refers to all walls, including wings, at the ends of single -barrel and multiple -barrel pipe culvert structures. * Vingwalls" refers to all walls at the ends of single -barrel or multiple -barrel box culvert structures. 2.2.2. Lifting Holes, Provide no more than 4 lifting holes in each section for precast units. Lifting holes may be cast, cut into fresh concrete after form removal, or drilled. Provide lifting holes large enough for adequate lifting devices based on the size and weight of the section. The maximum hole diameter is 3 in. at the inside surface of the wall and 4 in, at the outside surface. Cut no more than 1 longitudinal wire or 2 circumferential wires per layer of reinforcing steel when locating lift holes. Repair spalled areas around lifting holes. 223. Marking. Clearly mark each precast unit before shipment from the casting or fabrication yard with the following: • the date of manufacture, • the name or trademark of the manufacturer, and • the type and size designation. 224. Storage and Shipment. Store precast units on a level surface. Do not place any toads on precast concrete units until design strength is reached. Do not ship units until design strength requirements have been met. 2.2.5. Causes for Rejection. Precast units may be rejected for not meeting any one of the specification requirements. Individual units may also be rejected for fractures or cracks passing through the wall or surface defects indicating honeycombed or open texture surfaces. Remove rejected units from the project, and replace them with acceptable units meeting the requirements of this Item. 226. Defects and Repairs. Occasional imperfections in manufacture or accidental damage sustained during handling may be repaired. The repaired units will be acceptable it they conform to the requirements of this Item and the repairs are sound, properly finished, and cured in conformance with pertinent specifications. 662 EXHIBIT 4 466 3. CONSTRUCTION 3.1. General. Remove portions of existing structures and drill, dowel, and grout in accordance with Item 420, "Concrete Substructures," 3.2. Excavation, Shaping, Bedding, and Backfill. Excavate, shape, bed, and backfill in accordance with Item 400, "Excavation and Backfill for Structures," Take special precautions in placing and compacting the backfill to avoid any movement or damage to the units. Bed precast units on foundations of firm and stable material accurately shaped to conform to the bases of the units. 33. Placement of Precast Units, Provide adequate means to lift and place the precast units. Fill lifting holes with mortar or concrete and cure. Precast concrete or mortar plugs may be used. 14, Connections, Make connections to new or existing structures in accordance with the details shown on the plans. Furnish jointing material in accordance with Item 464, "Reinforced Concrete Pipe," or as shown on the plans. Remove a length of the existing pipe from the headwall to the joint when removing existing headwalls as shown on the plans or as approved. Re-lay the removed pipe if approved, or furnish and lay a length of new pipe. This is a plans quantity measurement item. The quantity to be paid is the quantity shown in the proposal unless modified by Article 92, "Plans Quantity Measurement.' Additional measurements or calculations will be made if adjustments of quantities are required. 4.1. Headwalls. Headwalls will be measured by each end of a structure. 42 Wingwalls. Wingwalls will be measured by one of the following methods: 4.2.1. Square Foot. Wingwalls will be measured by the square foot of the front surface area of the wall of each type. The area will be measured from the top of the footing or apron to the top of the wall unless otherwise shown on the plans. If there is no footing or apron, then measurement is from the bottom of the wall. 4.2.2. Each.' ingwalls will be measured by each end of a structure. PAYMENT The work performed and materials furnished in accordance with this Item and measured as provided under "Measurement" will be paid for at the price bid for "Headwalls" of the type and pipe size (diameter or design) specified, "Wingwalls" of the type specified when measurement is by the square foot, or "Wingwalls" of the type and wall height specified when measurement is by each. For payment purposes, the wingwall height will be rounded to the nearest foot. All wingwalls and headwalls of the same type will be paid for equally when skew does not affect the type. This price is full compensation for constructing, furnishing, transporting, and installing the headwalls, or wingwalls, connecting to existing; structure; breaking back, removing and disposing of portions of the existing structure, and replacing portions of the existing structure as required to make connections; excavation and backfill; and concrete, reinforcing steel, corrugated metal pipe or reinforced concrete pipe, equipment, labor, tools, and incidentals. Apron concrete or r1prap between or around the wingwalls of single- or multiple -barrel box culvert structures will be measured and paid for in accordance with Item 432, "Riprap," The removal and re-laying of existing pipe or the furnishing of new pipe to replace existing pipe will not be paid for directly but will be considered subsidiary to this Item. no , EXHIBIT 4 11-1*1111121181111 M rrd Z0,11,10"OPE-W17 )on Establish and remove offices, plants, and facilities. Move personnel, equipment, and supplies to and from the project or the vicinity of the project site to begin work or complete work on Contract Items. Bonds and insurance are required for performing mobilization, 2. MEASUREMENT This Item will be measured by the lump sum or each as the work progresses. Mobilization is calculated on the base bid onl and will not be paid for separately on any additive alternate projects added to the Contract. 3. PAYMENT For this Item, the adjusted Contract amount will be calculated as the total Contract amount less the lump sum for mobilization, Except for Contracts with callout or emergency work, mobilization will be paid in partial payments as follows: • Payment will be made upon presentation of a paid invoice for the payment or performance bonds and required insurance, • Payment will be made upon verification of documented expenditures for plant and facility setup. The combined amount for all these facilities will be no more than 10% of the mobilization lump sum or 1 % of the total Contract amount, whichever is less. in When 1% of the adjusted Contract amount for construction Items is earned, 50% of the mobilization lump sum bid or 5% of the total Contract amount, whichever is less, will be paid. Previous payments under this Item will be deducted from this amount. m When 5% of the adjusted Contract amount for construction Items is earned, 75% of the mobilization lump sum bid or 10% of the total Contract amount, whichever is less, will be paid. Previous payments under the Item will be deducted from this amount. a When 10% of the adjusted Contract amount for construction Items is earned, 90% of the mobilization lump sum bid or 10% of the total Contract amount, whichever is less, will be paid. Previous payments under this Item will be deducted from this amount. a Upon final acceptance, 97% of the mobilization lump sum bid will be paid. Previous payments under this Item will be deducted from this amount. m Payment for the remainder of the lump sum bid for "Mobilization" will be made after all submittals are received, final quantities have been determined and when any separate vegetative establishment and maintenance, test, and performance periods provided for in the Contract have been successfully completed. For projects with extended maintenance or performance periods, payment for the remainder of the lump sum bid for "Mobilization" will be made six months after final acceptance. For Contracts with callout or emergency work, "Mobilization," will be paid as follows: m Payment will be made upon presentation of a paid invoice for the payment of performance bonds and required insurance; in Mobilization for callout work will be paid for each callout work request; and s Mobilization for emergency work will be paid for each emergency work request. P] 4.1. EXHIBIT 4 M of Ti�n�pgrla8lan Provide, install, move, replace, maintain, clean, and remove all traffic control devices shown on the plans and as directed. Implement the traffic control plan (TCP) shown on the plans. Install traffic control devices straight and plumb. Make changes to the TCP only as approved. Minor adjustments to meet field conditions are allowed. Submit Contractor -proposed TCP changes, signed and sealed by a licensed professional engineer, for approval. The Engineer may develop, sign, and seal Contractor -proposed changes. Changes must conform to guidelines established in the TMUTCD using approved products from the Department's Compliant Work Zone Traffic Control Device List. Use fluorescent prismatic refifective sheeting, meeting the requirements of DMS -8300 Type BFL or CFL, for all signs and traffic control devices that have an orange background and a black non -reflective legend on all work zones, Manufacture all signs with a white background and black non -reflective legend using High Specific Intensity sheeting meeting the requirements of DMS -8300 Type A. Orange and white sheeting used on channelizing devices must be manufactured using High Specific Intensity sheeting meeting the requirements of DMS -8300 Type A. At no time will the Contractor mix Type BFL orCrL fluorescent orange sheeting with orange Type A High Specific Intensity sheeting on the same project. White Engineering Grade (Type A) will not be mixed with white High Specific Intensity (Type A) sheeting. Maintain traffic control devices by taking corrective action when notified. Corrective actions include, but are not limited to, cleaning, replacing, straightening, covering, and removing devices. Maintain the devices such that they are property positioned and spaced, legible, and have retroreflective characteristics that meet requirements day or night and in all weather conditions. The Engineer may authorize or direct in writing the removal or relocation of project limit advance warning signs. When project limit advance warning signs are removed before final acceptance, provide traffic control in accordance with the TMUTCD for minor operations as approved. Remove all traffic control devices upon completion of the work as shown on the plans or as directed. TA FIT MIT, F1 Barricades, Signs, and Traffic Handling will be measured by the month, Law enforcement officer and patrol vehicle will be measured by the hour. Barricades, Signs, and Traffic Handling. Except for Contracts with callout or work orders, the work performed and materials furnished in accordance with this Item and measured as provided under 701 EXHIBIT 4 RM "Measurement" will be paid for at the unit price bid for "Barricades, Signs, and Traffic Handling." This price is full compensation for installation, maintenance, adjustments, replacements, removal, materials, equipment, labor, tools, and incidentals. The work performed and materials furnished in accordance with this Item and measured as provided under "Measurement" will be paid for at the unit price bid for "Barricades, Signs, and Traffic Handling." This price is full compensation for installation, maintenance, adjustments, replacements, removal, materials, equipment, labor, tools, and incidentals. When the plans establish pay items for particular work in the TCP, that work will be measured and paid under pertinent Items. 4.11, Initiation of Payment. Payment for this Item will begin on the first estimate after barricades, signs, and traffic handling devices have been installed in accordance with the TCP and construction has begun, 412, Paid Months. Monthly payment will be made each succeeding month for this Item provided the barricades, signs, and traffic handling devices have been installed and maintained in accordance with the TCP until the Contract amount has been paid. If, within the time frame established by the Engineer, the Contractor fails to provide or properly maintain signs and barricades in compliance with the Contract requirements, as determined by the Engineer, the Contractor will be considered in noncompliance with this Item, No payment will be made for the months in question, and the total final payment quantity will be reduced by the number of months the Contractor was in noncompliance. 4.13, Maximum Total Payment Before Acceptance. The total payment for this Item will not exceed 10% of the total Contract amount before final acceptance in accordance with Article 5.12., "Final Acceptance." The remaining balance will be paid in accordance with Section 502,4,5., "Balance Due," 4.1.4. Total Payment Quantity. The quantity paid under this Item will not exceed the total quantity shown on the plans except as modified by change order and as adjusted by Section 502.4.2., "Paid Months." An overrun of the plans quantity for this Item will not be allowed for approving designs; lestingmaterial shortages; closed construction seasons; curing periods-, establishment, performance, test, and maintenance periods,- failure to complete the work in the number of months allotted; nor delays caused directly or indirectly by requirements of the Contract, 4.1.5. Balance Due. The remaining unpaid months of barricades less non-compliance months will be paid on final acceptance of the project, if all work is complete and accepted in accordance with Article 5.12., "Final Acceptance." 4.1.6, Contracts with Callout or Work Orders. The work performed and the materials furnished with this Item and measured as provided under "Measurement," will be considered subsidiary to pertinent Items. 4.2. Law Enforcement. The work performed and materials furnished in accordance with this Item and measured as provided under "Measurement," will be paid by Contractor force account for "Uniformed Police Officer." This price is full compensation for furnishing all labor, materials, supplies, equipment, patrol vehicle, fees, and incidentals necessary to complete the work as directed. 702 EXHIBIT 4 Concrete Curb, Gutter, and Combined Curb and Gutter 1. DESCRIPTION Construct hydraulic cement concrete curb, gutter, and combined curb and gutter. Furnish materials conforming to: • Item 360, "Concrete Pavement" • Item 420, "Concrete Substructures" • Item 421, "Hydraulic Cement Concrete" • Item 440, "Reinforcement for Concrete" RKI =:fonA10"'erlarnspo Use Class A concrete or material specified on the plans, Use Grade 8 coarse aggregate for extruded Class A concrete. Use other grades if approved. When approved, use fibers meeting the requirements of DMS -4550, "Fibers for Concrete," to replace reinforcing steel in Class A concrete, Dose fibers in accordance with the Department's MPL of pre -qualified fibers for concrete. 3. CONSTRUCTION Provide finished work with a well -compacted mass and a surface free from voids and honeycomb, in the required shape, line, and grade. Round exposed edges with an edging tool of the radius shown on the plans. Mix, place, and cure concrete in accordance with Item 420, "Concrete Substructures." Construct joints at locations shown on the plans. Cure for at least 72 hr. Furnish and place reinforcing steel in accordance with Item 440, "Reinforcement for Concrete." Set and maintain a guideline that conforms to alignment data shown on the plans, with an outline that conforms to the details shown on the plans. Ensure that changes in curb grade and alignment do not exceed 114 in. between any 2 contacts on a 10 -ft. straightedge. 3.1. Conventionally Formed Concrete. Shape and compact subgrade, foundation, or pavement surface to the line, grade, and cross-section shown on the plans. Lightly sprinkle subgrade or foundation material immediately before concrete placement. Pour concrete into forms, and strike off with a template 1/4 to 3/8 in, less than the dimensions of the finished curb unless otherwise approved. After initial set, plaster surface with mortar consisting of 1 part hydraulic cement and 2 parts fine aggregate. Brush exposed surfaces to a uniform texture. Place curbs, gutters, and combined curb and gutters in 504 maximum sections unless otherwise approved. 3.2. Extruded or SlIpformed Concrete. Hand -tamp and sprinkle subgrade or foundation material before concrete placement. Provide clean surfaces for concrete placement. Coat cleaned surfaces, if required, with approved adhesive or coating at the rate of application shown on the plans or as directed. Place concrete with approved self-propelled equipment. 101 EXHIBIT 4 M The forming tube of the extrusion machine or the form of the slipform machine must be easily adjustable vertically during the forward motion of the machine to provide variable heights necessary to conform to the established gradefine. Attach a pointer or gauge to the machine so that a continual comparison can be made between the extruded or slipform work and the grade guideline. Other methods may be used when approved. Finish surfaces immediately after extrusion or slipforming. W710TRUNMIT21 This Item will be measured by the foot. 5. PAYMENT The work performed and materials furnished in accordance with this Item and measured as provided under "Measurement" will be paid for at the unit price bid for "Concrete Curb," "Concrete Curb (Mono)," or "Concrete Curb and Gutter" of the type specified, This price is full compensation for surface preparation of curb foundation, equipment, labor, materials, tools, and incidentals. 731 EXHIBIT 4 fframl Construct hydraulic cement concrete sidewalks, 2. MATERIALS Furnish materials conforming to the following n Item 360, "Concrete Pavement" ■ Item 420, "Concrete Substructures" ■ Item 421, "Hydraulic Cement Concrete" ■ Item 440, "Reinforcement for Concrete" M 0/ Tr&IraSptardati�n Use Class A concrete unless otherwise shown on the plans, Use Grade 13 course aggregate for extruded Class A concrete, Use other grades if approved, 3. CONSTRUCTION Shape and compact subgrade, foundation, or pavement surface to the line, grade, and cross-section shown on the plans. Lightly sprinkle subgrade or foundation material immediately before concrete placement. Hand - tamp and sprinkle foundation when placement is directly on subgrade or foundation materials. Remove and dispose of existing concrete in accordance with item 104, "Removing Concrete." Provide a clean surface for concrete placement directly on the surface material or pavement. Mix and place concrete in accordance with the pertinent Items. Hand -finishing is allowed for any method of construction. Finish exposed surfaces to a uniform transverse broom finish surface. Curb ramps must include a detectable warning surface and conform to details shown on the plans. Install joints as shown on the plans. Ensure that abrupt changes in sidewalk elevation do not exceed 1/4 in., sidewalk cross slope does not exceed 2%, curb ramp grade does not exceed 8.3%, and flares adjacent to the ramp do not exceed 10% slope. Ensure that the sidewalk depth and reinforcement are not less than the driveway cross-sectional details shown on the plans where a sidewalk crosses a concrete driveway. Provide finished work with a well -compacted mass, a surface free from voids and honeycomb, and the required true -to -line shape and grade. Cure for at least 72 hr. in accordance with Item 420, "Concrete Substructures." 3.1. Conventionally Formed Concrete. Provide pre -molded or board expansion joints of the thickness shown on the plans for sidewalk section lengths greater than 8 ft. but less than 40 ft., unless otherwise directed. Terminate workday production at an expansion joint. 3.2. Extruded or Slipformed Concrete. Provide any additional surface finishing immediately after extrusion or slipforming as required on the plans. Construct joints at locations as shown on the plans or as directed. 4. MEASUREMENT Sidewalks will be measured by the square yard of surface area. Curb ramps will be measured by the square yard of surface area or by each. A curb ramp consists of the ramp, landing, adjacent flares or side curb, and detectable warning surface as shown on the plans. 734 EXHIBIT 4 5. PAYMENT M The work performed and materials furnished in accordance with this Item and measured as provided under "Measurement" will be paid for at the unit price bid for 'Concrete Sidewalks" of the depth specified and "Curb Ramps" of the type specified. This price is full compensation for surface preparation of sidewalk foundation; materials; removal and disposal of existing concrete; excavation, hauling and disposal of excavated material; drilling and doweling into existing concrete curb, sidewalk, and pavement; repair of adjacent street or pavement structure damaged by these operations; and equipment, labor, materials, tools, and incidentals. Sidewalks that cross and connect to concrete driveways or turnouts will be measured and paid for in accordance with Item 530, "Intersections, Driveways, and Turnouts." 735 TUT owl, 71LOM 3.11 El 4 EXHIBIT 4 M-11 Texas of Trfinsporftfim • Installation. Furnish, fabricate, and install roadway illumination assemblies. • Relocation. Remove and relocate existing roadway illumination assemblies. • Removal, Remove existing roadway illumination assemblies. • Replace Luminaires (Light Fixtures). Remove and replace existing luminaires. 3TTIVU4_01W Provide new materials that comply with the details shown on the plans, the requirements of this Item, and the pertinent requirements of the following Items: • Item 416, "Drilled Shaft Foundations" • Item 421, "Hydraulic Cement Concrete" • Item 441, "Steel Structures" • Item 442, "Metal for Structures" • Item 445, "Galvanizing" • Item 449, "Anchor Bolts" • Item 616, "Performance Testing of Lighting Systems" • Item 618, "Conduit" • Item 620, "Electrical Conductors" Fabrication plants that produce roadway illumination poles, including luminaire arms, must be approved in accordance with DMS -7380, "Steel Non -Bridge Member Fabrication Plant Qualification," This includes fabricators of aluminum roadway illumination poles and luminaire arms. The Construction Division maintains a list of approved fabrication plants of roadway illumination poles. Furnish light fixtures from new materials that are in accordance with DMS -1 1010, "Roadway Illumination Light Fixtures." Provide prequalified light fixtures from the Department's MPL. When required by the Engineer, notify the Department in writing of selected materials from the MPL intended for use on each project. Do not provide shop drawings for complete assemblies that are fabricated in accordance with this Item and the details shown on the plans. Electronically submit shop drawings in accordance with Item 441, "Steel Structures," for optional multi -sided steel pole designs; optional aluminum pole designs; and non-standard designs, required when basic wind speeds or pole base mounting heights at the installation locations are in excess of those shown on the Roadway Illumination Pole (RIP) standard. Manufacturers may request that the Department add their submitted shop drawings and design calculations to a pre -approved list of optional and non-standard pole designs, maintained by the Traffic Operations Division. Hot -dip galvanize fabricated pole sections and associated parts in accordance with Item 445, "Galvanizing." Punch or drill holes in steel parts or members, when allowed, before galvanizing. Paint poles, when shown on the plans, in accordance with Item 441, "Steel Structures" for uncoated structures and in accordance with Item 445, "Galvanizing" for galvanized structures. 19 EXHIBIT 4 610 CONSTRUCTION Perform work in accordance with the details shown on the plans and the requirements of this Item. Permanently mark roadway illumination pole base plates, at a visible location when erected, with the fabrication plant's insignia or trademark. Sample fixtures for testing in accordance with Tex -1110-T. Use established industry and utility safety practices when installing, relocating, or removing poles or luminaires located near overhead or underground utilities. Consult with the appropriate utility company before beginning work. Prevent scarring or marring of the poles, luminaire arms, and luminaires. Replace damaged components. Repair damaged galvanizing in accordance with Section 445.3,5,, "Repairs.' Repair damaged painted areas of a roadway illumination assembly in accordance with Item 441, "Steel Structures" or Item 445, "Galvanizing," Stake, install, and align each roadway illumination assembly as shown on the plans. The Engineer may shift an assembly's location, if necessary, to secure a more desirable location or avoid conflict with utilities. Construct foundations for roadway illumination assemblies in accordance with Item 416, "Drilled Shaft Foundations," and the details shown on the plans. 3.1 Installation, Furnish and install roadway illumination assembly components in accordance with the details, dimensions, and requirements shown on the plans. Do not use screw-in type foundations. Install anchor bolts and coat anchor bolt threads in accordance with Item 449, "Anchor Bolts." Erect structures after foundation concrete has attained its design strength as required on the plans and Item 421, "Hydraulic Cement Concrete." Tighten anchor bolts for poles with shoe bases and concrete traffic barrier base poles in accordance with Item 449, 'Anchor Bolts." Do not place grout between base plate and foundation. Test installed roadway illumination assemblies in accordance with Item 616, "Performance Testing of Lighting Systems." 32 Relocation. Relocate roadway illumination assembly components in accordance with the details, dimensions, and requirements shown on the plans. Do not use screw-in type foundations. install existing structures on new foundations in accordance with Section 610,3.1., "Installation." Do not place grout between base plate and foundation. Test installed roadway illumination assemblies in accordance with Item 616, "Performance Testing of Lighting Systems." Disconnect and remove conductors from abandoned circuits. Remove abandoned conduit or ducts to a point 6 in. below final grade. Reconnect conduit and ducts to be reused. Replace damaged conduit and ducts. Replace conductors, Unless otherwise shown on the plans, remove abandoned concrete foundations and replace surfacing in accordance with Section 610,33., 'Removal," Do not remove existing concrete bridge lighting brackets. Furnish and install new internal conductors, fused and unfused connectors, and lamps. Furnish and install new transformer bases that meet AASHTO and plan requirements when relocating transformer base poles. Destroy existing transformer bases to prevent reuse. Accept ownership of unsalvageable materials and dispose of in accordance with federal, state, and local regulations. 33. Removal. Remove roadway illumination assembly components in accordance with established industry and utility safety practices. M EXHIBIT 4 W-1 Remove transformer bases from transformer base poles. Destroy removed transformer bases to prevent reuse. Remove luminaires and luminaire arms from the pole shaft. Stockpile pole shafts, luminaire arms, and assembly hardware at a location designated by the Department. Pole shafts, luminaire arms, and assembly hardware will remain Department property unless otherwise shown on the plans or as directed. Disconnect and remove conductors from abandoned circuits. Remove abandoned conduit and ducts to a point 6 in. below final grade. Unless otherwise shown on the plans, remove abandoned concrete foundations, including steel, to a point 2 ft. below final grade. Backfill the hole with material that is equal in composition and density to the surrounding area. Replace Surfacing material with similar material to an equivalent condition. Do not remove existing concrete bridge lighting brackets. Accept ownership of unsalvageable materials and dispose of in accordance with federal, state, and local regulations. 3.4. Replace Luminaires. Remove existing luminaires. Fumish and install luminaires in accordance with the details, dimensions, and requirements shown on the plans. Test installed luminaires in accordance with Item 616, "Performance Testing of Lighting Systems," 0 709TIM.-WrINUR This Item will be measured as each roadway illumination assembly installed, relocated, or removed-, or by each luminaire replaced. The work performed and materials furnished in accordance with this Item and measured as provided under "Measurement" will be paid for at the unit price bid for "Install Roadway Illumination Assemblies" of the types specified, "Relocate Roadway Illumination Assemblies' of the types specified, "Remove Roadway Illumination Assemblies" of the types specified, or "Replace Luminaires" of the types specified, The Department will pay for electrical energy consumed by the lighting system. New drilled shaft foundations will be paid for under Item 416, "Dirilled Shaft Foundations." New concrete riprap placed around foundations will be paid for under Item 432, "Riprap." New conduit will be paid for under Item 618, "Conduit," New conductors, except the conductors internal to the pole, will be paid for under Item 620, "Electrical Conductors." New duct cable will be paid for under Item 622, "Duct Cable." New ground boxes will be paid for under Item 624, "Ground Boxes." New electrical services will be paid for under Item 628, "Electrical Services," 5.1. Installation. This price is full compensation for furnishing, installing, and testing luminaires; furnishing and installing lamps, luminaire arms, brackets, poles, anchor bolt assemblies, templates, internal conductors, and connections; conducting system performance testing-, and materials, equipment, labor, tools, and incidentals. 5.2. Relocation. This price is full compensation for salvaging and relocating the existing conduit and duct; removing existing foundations, backfilling, and surface placement; removing, erecting, connecting, and testing illumination assemblies; removing existing conductors; furnishing and installing new anchor bolt assemblies, templates, transformer bases, lamps, connections, and conductors; replacing damaged components; disposing of unsalvageable materials; and materials, equipment, labor, tools, and incidentals. 53. Removal. This price is full compensation for removing, salvaging, disassembling, and stockpiling illumination assemblies; salvaging and relocating existing conduit; removing existing foundations; backfilling and surface placement; splicing existing conductors; disposing of unsalvageable materiais; and materials, equipment, labor, tools, and incidentals. 771 EXHIBIT 4 610 5.4. Replace Luminaires. This price is full compensation for removing, salvaging, disassembling, and stockpiling existing luminaires; furnishing and installing new luminaires, connections, and conductors internal to the pole; replacing damaged components; disposing of unsaivageable materials; and materials, equipment, labor, tools, and incidentals, M EXHIBIT 4 Item 618 Conduit 1. DESCRIPTION Furnish and install conduit. 2. MATERIALS ARN of Transportation Provide new materials that comply with the details shown on the plans, the requirements of this Item, and the pertinent requirements of the following ltems. m Item 400, "Excavation and Backfill for Structures" m Item 476, "Jacking, Boring, or Tunneling Pipe or Box" When specified on the plans, provide: 0 rigid metal conduit (RMC); a intermediate metal conduit (IMC); m electrical metallic tubing (EMT); m polyvinyl chloride (PVC) conduit; a high density polyethylene (HDPE) conduit; m liquidtight flexible metal conduit (LFMC); or m liquidtight flexible nonmetallic conduit (LFNC). Furnish conduit from new materials in accordance with DMS -11030, "Conduit," Provide prequalified conduit from the Department's MPL. When required by the Engineer, notify the Department in writing of selected materials from the MPL intended for use on each project. Provide other types of conduit not on the MPL that comply with the details shown on the plans and the NEC. Fabricate fittings such as junction boxes and expansion joints from a material similar to the connecting conduit, unless otherwise shown on the plans. Use watertight fittings. Do not use set screw and pressure -cast fittings. Steel compression fittings are permissible. When using HDPE conduit, provide fittings that are UL -listed as electrical conduit connectors or thermally fused using an electrically heated wound wire resistance welding method. Use red 3 -in, 4 -mil polyethylene underground warning tape that continuously states "Caution Buried Electrical Line Below." Perform work in accordance with the details shown on the plans and the requirements of this Item. Use established industry and utility safety practices when installing conduit located near underground utilities. Consult with the appropriate utility company before beginning work. Install conduit a minimum of 18 in. deep below finished grade unless otherwise shown on the plans. Meet the requirements of the NEC when installing conduit. Secure and support conduit placed for concrete encasement in such a manner that the alignment will not be disturbed during placement of the concrete. Cap ends of conduit and close box openings before concrete is placed. WE EXHIBIT 4 618 Rearn conduit to remove burrs and sharp edges. Use mstandard conduit cutting die with a314 -in. taper per foot when conduit bthreaded in the field. Fasten conduit placed onstructures with conduit straps mhangers aashown eothe plans uraodirected, Fasten conduit within 3 ft. mfeach box mrfitting and atother locations shown on the plans or as directed. Use metal conduit clamps that are galvanized malleable or stainless steel unless otherwise shown on the plans. Use 2 -hole type clamps for 2 -in. diameter or larger conduit. Fit PVC and HDPE conduit terminations with bushings or bell ends. Fit metal conduit terminations with a grounding type bushing, except conduit used for duct cable casing that does not terminate immground box and |mnot exposed at any point. Conduit terminating in threaded bossed fittings does not need a bushing. Before installation of conductors or final acceptance, pull a properly sized mandrel or piston through the conduit tuensure. that iiiafree from obstruction. Cap mplug empty conduit placed for future use. Perform trench excavation and backfilling as shown on the plans or as directed, and in accordance with Item 400, "Excavation and Backfill for Structures," Excavation and backfilling will be subsidiary to the installation cJthe conduit. Jack and bore as shown onthe plans or asdirected, and in accordance with item ��"JacNng.Boring, m Tunneling Pipe mBox.^ Place wanning tape approximately 10 in, above trenched conduit, Where existing surfacing is removed for placing conduit, repair by backfilling with material equal in composition and density to the surrounding areas and by replacing any removed surfacing, such as asphalt pavement or concrete riprap, with like material to equivalent condition. Mark conduit locations asdirected. MEASUREMENT This Item will be measured by the foot of conduit. This isaplans quantity measurement Item. The quantity to be paid is the quantity shown in the proposal. unless modified byArticle 82,"Plans Quantity M*msu»emmnL^Additional measurements orcalculations will be made if adjustments of quantities are required. The work performed and materials furnished in accordance with this Item and measured as provided under "Measurement" will be dfor otthe unit price bid for "Condurf' of the type and size specified and the installation method specified as applicable. This price is full compensation for furnishing and installing conduit-, hanging, strapping, jacking, boring, tunneling, trenching, and furnishing and placing backfill; ancaminQinmtee|oromno���mplaoinQpavememtstruobno.pod.hprep'ourba.arothersorface�mork|nQ location ofconduit (when mqmired); furnishing and installing fittings, junction boxes, and expansion joints; and materials, equipment, labor, tools, and incidentals. Flexible conduit will not bepaid for directly but will bosubsidiary to pertinent Items. Unless otherwise shown anthe plans, mupmyman will baallowed under this Item for conduit used mmnieotriva services mrin foundations, MR EXHIBIT 4 620 Item 620 Electrical Conductors 'Al Vnn,$portaffan 1. DESCRIPTION Furnish and install electrical conductors, except conductors specifically covered by other Items. 2. MATERIALS Provide new materials that comply with the details shown mnthe plans and the requirements ofthis Item. Use stranded insulated conductors that are rated for 600 volts: approved for wet |ncmdons|and marked |n accordance with UL, NEC, and GSA requirements, Furnish electrical conductors in accordance with CMS'1i84U."Electrical Condudom.^ Provide prequalified electrical conductors from the Department's MPL When required by the Engineer, notify the Department |nwriting of selected materials from the MPL intended for use on each project, Ensure all grounding conductors size @ AWG and larger are stranded, eunopt for the grounding electrode conductor a1the electrical service, which will oomsolid conductor. Use white insulation for grounded (neutral) conductors, except grounded conductors size 4 AWG and larger may be black with white tape marking at every accessible location. Do not use white insulation or marking for any other conductor except control wiring specifically shown omthe plans. Ensure insulated grounding conductors are green except insulated grounding conductors size 4 AWG and larger may be black with green tape marking at every accessible location. Do not use green insulation or marking for any other conductor except control wiring specifically shown on the plans. 3. CONSTRUCTION Perform work in accordance with the details shown on the plans and the requirements of this Item. Splice conductors only injunction boxes, ground boxes, and transformer beaoa and |mpoles and structures a1the homdholem, Splice as shown on the plans, Do not exceed the manufacturer's recommended pulling tension. Use lubricant as recommended by the manufacturer. Install conductors in accordance with the NEC. Make insulation resistance tests omthe conductors before making final connections, and ensure each continuous run ofinsulated conductor has mminimum DC resistance o/ 5 megohms when tested at 1 000 volts DC. The Engineer may require verification testing of all or part of the conductor system, The Engineer will witness these marifivahontests. Replace conductors exhibiting aninsulation resistance efless than bmegohms atooadditional cost to the Department. MEASUREMENT This Item will bemeasured by the foot of each single conductor. This is a plans quantity measurement Item, The quantity hmbepaid is the quantity shown in the proposal, unless modified by Article 9.2., "Plans Quantity Measurement." Additional measurements or calculations will hemade 0adjustments ufquantities are required. 783 EXHIBIT 4 The work performed and materials furnished in accordance with this Item and measured as provided under "Measurement' will be paid for at the unit price bid for "Electrical Conductors" o|the types and sizes specified. This price is full compensation for furnishing, installing, and testing electrical conductors; furnishing and installing breakaway connectors; and for materials, equipment, labor, tools, and incidentals, except: • conductors used in connecting the components of electrical services will be paid for under Item 628, "Electrical Services"; • conductors inside roadway illumination assemblies will 6epaid for under Item 61n,^Rua&wmy Illumination Assemblies"; • conductors inside cdtraffic signal pole assemblies will bmpaid for under this Item: and • conductors used for internal wiring of equipment will not be paid for directly but will be subsidiary to pertinent Items. 784 EXHIBIT 4 624 Item 624 A Ground Boxes rens oalransportatian DESCRIPTION • Installation. Construct, furnish, and install ground boxes complete with lids. • Removal. Remove existing ground boxes. 2. MATERIALS Provide new materials that comply with the details shown on the plans, the requirements of this item, and the pertinent requirements of the following items: • Item 420, "Concrete Substructures" • Item 421, "Hydraulic Cement Concrete" • Item 432, 'Riprap" • Item 440, "Reinforcement for Concrete" • Item 618, "Conduit" • Item 620, "Electrical Conductors" Provide fabricated precast polymer concrete ground boxes in accordance with DMS -1 1070, "Ground Boxes." Provide prequalified ground boxes from the Department's IPL. When required by the Engineer, notify the Department in writing of selected materials from the IVIPL intended for use on each project. Provide other precast or cast -in-place ground boxes that comply with the details shown on the plans, IWOMIUMM Perform work in accordance with the details shown on the plans and the requirements of this Item. Use established industry and utility safety practices when installing or removing ground boxes located near underground utilities. Consult with the appropriate utility company before beginning work. 3.1. Installation, Fabricate and install ground boxes in accordance with the details, dimensions, and requirements shown on the plans. Install ground box to approved line and grade, Construct precast and cast -in-place concrete ground boxes in accordance with Item 420, 'Concrete Substructures," and Item 440, "Reinforcement for Concrete." Construct concrete aprons as shown on the plans and in accordance with Item 432, "Riprap," and Item 440, "Reinforcement for Concrete," 12, Removal. Remove existing ground boxes and concrete aprons to at least 6 in. below the conduit level. Uncover conduit to a sufficient distance so that 90 degree bends can be removed and conduit reconnected. Clean the conduit in accordance with Item 618, "Conduit," Replace conduit within 5 ft. of the ground box, Remove old conductors and install new conductors as shown on the plans, Backtill area with material equal in composition and density to the surrounding area. Replace surfacing material with similar material to an equivalent condition. 4. MEASUREMENT This Item will be measured by each ground box installed complete in place or each ground box removed. N EXHIBIT 4 The work performed and materials furnished in accordance with this Item and measured as provided under "Measurement" will bepaid for adthe unit price bid for "Ground Box" of the types and sizes specified and for "Remove Ground Box." 5.1. Installation. This price infull compensation for excavating and backfilling; mmatrucboQ,fumishing.mnd installing ground boxes and concrete aprons; and material, equipment, labor, tools, and incidentals. All Wring connections required inside the ground box will beconsidered subsidiary to this bid item. Conduit will bepaid for under Item 618, "Conduit." Electrical conductors will be paid for under Item 620, "Electrical Conductors." 5� Removal. This price is full compensation for removing and disassembling ground boxes and concrete aprons- excavating, backfilling, and surface placement; removing old conductors- disposal of unsalvageable rmateha|%and materials, equipment, labor, tools, and incidentals. Cleaning ufconduit is subsidiary to this Item, Conduit replaced within 5ft. m{the ground box vNUbesubsidiary to this Item. Additional conduit will be paid for under Item 818,^Cendoit,^Installation ofconductors will bepaid for under Item S2@.'Electrical Conductors." a 91 31 3.2. 13, EXHIBIT 4 DESCRIPTION ■ installation. Furnish and install electrical services. ■ Relocation, Relocate existing electrical services, • Removal, Remove existing electrical services. 628 v Trflasportaflon Provide materials that comply with the details shown on the plans, the requirements of this Item, and the pertinent requirements of the following Items: ■ Item 441, "Steel Structures" • Item 445, 'Galvanizing" • Item 449, "Anchor Bolts" • Item 618, "Conduit" ■ Item 620, 'Electrical Conductors" ■ Item 627, "Treated Timber Poles" ■ Item 656, "Foundations for Traffic Control Devices" For the installation of electrical services, use new materials that meet the requirements of the NEC, UL, CSA, and NEMA, and are in accordance with DMS -11964, "Electrical Services." Provide prequalified electrical services prequalified from the Department's MPL. When required by the Engineer, notify the Department in writing of selected materials from the MPL intended for use on each project Perform work in accordance with the details shown on the plans and the requirements of this Item. Use established industry and utility safety practices when installing, relocating, or removing electrical services located near overhead or underground utilities. Consult with the appropriate utility company before beginning work. Installation. Furnish and install electrical service equipment. Ensure components of the electrical service meet the requirements of the Electrical Detai I Standards. Follow NEC and local utility company requirements when installing the electrical equipment. Coordinate the utility companies' work for providing service. Relocation. Coordinate relocation with the appropriate utility company before beginning work. Remove existing electrical service according to 'Removal" under this Item, Reinstall existing electrical service according to "Installation" of this Item. Replace or add circuit breakers as noted on the plans. Removal. Coordinate removal with the appropriate utility company before beginning work. Before the removal of the electrical service, disconnect and isolate any existing electrical service equipment in accordance with the utility company's requirements. Remove existing electrical service support a minimum of 2 ft. below finish grade unless otherwise shown on the plans. Repair the remaining hole by backfilling with material equal in composition and density to the surrounding area. Replace any surfacing such as asphalt pavement or concrete riprap with like material to equivalent condition. 793 EXHIBIT 4 9P Disconnect conductors and remove them from the conduit. Cut off all protruding conduit 6 in, below finished grade. Abandoned conduit need not be removed unless shown on the plans. Reconnect conductors and conduit to be reused when shown an the plans, Make all splices in ground boxes unless otherwise shown on the plans. Accept ownership of unsalvageable materials, and dispose of them in accordance with federal, state, and Racal regulations. 4. MEASUREMENT This Item will be measured by each electrical service installed, relocated, or removed. The work performed and materials furnished in accordance with this Item and measured as provided under "Measurement" will be paid for at the unit price bid for "Electrical Services' of the types specified, "Relocate Electrical Services," or "Remove Electrical Services." 51. Installation. This price is full compensation for paying all fees, permits, and other costs; making arrangements with the utility company for all work and materials provided by the utility company; furnishing, installing, and connecting all components including poles, service supports, foundations, anchor bolts, riprap, enclosures, switches, breakers, service conduit (from the service equipment including the elbow below ground), fittings, service conductors (from the service equipment including the elbow below ground), brackets, bolts, hangers, hardware; and materials, equipment, labor, tools, and incidentals. Costs for utility -owned power line extensions, connection charges, meter charges, consumption charges, and other charges will be paid for by the Department. The Department will reimburse the Contractor the amount billed by the utility plus an additional 5% of the invoice cost will be paid for labor, equipment, administrative costs, superintendence, and profit. 52 Relocation, This price is full compensation for disconnecting and isolating the existing electrical service; relocating the service supports; new service support foundation; backfilling holes; paying all fees, permits, and other costs: making arrangements with the utility company for all work and materials provided by the utility company; removing, disconnecting, installing, and connecting all components including poles, service supports, foundations, anchor bolts, riprap, enclosures, switches, breakers, service conduit (from the service equipment including the elbow below ground), fittings, service conductors (from the service equipment including the elbow below ground), brackets, bolts, hangers, hardware,, and materials, equipment, labor, tools, and incidentals. Costs for utility -owned power fine extensions, connection charges, meter charges, consumption charges, and other charges will be paid for by the Department. The Department will reimburse the Contractor the amount billed by the utility plus an additional 5% of the invoice cost will be paid for labor, equipment, administrative costs, superintendence, and profit. 5.3. Removal. This price is full compensation for coordinating with the utility company to disconnect and isolate the electrical service; removing the service supports; backfilling holes; and materials, equipment, labor, tools, and incidentals. 9#3 am EXHIBIT 4 636 DESCRIPTION ■ Installation. Furnish, fabricate, and erect aluminum signs, Sign supports are provided for under other Items. ■ Replacement. Replace existing signs on existing sign supports. ■ Refurbishing. Refurbish existing aluminum signs on existing sign supports. 2. MATERIALS 2.1. Sign Blanks. Furnish sign blank substrates in accordance with DMS -7110, "Aluminum Sign Blanks," and in accordance with the types shown on the plans. Use single -piece sheet -aluminum substrates for Type A (small) signs and extruded aluminum substrates for Type G (ground -mounted) or Type 0 (overhead - mounted) signs. 2.2. Sign Face Retroreflectorization. Retroreflectorize the sign faces with flat surface reflective sheeting. Furnish sheeting that meets DMS -8300, "Sign Face Materials." Use retroreflective sheeting from the same manufacturer for the entire sign face background. Ensure that sign legend, symbols, borders, and background exhibit uniform color, appearance, and retroreflectivity when viewed both day and night. 2.3, Sign Messages. Fabricate sign messages to the sizes, types, and colors shown on the plans. Use sign message material from the same manufacturer for the entire message of a sign. Use screen into and background reflective sheeting that are from the same manufacturer when fabricating signs. ■ Ensure that the screened messages have clean, sharp edges and exhibit uniform color and retroreflectivity. Prevent runs, sags, and voids. Furnish screen inks in accordance with DMS -8300, "Sign Face Materials." ■ Fabricate colored, transparent film legend, and retroreflectorized sheeting legend from materials that meet DMS -8300, "Sign Face Materials." • Fabricate non -reflective black film legend from materials meeting DMS -83010, "Sign Face Materials." ■ Furnish direct -applied route markers and other attachments within the parent sign face unless otherwise specified on the plans. 2,4. Hardware. Use galvanized steel, stainless steel, or dichromate -seated aluminum for bolts, nuts, washers, lock washers, screws, and other sign assembly hardware. Use plastic or nylon washers to avoid tearing the reflective sheeting. Furnish steel or aluminum products in accordance with DMS -7120, "Sign Hardware," When dissimilar metals are used, select or insulate metals to prevent corrosion. 3. CONSTRUCTION 11. Fabrication, Sign fabrication plants that produce permanent highway signs must be approved in accordance with DMS -7390, "Permanent Highway Sign Fabrication Plant Qualification." Furnish signs from prequalified fabrication plants listed in the Department's MPL. 3.1.1. Sign Blanks. Furnish sign blanks to the sizes and shapes shown on the plans and that are free of buckles, warps, burrs, dents, cockles, or other defects. Do not splice individual extruded aluminum panels. 795 EXHIBIT 4 636 Complete the fabrication of sign blanks, including the cutting and drilling or punching of holes, before cleaning and degreasing. After cleaning and degreasing, ensure the substrate does not come into contact with grease, oils, or other contaminants before the application of the reflective sheeting. 3,12 Sheeting Application. Apply sheeting to sign blanks in conformance with the sheeting manufacturer's recommended procedures. When using rotational sensitive white sheeting, fabricate signs by applying the sheeting for cut-out legend, symbols, borders, and route marker attachments within the parent sign face with the identification marks or other orientation features in the optimum rotation as identified by the sheeting manufacturer. Clean and prepare the outside surface of extruded aluminum flanges in the same manner as the sign panel face. Minimize the number of splices in the sheeting. Overlap the lap -splices by at least 1/4 in. for encapsulated glass bead sheeting unless otherwise recommended by the reflective sheeting manufacturer. Use butt splices for prismatic reflective sheeting. Provide a 1 ft. minimum dimension for any piece of sheeting. Do not splice sheeting for signs fabricated with transparent screen inks or colored transparent films, 3.1.3. Sign Assembly. Assemble extruded aluminum signs in accordance with the details shown on the plans. Sign face surface variation must not exceed 118 in. per foot. Surface misalignment between panels in multi - panel signs must not exceed 1/16 in. at any point. 3.1.4. Decals. Code and apply sign identification decals in accordance with Item 643, "Sign Identification Decals." 3.2. Storage and Handling. Ship, handle, and store completed sign blanks and completed signs so that comers, edges, and faces are not damaged. Damage to the sign face that is not visible when viewed at a distance of 50 ft., night or day, will be acceptable. Replace unacceptable signs. Store all finished signs off the ground and in a vertical position until erected. Store finished sheet aluminum substrate signs in a weatherproof building. Extruded aluminum substrate signs may be stored outside. Stockpile salvageable materials at the location shown on the plans or as directed. Accept ownership of unsalvageable materials and dispose of them in accordance with federal, state, and local regulations. 3.3. Cleaning. Wash completed signs in the fabrication shop with a biodegradable cleaning solution acceptable to the manufacturers of the sheeting, colored transparent film, and screen ink to remove grease, oil, dirt, smears, streaks, finger marks, and other foreign material. Wash again before final inspection after erection. 3.4. Installation. Install signs as shown on the plans or as directed, 15. Replacement. Remove the existing signs from the existing supports and replace with new signs, including mounting hardware, as shown on the plans. 16. Refurbishing. Refurbish existing signs by providing and installing new messages and mounting hardware. Install new retroreflectorized legend and supplemental signs as shown on the plans. 3,7, Documentation, Provide the following documentation from the sign fabricator with each shipment of furnished signs: • A notarized original of the Signing Material Statement (Form 2273) with the proper attachments for verification of compliance, and • A notarized certification stating that the completed signs were fabricated in accordance with this Item and the plans. In EXHIBIT 4 636 4. MEASUREMENT Signs installed or replaced will be measured by the square foot of the sign face. Signs refurbished will be measured by each sign. This is a plans quantity measurement Item. The quantity to be paid is the quantity shown in the proposal, unless modified by Article 9.2., "Plans Quantity Measurement." Additional measurements or calculations will be made if adjustments of quantities are required, 5. PAYMENT The work performed and materials furnished in accordance with this Item and measured as provided under "Measurement" will be paid for at the unit price bid for "Aluminum Signs," "Replacing Existing Aluminum Signs," or "Refurbishing Aluminum Signs," of the type specified. 5.1, Installation. This price is full compensation for furnishing and installing new signs and hardware; fabrication of sign panels; treatment of sign panels required before application of the background materials; application of the background materials and messages to the sign panels; furnishing and fabricating frames, wind beams and stiffeners; furnishing bolts, rivets, screws, fasteners, clamps, brackets, and sign support connections; assembling and erecting the signs; preparing and cleaning the signs; and materials, equipment, labor, tools, and incidentals, 52 Replacement. This price is full compensation for furnishing and installing new aluminum signs and hardware; removal of existing signs; fabrication of sign panels', treatment of sign panels required before application of the background materials; application of the background materials and messages to the sign panels; furnishing and fabricating frames, wind beams and stiffeners; furnishing bolts, rivets, screws, fasteners, clamps, brackets, and sign support connections; assembling and erecting the signs; preparing and cleaning the signs; salvaging and disposing of unsalvageable materials; and materials, equipment, labor, tools, and incidentals. 5,3. Refurbishing. This price is full compensation for modifying existing sign messages; removing and replacing existing route markers, reflectorized legend, or supplemental signs attached to the parent sign-, preparing and cleaning the signs; furnishing sheeting and hardware-, salvaging and disposing of unsalvageable materials; and materials, equipment, labor, tools, and incidentals. 797 R 3. 31 EXHIBIT 4 644 a ranspienf o Imn DESCRIPTION • Installation. Furnish, fabricate, and erect small roadside sign assemblies or bridge mounted clearance sign assemblies consisting of the signs, sign supports, foundations (when required), and associated mounting hardware, • Relocation. Relocate existing small roadside sign assemblies or bridge mounted clearance sign assemblies, and furnish and fabricate material as required. • Removal. Remove existing small roadside sign assemblies or bridge mounted clearance sign assemblies. Furnish all materials unless otherwise shown on the plans. Furnish only new materials. Furnish and fabricate materials that comply with the following Items and details shown on the plans: • Item 421, "Hydraulic Cement Concrete" • Item 440, "Reinforcement for Concrete" • Item 441, "Steel Structures" • Item 442, "Metal for Structures" • Item 445, "Galvanizing" • Item 636,"Signs" • Item 643, "Sign Identification Decals" • Item 656, "Foundations for Traffic Control Devices" Use galvanized steel, stainless steel, dichromate sealed aluminum, or other materials shown on the plans for pipe, bolts, nuts, washers, lock washers, screws, and other sign assembly hardware. When dissimilar metals are used, select or insulate metals to prevent corrosion. Construct foundations in accordance with Item 656, "Foundations for Traffic Control Devices." Plumb sign supports. Do not spring or rake posts to secure proper alignment. Use established safety practices when working near underground or overhead utilities. Consult the appropriate utility company before beginning work. Fabrication. Fabricate sign supports in accordance with item 441, "Steel Structures," Ensure all components fit properly. Verify the length of each post for each sign before fabrication to meet field conditions and sign -mounting heights shown on the plans. Hot -dip galvanize fabricated parts in accordance with Item 445, "Galvanizing." Punch or drill any holes in steel parts or members before galvanizing. Repair galvanizing for any steel part or member damaged during assembly, transit, erection; or for any steel part or member welded, when permitted, after galvanizing. Perform all galvanizing repairs in accordance with Section 445.3.5., "Repairs." EXHIBIT 4 644 3.2. Installation. Locate and install sign supports as shown on the plans, unless directed to shift the sign supports within design guidelines to secure a more desirable location or avoid conflict with utilities and underground appurtenances. Stake sign support locations for verification by the Engineer. Install stub posts of the type, spacing, orientation, and projection shown on the plans. Remove and replace posts damaged during installation at the Contractor's expense, Connect the upper post sections to the stub post sections as shown on the plans. Torque connection bolts as shown on the plans. Attach signs to supports in accordance with the plans and pertinent Items. 3.3. Relocation. Reuse the existing signs as required unless otherwise shown on the plans. Furnish and install new stub posts in new foundations for relocated sign assemblies. Erect the new supports on the new stub posts, and attach the existing signs to the supports in accordance with the plans and pertinent Items. Remove existing foundations to be abandoned in accordance with Section 644.3.4., "Removal." 3.4. Removal. Remove abandoned concrete foundations to 2 ft. below finish grade unless otherwise shown on the plans. Cut off and remove steel protruding from the remaining concrete. Backfill the remaining hole with material equal in composition and density to the surrounding area. Replace any surfacing with like material to equivalent condition. 3.5. Handling and Storage. Handle and store existing signs or portions of signs removed so they are not damaged. Prevent any damage to the various sign assembly components. Replace any portion of the sign damaged by the Contractor designated for reuse or salvage, including messages removed. Stockpile all removed sign components that will be reused or become the property of the Department at designated locations. Accept ownership of unsalvageable materials, and dispose of them in accordance with federal, state, and local regulations. 3.6. Cleaning. Wash the entire sign after installation with a biodegradable cleaning solution acceptable to the sign face materials manufacturer to remove dirt, grease, oil smears, streaks, finger marks, and other foreign materials. 4. MEASUREMENT This item will be measured as each small roadside assembly or bridge mounted clearance sign assembly installed, removed, or relocated. The work performed and materials furnished in accordance with this Item and measured as provided under "Measurement" will be paid for at the unit price bid for "Install Small Roadside Sign Assemblies" of the type specified, "Install Bridge Mounted Clearance Sign Assemblies" of the type specified, "Relocate Small Roadside Sign Assemblies" of the type specified, "Relocate Bridge Mounted Clearance Sign Assemblies' of the type specified, "Remove Small Roadside Sign Assemblies," or "Remove Bridge Mounted Clearance Sign Assemblies." 5.1 Installation. This price is full compensation for furnishing, fabricating, galvanizing, and erecting the supports; constructing foundations including concrete (when required); furnishing complete signs including sign connections and all hardware; attaching the signs to the supports; preparing and cleaning the signs; and materials, equipment, labor, tools, and incidentals. 52 Relocation. This price is full compensation for removing existing sign assemblies and related materials; furnishing and installing new stub posts and new sign supports; constructing foundations including concrete (when required); and new hardware; reinstallation of signs; preparing and cleaning the signs; salvaging; Eff EXHIBIT 4 644 disposal of unsalvageable materials; removing existing foundations, backfilling, and surface placement-, and materials, equipment, labor, tools, and incidentals. 5.3. Removal. This price is full compensation for removing existing sign assemblies and related materials; salvaging; disposal of unsalvageable materials-, removing existing foundations, backfilling, and surface placement; and materials, equipment, labor, tools, and incidentals, EXHIBIT 4 IN Item 666 Retroreflectorized Pavement Markings ����� ranspoZion F110061OFM "I Furnish and place retroreflectorized, non - retroreflectorized (shadow) and profile pavement markings. I 2.1. Type I Marking Materials. Furnish in accordance with DMS -8220, "Hot Applied Thermoplastic." Furnish pavement marking material used for Type I profile markings and shadow markings that have been approved by the Construction Division, and in accordance with DMS -8220, "Hot Applied Thermoplastic." 22 Type 11 Marking Materials. Furnish in accordance with DMS -8200, "Traffic Paint." 23. Glass Traffic Beads, Furnish drop -on glass beads in accordance with DMS -8290, "Glass Traffic Beads" or as approved. Furnish a double -drop of Type 11 and Type III drop -on glass beads where each type bead is applied separately in equal portions (by weight), unless otherwise approved. Apply the Type III beads before applying the Type 11 beads. 2,4. Labeling. Use clearly marked containers that indicate color, mass, material type, manufacturer, and batch number. 3.1. General Requirements. Use equipment that: • is maintained in satisfactory condition, • meets or exceeds the requirements of the National Board of Fire Underwriters and the Texas Railroad Commission for this application, • applies beads by an automatic bead dispenser attached to the pavement marking equipment in such a manner that the beads are dispensed uniformly and almost instantly upon the marking as the marking is being applied to the road surface. The bead dispenser must have an automatic cut-off control, synchronized with the cut-off of the pavement marking equipment, • has an automatic cut-off device with manual operating capabilities to provide clean, square marking ends, • is capable of producing the types and shapes of profiles specified, and • can provide continuous mixing and agitation of the pavement marking material. The use of pans, aprons, or similar appliances which the die overruns will not be permitted for longitudinal striping applications. Provide a hand-held thermometer capable of measuring the temperature of the marking material when applying Type I material. When pavement markings are required to meet minimum retroreflectivity requirements on the plans: • Use a mobile retroreflectometer approved by the Construction Division and certified by the Texas A&M Transportation Institute Mobile Retroreflectometer Certification Program. • Use a portable retroreflectometef that: 6 uses 30 -meter geometry and meets the requirements described in ASTM E1710; EXHIBIT 4 666 has either an internal global positioning system (GPS) or the ability to be linked with an external GPS with a minimum accuracy rating of 16 ft. 5 in., in accordance with the circular error probability (CEP) method (CEP is the radius of the circle with its origin at a known position that encompasses 50% of the readings returned from the GPS instrument); can record and print the GPS location and retroreflectivity reading for each location where readings are taken. 3.2. Material Placement Requirements. Use equipment that can place: ■ at least 40,000 ft. of 4 -in. solid or broken non -profile markings per working day at the specified thickness; ■ at least 15,000 ft. of solid or broken profile pavement markings per working day at the specified thickness; 0 linear, non -profile markings up to 8 in. wide in a single paw 0 non -profile pavement markings other than solid or broken lines at an approved production rate-, a a centerline and no -passing barrier -line configuration consisting of 1 broken line and 2 solid lines at the same time to the alignment, spacing, and thickness for non -profile pavement markings shown on the plans; a solid and broken lines simultaneously; ■ white line from both sides; a lines with clean edges, uniform cross-section with a tolerance of t1l8 in. per 4 in. width, uniform thickness, and reasonably square ends: m skip lines between 10 and 10-112 ft., a stripe -to -gap ratio of 10 to 30, and a stripe -gap cycle between 39-1/2 ft. and 40-1/2 ft., automatically-, ■ beads uniformly and almost instantly on the marking as the marking is being applied; n beads uniformly during the application of all lines (each line must have an equivalent bead yield rate and embedment); and ■ double -drop bead applications using both Type 11 and Type III beads from separate independent bead applicators, unless otherwise approved by the Engineer. nrf�-W Place markings before opening to traffic unless short-term or work zone markings are allowed, 4.1. General. Obtain approval for the sequence of work and estimated daily production. Minimize interference to roadway operations when placing markings on roadways open to traffic, Use traffic control as shown on the plans or as approved. Protect all markings placed under open -traffic conditions from traffic damage and disfigurement. Establish guides to mark the lateral location of pavement markings as shown on the plans or as directed, and have guide locations verified. Use material for guides that will not leave a permanent mark on the roadway. Apply markings on pavement that is completely dry and passes the following tests: • Type I Marking Application—Place a sample of Type I marking material on a piece of tarpaper placed on the pavement. Allow the material to cool to ambient temperature, and then inspect the underside of the tarpaper in contact with the pavement. Pavement will be considered dry if there is no condensation on the tarpaper. ■ Type 11 Marking Application—Place a ll -sq. ft. piece of clear plastic on the pavement, and weight down the edges. The pavement is considered dry if, when inspected after 15 min., no condensation has occurred on the underside of the plastic. 820 EXHIBIT 4 M. Apply markings: • that meet the requirements of Tex -828-13, ■ that meet minimum retroreffectivity requirements when specified on the plans (applies to Type I markings only), • using widths and colors shown on the plans, ■ at locations shown on the plans, ■ in proper alignment with the guides without deviating from the alignment more than 1 in, per 200 ft. of roadway or more than 2 in. maximum, • without abrupt deviations, • free of blisters and with no more than 5% by area of holes or voids, ■ with uniform cross-section, density and thickness, ■ with clean and reasonably square ends, ■ that are retroreflectorized with drop -on glass beads, and • using personnel skilled and experienced with installation of pavement markings. Remove all applied markings that are not in alignment or sequence as stated on the plans, or in the specifications, at the Contractor's expense in accordance with Item 677, "Eliminating Existing Pavement Markings and Markers," except for measurement and payment. 42 Surface Preparation. Prepare surfaces in accordance with this Section unless otherwise shown on the plans. 4.2.1. Cleaning for New Asphalt Surfaces and Retracing of All Surfaces. Air blast or broom the pavement surface for new asphalt surfaces (less than 3 years old) and for retracing of all surfaces to remove loose material, unless otherwise shown on the plans. A sealer for Type I markings is not required unless otherwise shown on the plans, 4.2.2. Cleaning for Old Asphalt and Concrete Surfaces (Excludes Retracing). Clean old asphalt surfaces (more than 3 years old) and all concrete surfaces in accordance with Item 678, "Pavement Surface Preparation for Markings," to remove curing membrane, dirt, grease, loose and flaking existing construction markings, and other forms of contamination. 4,2.3. Sealer for Type I Markings. Apply a pavement sealer to old asphalt surfaces (more than 3 years old) and to all concrete surfaces before placing Type I markings on locations that do not have existing markings, unless otherwise approved. The pavement sealer may be either a Type 11 marking or an acrylic or epoxy sealer as recommended by the Type I marking manufacturer unless otherwise shown on the plans. Follow the manufacturer's directions for application of acrylic or epoxy sealers. Clean sealer that becomes dirty after placement by washing or in accordance with Section 666.4.2.1., "Cleaning for New Asphalt Surfaces and Retracing of All Surfaces," as directed. Place the sealer in the same configuration and color (unless clear) as the Type I markings unless otherwise shown on the plans. 4.3. Application. Apply markings during good weather unless otherwise directed. If markings are placed at Contractor option when inclement weather is impending and the markings are damaged by subsequent precipitation, the Contractor is responsible for all required replacement costs. 4.31. Type I Markings, Place the Type I marking after the sealer cures. Apply within the temperature limits recommended by the material manufacturer. Flush the spray head if spray application operations cease for 5 min or longer by spraying marking material into a pan or similar container until the material being applied is at the recommended temperature. Apply on dean, dry pavements passing the moisture test described in Section 666.4.1., "General," and with a surface temperature above 50'F when measured in accordance with Tex -829-13. EXHIBIT 4 666 4.3.1,1. Non -Profile Pavement Markings. Apply Type I non -profile markings with a minimum thickness of: * 0.100 in. (100 mils) for new markings and retracing water-based markings on surface treatments involving Item 316, "Seal Coat," * 0.060 in. (60 mils) for retracing on thermoplastic pavement markings, or * 0.090 in. (90 mils) for all other Type I markings. The maximum thickness for Type I non -profile markings is 0.190 in. (180 mils). Measure thickness for markings in accordance with Tex -854.8 using the tape method, 4.3.1.2, Profile Pavement Markings. Apply Type I profile markings with a minimum thickness of: * 0.060 in. (60 mil) for edgeline markings, or * 0.090 in. (90 mil) for gore and centerline/no-passing barrier line markings. In addition, at a longitudinal spacing indicated on the plans, the markings must be profiled in a vertical manner such that the profile is transverse to the longitudinal marking direction. The profile must not be less than 0.30 in. (300 mil) nor greater than 0,50 in. (500 mil) in height when measured above the normal top surface plane of the roadway. The transverse width of the profile must not be less than 3.25 in., and the longitudinal width not less than 1 in., when measured at the top surface plane of the profile bar. The profile may be either a 1 or 2 transverse bar profile. When the 2 transverse bar profile is used, the spacing between the bases of the profile bars must not exceed 0.50 in. The above transverse bar width is for each 4 in, of line width. 4,32 Type 11 Markings. Apply on surfaces with a minimum surface temperature of 50°F. Apply at least 20 gal. per mile on concrete and asphalt surfaces and at least 22 gal, per mile on surface treatments for a solid 4 -in, line. Adjust application rates proportionally for other Widths, When Type if markings are used as a sealer for Type I markings, apply at least 15 gal, per mile using Type 11 drop -on beads, 4.3.3 Bead Coverage. Provide a uniform distribution of beads across the surface of the stripe for Type I and Type 11 markings, with 40% to 60% bead embedment. 4.4. Retroreffectivity Requirements. When specified on the plans, Type I markings must meet the following minimum retroreflectivity values for edgeline markings, centerline or no passing barrier -line, and lane lines when measured any time after 3 days, but not later than 10 days after application-, • White markings: 250 millicandelas per square meter per lux (mcdlm2llx) • Yellow markings: 175 mcd/m2/Ix 4,5, Retroreflectiv4 Measurements. Use a mobile retrorefiectometer for projects requiring minimum retroreflectivity requirements to measure retroreflectivity for Contracts totaling more than 200,000 it. of pavement markings, unless otherwise shown on the plans. For Contracts Wth less than 200,000 ft, of pavement markings or call out work Contracts, mobile or portable retroreflectometers may be used at the Contractor's discretion. 4.5.1 Mobile Retroreflectometer Measurements. Provide mobile measurements averages for every 0.1 miles unless otherwise specified or approved. Take measurements on each section of roadway for each series of markings (i.e., edgeline, center skip line, each line of a double line, etc.) and for each direction of traffic flow. Measure each line in both directions for centerlines on two-way roadways (i.e., measure both double solid lines in both directions and measure all center skip fines in both directions). Furnish measurements in compliance with Special Specification, "Mobile Retroreffectivity Data Collection for Pavement Markings," unless otherwise approved. The Engineer may require an occasional field comparison check with a portable retroreflectometer meeting the requirements listed above to ensure accuracy. Use all equipment in accordance with the manufacturees recommendations and directions. Inform the Engineer at least 24 hr. before taking any measurements. 822 EXHIBIT 4 M. A marking meets the retroreflectivity requirements if: ■ the combined average retroreflectivity measurement for a one -mile segment meets the minimum retroreflectivity values specified, and • no more than 30% of the retroreflectivity measurement values are below the minimum retroreflectivity requirements value within the one -mile segment, The Engineer may accept failing one -mile segments if no more than 20% of the retroreflectivity measurements within that mile segment are below the minimum retroreflectivity requirement value, The one -mile segment will start from the beginning of the data collection and end after a mile worth of measurements have been taken; each subsequent mile of measurements will be a new segment. Centerlines with 2 stripes (either solid or broken) will result in 2 miles of data for each mile segment. Each centerline stripe must be tested for compliance as a stand-alone stripe. Restripe at the Contractor's expense with a minimum of 0.060 in. (60 mils) of Type I marking if the marking fails retroreflectivity requirements. Take measurements every 0.1 miles a minimum of 10 days after this second application within that mile segment for that series of markings. If the markings do not meet minimum retroreflectivity after 10 days of this second application, the Engineer may require removal of all existing markings, a new application as initially specified, and a repeat of the application process until minimum retroreflectivity requirements are met. 4.5.2. Portable Retroreflectometer Measurements, Take a minimum of 20 measurements for each 1 -mi, section of roadway for each series of markings (i.e., edgeline, center skip line, each line of a double line, etc.) and direction of traffic flow when using a portable refiectometer. Measure each line in both directions for centerlines on two-way roadways (i.e., measure both double solid lines in both directions and measure all center skip lines in both directions). The spacing between each measurement must be at least 100 ft. The Engineer may decrease the mileage frequency for measurements if the previous measurements provide satisfactory results, The Engineer may require the original number of measurements if concerns arise. Restripe once at the Contractor's expense with a minimum of 0.060 in. (60 mils) of Type I marking material if the average of these measurements fails. Take a minimum of 10 more measurements after 10 days of this second application within that mile segment for that series of markings. Restripe again at the Contractors expense with a minimum of 0.060 in. (60 mils) of Type I marking material if the average of these measurements fall below the minimum retroreflectivity requirements, If the markings do not meet minimum retroreflectivity after this third application, the Engineer may require removal of all existing markings, a new application as initially specified, and a repeat of the application process until minimum retroreflectivity requirements are met. 4.5.3. Traffic Control. Provide traffic control, as required, when taking retroreflectivity measurements after marking application. On low volume roadways (as defined on the plans), refer to the figure, 4Temporary Road Closure" in Part 6 of the Texas Manual on Uniform Traffic Control Devices for the minimum traffic control requirements, For all other roadways, the minimum traffic control requirements will be as shown on the Traffic Control Plan (TCP) standard sheets TCP (3-1) and TCP (3-2), The lead vehicle will not be required on divided highways, The TCP and traffic control devices must meet the requirements listed in Item 502, "Barricades, Signs, and Traffic Handling." Time restrictions that apply during striping application will also apply during the retroreflectivity inspections except when using the mobile retroreffectometer unless otherwise shown on the plans or approved. 4.6. Performance Period. All markings must meet the requirements of this specification for at least 30 calendar days after installation. Unless otherwise directed, remove pavement markings that fail to meet requirements, and replace at the Contractor's expense. Replace fading markings within 30 days of notification. All replacement markings must also meet all requirements of this Item for a minimum of 30 calendar days after installation. 99 EXHIBIT 4 5, MEASUREMENT M This Item will be measured by the foot; by each word, symbol, or shape; or by any other unit shown on the plans. Each stripe will be measured separately. This is a plans quantity measurement item. The quantity to be paid is the quantity shown in the proposal unless modified by Article 9.2., "Pians Quantity Measurement," Additional measurements or calculations will be made if adjustments of quantities are required. Acrylic or epoxy sealer, Or Type 11 markings when used as a sealer for Type I markings, will be measured by the foot; by each word, symbol, or shape; or by any other unit shown on the plans. . , N The work performed and materials furnished in accordance with this item and measured as provided under "Measurement" will be paid for at the unit price bid for "Pavement Sealer" of the size specified, "Retroreflectorized Pavement Markings" of the type and color specified and the shape, width, size, and thickness specified as applicable, "Retroreflectorized Pavement Markings with Retroreflective Requirements" of the types, colors, sizes, widths, and thicknesses specified or "Retroreflectorized Profile Pavement Markings" of the various types, colors, shapes, sizes, and widths specified. This price is full compensation for application of pavement markings, materials, equipment, labor, tools, and incidentals. Surface preparation of new concrete and asphalt concrete pavements more than 3 years old, where no stripe exists, will be paid for under Item 678, "Pavement Surface Preparation for Markings." Surface preparation of all other asphalt and old concrete pavement, except for sealing, will not be paid for directly but is subsidiary to this Item. Work -zone pavement markings (Type 11, paint and beads) used as a sealer for Type I markings (thermoplastic) WH be paid for under Item 662, "Work Zone Pavement Markings," If the Engineer requires that markings be placed in inclement weather, repair or replacement of markings damaged by the inclement weather will be paid for in addition to the original plans quantity. 824 EXHIBIT 4 M., Item 684 Traffic Signal Cables'Afra". =n5poz, an 1. DESCRIPTION Furnish and install traffic signal cables, 2. MATERIALS Provide polyethylene -jacketed multi -conductor cables in accordance with details shown on the plans. Individual conductors must be copper with polyethylene insulation rated for 600 volts, Furnish new materials. Provide traffic signal cables in accordance with DMS -11114" "Traffic Signal Cable," 2.1. Type A Cables, Use Type A cables meeting the requirements of IMSA 20-1 for underground conduit installation or aerial cable supported by a messenger, 22. Type B Cables. Use Type B cables meeting the requirements of IMSA 20-3 as the integral messenger cable for aerial installations. 2.3. Type C Cables, Use Type C cables meeting the requirements of IMSA 50-2 for loop detector lead-in installations consisting of 2 conductor shielded cable. 2.4, Types A and B Cable Materials. Provide the following materials for Type A and 8 cables: • Use the size and number of conductors shown on the plans. Unless otherwise shown on the plans, use conductors consisting of 7 copper strands. • Ensure color coding of conductors and sequence for cables are in compliance with Table 1, Base color is the insulation color. Tracer color is the colored stripe that is part of or firmly adhered to the insulation surface for the full length of the conductor. • Ensure 2 -conductor cable is of the round twisted type with fillers used where necessary to form a round cable. • For cables with more than 2 conductors, ensure individual conductors are laid up symmetrically in layers with fillers used when necessary, to produce a uniform assembly of conductors with a firm, compact cylindrical core. • Ensure fillers are a non-metallic, moisture- resistant, non -wicking material. • Supply conductor assemblies covered with a wrapping of a moisture -resistant tape applied to overlap at least 10% of the tape width, • Ensure the taped conductor assembly is covered with a tightly fitting black polyethylene jacket that is smooth and free from holes, splits, blisters, and any other imperfections. • Supply cables that clearly show the name of the manufacturer and the IMSA specification number applied at approximate 2 -ft. intervals to the outer surface of the jacket by indent printing. ZY4 EXHIBIT 4 684 Table 1 Conductor color and Sentience for Cables Conductor No. Base Color Tracer Color I Black 2 3 White Red -4 Green Orange Blue White Black Red Black Green Black 10 Orange Black 11 BlueBlack 12 Black i White 13 Red White 14 Green White 15 Blue White 16 Black Red 17 White Red 18 Orange Red 19 Blue Red 20 Red Green 21 Orange -,_9rerrn 2.5. Additional Requirements for Type B Cable Materials. Additional material requirements particular to Type B cable are as follows: • Ensure cables consisting of 5 or more conductors have a 0.25 -in, nominal diameter messenger. For the messenger, use Class A galvanized Extra High Strength Steel Strand with 3 or 7 wires. • A solid strand messenger with 0.134 -in. diameter may be used for cables with less than 5 conductors. • To provide corrosion protection, ensure the messenger strand is coated and the interstices are flooded with a rubber asphalt compound or equivalent. • Ensure the integral messenger and conductors are enclosed in the jacket forming a cross-section similar to a figure 8. 2.6. Type C Cable Materials. Use the following materials for Type C cables. m Unless otherwise shown on the plans, use No. 14 AWG insulated conductors with concentric stranding with black insulation on 1 of the 2 conductors and clear insulation on the other conductor. Ensure conductors have a minimum of 2 twists per foot within the cable. • Use cables that have 100% shield coverage using aluminum bonded to a Mylar film. Ensure the drain wire is stranded tinned copper, 2 AWG sizes less than the conductor, and in continuous contact with the aluminum side of the shield material. • Ensure the jacket is black polyethylene. • Use cables that legibly show the name of the manufacturer and the IMSA specification number applied at approximate 2 -ft, intervals on a tape under the outer jacket. 2,7. Sampling. The Engineer may take samples from each rail of each size of cable for establishing conformity to IMSA. The samples will be at least 3 ft. long. Replace any cable failing to meet IMSA requirements. SPORTMATO 0"], For each cable run in underground conduit, coil an extra 5 ft. of cable in each ground box. Splices are not permitted in Type A and B cables unless shown on the plans, or approved in writing. Ensure splices are watertight, 843 EXHIBIT 4 684 Make splices between Type C cable and loop detector wires only in the ground box near the loop the cable is servicing. Use non -corrosive solder for splices. Ground the drain wire of Type C cable to earth ground only at the controller or detector cabinet. Ensure the resistance from the drain wire to the ground rod is less than 1 ohm. Test the cables after installation and before any connection to the cables. Cables testing less than 50 megohms insulation resistance at 500 volts will be rejected. E �, 414 14 k1k This Item will be measured by the foot of traffic signal cables. This is a plans quantity measurement Item. The quantity to be paid is the quantity shown in the proposal, unless modified by Article 9.2., "Plans Quantity Measurement." Additional measurements or calculations will be made if adjustments of quantities are required, 5. PAYMENT The work performed and materials furnished in accordance with this Item and measured as provided under "Measurement" will be paid for at the unit price bid for "Traffic Signal Cables" of the types and sizes specified. This price is full compensation for furnishing and installing materials, and for equipment, labor, tools, and incidentais, except as shown below. Cables inside traffic signal pole assemblies will be paid for under this Item. Cables used for inside signal heads and controllers or coils in ground boxes, pole bases, and on span wires will not be paid for directly but will be subsidiary to pertinent Items. 844 EXHIBIT 4 M Item 685 Roadside; Flashing Beacon Assemblies AF1,-rmMnSfWO • Installation. Furnish, fabricate, and erect roadside flashing beacon assemblies. • Relocation. Remove and relocate existing roadside flashing beacon assemblies, • Removal. Remove existing roadside flashing beacon assemblies. ��WTANNMM 91 31, 3.2 M Furnish new materials in accordance with the following Items and details shown on the plans: m Item 441, "Steel Structures" • Item 442, "Metal for Structures" • Item 445, ",Galvanizing" • Item 449, "Anchor Bolts" • Item 656, "Foundations for Traffic Control Devices" Provide prequalified flasher controller assemblies from the Department's MPL in accordance with DMS -11166, "Flasher Controller Assembly," Provide prequalified pedestal pole bases from the Department's MPL in accordance with DMS -11146,. "Pedestal Pole Base." When shown on the plans, provide prequalified solar powered flasher controller assemblies from the Department's MPL in accordance with DMS -11150, "Solar Power Flasher Controller Assembly." Install foundations for installation and relocation in accordance with Item 656, "Foundations for Traffic Control Devices," Fabrication, Provide poles and bases in accordance with Item 687, "Pedestal Pole Assemblies." Provide mild steel anchor bolts in accordance with Item 449, "Anchor Bolts." Use galvanized bolts, nuts, and washers, Galvanizing. Galvanize all fabricated parts in accordance with Item 445, "Galvanizing," Repair galvanizing for any steel part or member damaged in assembly, transit, or erection, or any steel part or member welded after galvanizing, in accordance with Section 445.35,, "Repairs." Installation. Install roadside flashing beacon assemblies at the locations shown on the plans or as directed. Stake the assembly locations for verification by the Engineer unless otherwise shown on the plans. Install pole, breakaway base, connectors, wiring, signal beacons, sign, and foundation as shown on the plans, or as directed. Install the flasher controller assembly on the electrical service pole, Install watertight breakaway electrical fuse holders in all line and neutral conductors at the breakaway base. Use established industry and utility safety practices to erect assemblies near overhead or underground utilities. Consult with the appropriate utility company before beginning such work. Install solar panels, batteries, and battery box (when required) as shown on the plans or as directed. 845 EXHIBIT 4 685 3.4. Relocation, Disconnect and isolate the electrical power supply before removal of the assembly. Remove existing assembly as directed. Salvage existing components such as sign, beacons, pole, and base unless otherwise directed. Repair or replace lost or damaged components as directed. Relocate existing assembly to the location shown on the plans or as directed. Install existing assembly at new foundations in accordance with Section 685.11, "Installation." Remove existing foundations in accordance with Section 685.3.5., "Removal." Accept ownership of unsalvageable materials and dispose of in accordance with federal, state, and local regulations, 3,5. Removal. Disconnect and isolate existing electrical power supplies before removal of the assembly. Remove existing sign panel, beacons, pole, and base from existing assembly. Store items to be reused or salvaged without damaging. Store sign panels above the ground in a vertical position at locations shown on the plans or as directed. Accept ownership of unsalvageable materials and dispose of in accordance with federal, state, and local regulations. Remove abandoned foundations, including steel, to 2 ft, below the finished grade unless otherwise shown on the plans, Backfill with material equal in composition and density to the surrounding area, and replace any surfacing, such as asphalt pavement or concrete riprap, with like material to equivalent condition. 4. MEASUREMENT This Item will be measured by each installed, relocated, or removed roadside flashing beacon assembly. The work performed and materials furnished in accordance with this Item and measured as provided under "Measurement" will be paid for at the unit price bid for "Install Roadside Flashing Beacon Assemblies," "Install Roadside Flashing Beacon Assemblies (Solar Powered)," 'Relocate Roadside Flashing Beacon Assemblies," "Relocate Roadside Flashing Beacon Assemblies (Solar Powered)," "Remove Roadside Flashing Beacon Assemblies," or "Remove Roadside Flashing Beacon Assemblies (Solar Powered)." The Department will pay for electrical energy consumed by the roadside flashing beacon, New conduit will be paid for under Item 618, "Conduit," except for conduit in the foundation and within 6 in. of the foundation. New electrical conductors will be paid for under Item 620, "Electrical Conductors." New tray cable will be paid for under Item 621, "Tray Cable." New duct cable will be paid for under Item 622, "Duct Cable," New ground boxes will be paid for under Item 624, "Ground Boxes." New electrical services will be paid for under Item 628, "Electrical Services," New signs will be paid for under Item 636, "Signs." New signal heads will be paid for under Item 682, "Vehicle and Pedestrian Signal Heads," New traffic signal cable will be paid for under Item 684, "Traffic Signal Cables," 5.1. Installation. This price is full compensation for furnishing, fabricating, galvanizing, assembling, and erecting the roadside flashing beacon assemblies including poles and bases; solar power flashing controller assemblies including battery box (when required); foundations; conduit in the foundation and within 6 in.of the foundation; furnishing and placing anchor bolts, nuts, washers, and templates; controller; and materials, equipment, labor, tools, and incidentals. 5,2, Relocation, This price is full compensation for removing the roadside flashing beacon assemblies; removing battery box (when required); removing existing foundations; installing new foundations: installing new conduit in the foundation and within 6 in,of the foundation; furnishing, fabricating, and installing any new components as required and replacing the assembly on its new foundations with all manipulations and electrical work; controller, salvaging; disposal of unsalvageable materials: loading and hauling; and materials, equipment, labor, tools, and incidentals. at. EXHIBIT 4 685 5.3. Removal. This price is full compensation for removing the various roadside flashing beacon assemblies components; removing the foundations; storing the components to be reused or salvaged; disposal of unsalvageable materials; backfilling and surface placement; loading and hauling; and materials, equipment, tools, labor, and incidentals. 847 EXHIBIT 4 Item 752 752 Tree and Brush Removal 1. DESCRIPTION Remove and dispose of trees, brush, shrubs, and vines. Trim trees and shrubs. Remove stumps. 2. MATERIALS Furnish commercially available pruning paint, 3. EQUIPMENT Provide equipment necessary to complete the work. Perform tree and brush removal and trimming from right of way line to right of way line or other widths and locations shown on the plans. Ensure trees, shrubs, and other landscape features that are to remain are not damaged. Dispose of debris within 48 hr. of cutting, off the right of way, in accordance with federal, state, and local regulations unless otherwise approved. When approved, chip debris and spread in a thin layer on the right of way, 4.1. Tree Removal. Remove trees of various diameters as shown on the plans, or as directed. Remove tree stumps to at least 12 in. below the surrounding terrain unless otherwise shown on the plans, or as directed. Backfill holes with acceptable material and compact flush with surrounding area. 4.2. Tree Trimming. Remove dead tree limbs. Remove tree limbs to the limits shown on the plans. Prune trees in accordance with Class IV National Arborist Association Pruning Standards for shade trees. Make cuts as close as possible to the trunk or parent limb without cutting into the branch collar or leaving a protruding stub. Remove suckers to the height of the lowest main branch. When removing limbs 2 in. in diameter or larger: • Undercut 1/3 way through the limb 8 to 12 in. from the main stem, • Remove limb 4 to 6 in. outside the first cut. • Remove stub with an even flush cut so that a trace (collar) protrudes approximately 112 in. • Do not allow limb to fall free if it can damage other limbs or items. • Treat exposed cuts an oak trees with wound dressing within 20 min. of the cut. Disinfect tools with 70% methyl alcohol, benzalkonium chloride, chlorine solution, or other approved disinfectant when trimming oak trees and when shown on the plans before cuffing, and sterilize/sanitize again before cutting another tree. Avoid pruning between February 15 and June 15, the period for maximum insect and fungal activity. 4.3 Brush Removal. Remove brush including, but not limited to, bushes, small trees, and vines growing within the right of way by cutting parallel to and within 1 in. of the ground and to the limits shown on the plans. Remove brush from under bridges, around culverts, and in channels to the limits shown on the plans. 4.4. Channel Work. Trim trees and remove brush to the limits shown on the plans, including areas under bridges, EXHIBIT 4 752 4,5, Stump Removal, Remove tree stumps at least 12 in, below the surrounding terrain unless otherwise shown on the plans, or as directed. Backfill holes with acceptable material and compact flush with surrounding area. This Item will be measured as follows: 51. Tree Removal. By each tree of the diameter specified. The diameter will be measured 3 ft. above the ground. Trees less than 4 in. in diameter are considered brush. Trees with multiple trunks at the point of measurement will be measured separately and paid for according to the specified diameter. Removal of the stump is subidiary to Tree Removal. 5.2. Tree Trimming and Brush Removal. By the centerline mile of the dimension specified. "Centerline mile" is defined as the continuous measurement along the center of the right of way. 5.3. Tree Trimming and Brush, Removal for Channels. By the acre. 5.4. Stump Removal. By each stump removed. This item is for stumps where others previously removed the tree. WXYMAY11 The work performed in accordance with this Item and measured as provided under "Measurement" will be paid for at the unit price bid for "Tree Removal" of the diameter specified, "Tree Trimming" of the dimension specified, "Brush Removal," "Tree Trimming and Brush Removal," and "Stump Removal," This price is full compensation for removal, trimming, disposal, equipment, traffic control, labor, and incidentals. When not shown on the plans as a separate pay item, payment for tree trimming and brush removal in channels will be included in payment by the centerline mile. When shown on the plans as a separate pay item, tree trimming and brush removal in channels will be paid for at the unit price bid for "Tree Trimming and Brush Removal (Channels)." The limits shown on the plans are the limits for pay purposes unless otherwise modified in accordance with Article 4.4., "Changes in the Work." BOX EXHIBIT 4 = I � � � I I � � � � I I � � I I I I � � I I � � � � � � I i i'i I 1pii "� EXHIBIT 4 1. INVOICES AND PAYMENT PROCESSING - Payment processing: The City review, inspection, and processing procedures for invoices ordinarily require thirty (30) days after receipt of invoices, materials, or services. Proposals which call for payment before thirty (30) days from receipt of invoice, or cash discounts given on such payment, will be considered only if, in the opinion of the Purchasing Manager, the review, inspection, and processing procedures can be completed as specified. It is the intention of the City of Denton to make payment within thirty days after receipt of valid invoices fear which items or services have been received unless unusual circumstances arise. The 30 day processing period for ]Invoices will begin on the date the invoice is received or the date the items or services are received, whichever is later. Direct depasit for payinents Contractors are encouraged to arrange for receiving payments through direct deposit. Information regarding direct deposit payments is available from the City of Denton Purchasing website: ww%v.dentonpuirchas ng.com. Invoices- Invoices shall be sent directly to the City of Denton Accounts Payable Department, 215 E McKinney St, Denton, TX, 76201-4299 with a copy to the attention of Hernian Lawson, Project Manager, City of Denton Facilities Department, 215 E. McKinney Street, Denton, TX 76205. The copy may also be entailed to Jim Mays. Project Manager at Jim.mays@city�g�fdenton.com. Invoices must be fully documented as to labor, materials, and equipment provided, if applicable, and must reference the City of Denton Purchase Order Number in order to be processed. No payments shall be made on invoices not listing a Purchase Order Number. Invoices for partial payments oil construction projects should normally be presented for payment within the first five days ofthe month, and submitted on the AIA Pay Application Form. 2. TAX EXEMPTION: The City of Denton qualifies for sales tax exemption pursuant to the provisions of Article 20.04 (F) of the Texas Limited Sales, Excise and Use Tax Act. Any Contractor performing work under this contract for the City of Denton may purchase materials and supplies and rent or lease equipment sales tax free. This is accomplished by issuing exemption certificates to Suppliers. Certificates, must comply with State Comptroller's ruling #95-0.07 and #95-0.09. 3. PAYMENT APPLICATIONS AND PAYMENTS TO CONTRACTORS: A. Upon presentation, of valid payment requests invoices, which should be within the first week of each month, the Owner shall make partial payments to the Contractor for construction accomplished during the preceding calendar month on the basis of completed construction certified to by the Contractor and approved by the Owner and Architect/Engineer solely for the purposes of payment: Provided, however, that such approval shall not be deemed approval of the workmanship or materials. Only ninety- five percent (95%) of each payment request approved during the construction of tile project shall be paid by the Owner to the Contractor prior to completion of the project. Upon the approval by the Owner of the Contractor's "Final Invoice for Payment" showing the total cost of the construction performed, the Owner shall make payment to the Contractor of all arnounts to which the Contractor shall be entitled there under which shall not have been paid: Provided, however, that such final payment shall be made not later than thirty (30) days after the date of completion of constrLiCtiOn of the project, as EXHIBIT 4 specified in the Final Invoice for Payment, unless withheld because of the fault of the Contractor. B. The Conti -actor shall be paid on the basis of the percentage of the work actually coinpleted for each construction item. The total amount paid for periodic billings shall not exceed the maximum contract price for the construction of the project as set forth in the contract, unless such excess shall have been approved by the Owner, and Owner's Representative, and in writing by the Purchasing Agent as part of a change order. C. No payment shall be due while the Contractor is in default in respect of any of the provisions of this contract, and the Owner may withhold 1rorn the Contractor the amount of any claim by any third party against either the Contractor or the Owner based upon an alleged failure of the Contractor to perforin the work hereunder in accordance with the provisions of this contract. This includes alleged failure of the Contractor to make payments to subcontractors. 4. RELEASE OF LIENS AND CERTIFICATE OF CONTRACTOR: Release of Liens and Certificate of Contractor shall be accomplished in accordance with Article 5.3 of the Standard Terms and Conditions. The Contractor shall pay each. materialman, and each subcontractor, if any, not later than five (5) days after receipt of any payment from the Owner, the amount thereof allowed the Contractor for and on account of materials furnished or construction performed by each materialman or each subcontractor. 6. REMEDIES: A. Completion of Contractor's Default If default shall be made by the Contractor or by any subcontractor in the performance of any of the terms of this proposal, the Owner, without in any manner limiting its legal and equitable remedies in the circumstances, may serve upon the Contractor and the Surety or Sureties upon the Contractor's bond or bonds a written notice requiring the Contractor to cause such default to be corrected forthwith. Unless within twenty (20) days after the service of such notice upon the Contractor such default shall be corrected or arrangements for the correction thereof satisfactory to the Owner and/or Engineer shall be made by the Contractor or its Surety or Sureties, the Owner may take over the construction of the project and prosecute the same to completion by contract or otherwise for the account and at the expense of the Contractor, and the Contractor and its Surety or Sureties shall be liable to the Owner for any cost or expense in excess of the contract price occasioned thereby. In such event the Owner may take possession of and utilize, in completing the construction of the pruject. any materials, tools, supplies, appliances, and plant belonging to the Contractor or any of its subcontractors, which may be situated at the site of the project. The Owner in such contingency may exercise any rights, claims or demands which the Contractor may have against third persons in connection with this contract and for such purpose the Contractor does hereby assign, transfer and set over unto the Owner all such rights claims and demands. EXHIBIT 4 B. Liquidated Damages The time of the completion of construction of the project is of the essence of the contract. Should the Contractor neglect, refuse or fail to complete the construction within the time herein agreed upon, after giving effect to extensions of time, if any, herein provided, then, in that event and in view of the. difficulty of estimating with exactness damages caused by such delay, the Owner shall have the right to deduct from and retain out of such money which may be then due or which may become due and payable to the Contractor the surn of FIVE HUNDRED DOLLARS ($500,00) per day for each and every day, including weekends, that such construction is delayed on its completion beyond the specified time, as liquidated damages and not as a penalty; if the amount due and to become due ftom the Owner to the Contractor is insufficient to pay in full any such liquidated damages, the Contractor shall pay to the Owner the amount necessary to effect such payment in full: Provided, however, that the Owner shall promptly notify the Contractor in writing of the manner in which the amount retained, deducted or claiined as liquidated coin uwas damages ted. L, p C. Cumulative Remedies Every right or rernedy herein conferred upon or reserved to the Owner shall be cumulative, shall be in addition to every right and remedy now or hereafter existing at law or in equity or by statute., and the pursuit of any right or remedy shall not be construed as an election. Provided, however, that the provisions of the REMEDIES SECTION shall be the exclusive measure of damages for failure by the Contractor to complete the construction of the prQject within the time herein agreed upon. EXHIBIT 4 Imm NMI Terms and Conditions and - - -- EXHIBIT 4 CITY OF IJ ENTON GENERAL CONDITIONS FOR CIVIL ENGINEERED CONSTRUCTION PROJECTS ARTICLE I GENERAL PROVISIONS A. GENERAL PROVISIONS I. AVAILAT31LITY OF TECHNICAL DRAWINGS AND SPECIFICATIONS Technical Specifications related to this project are located in Exhibit 3 and Drawings/Plans are Exhibit 4 of this solicitation. Electronic documents of the solicitation are available on the City of Denton's website �vw-vv.dentin pgrcliasiLil,g.coiii If the technical drawings and specifications are too large to be placed on the City's website, they may be downloaded via a FIT, site. If this is the case, an Exhibit 5 will be noted on the table of contents of the Main solicitation document. Potential respondents should complete and return Exhibit 5 to receive a log in and password to the FTP site. 2. EXAMINATION OF PLANS, SPECIFICATIONS AND SITE OF THE WORK Respondents are advised that the plans,, specifications, and other documents on file as stated in the Table of Contents shall constitute all the information which the City shall furnish. submitting Respondents are required, prior to Suany response, to review the plans, read the p n specifications. exhibits, contract, and bond forms carefully, to visit the site of the work, to examine carefully the local conditions; to inform themselves with their independent research, tests, and investigations of the difficulties to be encountered and judge for themselves the accessibility of the work and all attending circurnstances affecting the cost of doing the work or the tine required for its completion and to obtain all information required to make an intelligent proposal. No information given by the City or any official thereof, other than that shown on the plans and contained in the specifications, exhibits, and other contract documents, shall be binding upon the City. Respondents shall rely CXCILISively upon their own estimates, investigations, test and other data which is necessary to full and complete information upon which the submissionmay be based. Any respondent., by submitting a response, represents and warrants that he has prepared his submittal in accordance with the specifications, with full knowledge and understanding of the terms and provisions thereof, that he has reviewed, studied and examined the response prior to the signing and submission of same; and that lie was cognizant of the terms of his submittal, verified his calculations and found thein to be correct and agrees to be bound thereby. 3. SILENCE OF SPECIFICATIONS Tile apparent silence of these specifications as to any detail or the apparent omission t'rorri it of a detailed description concerning any point, shall be regarded as a meaning that the only best commercial practices are to prevail. All interpretations of these specifications shall be made oil the basis of this statement. 4. RESPONDENTS COST TODEVELOP SUBMITTAL Respondents to this solicitation are responsible for all costs of submittal preparation, delivery and any oral presentations required as part of the selection process. All materials submitted in response EXHIBIT 4 to the solicitation become property of the City of Denton and will be returned only at the option of the City. 5. MINIMUM RESPONSE Submittals that do not, at a minimum, contain the Attachments and Exhibit I Pricing Sheet will be subject to disqualification at the sole discretion of the City of Denton. If any Firm submitting a response is a corporation, it must be registered to conduct business in the State of Texas. Proof of this registration must be included as part of the submittal. G. VALIDITY PERIOD Tile information included in the solicitation response(s), and any cost information obtained frorn a negotiation process, remain valid for 120 days fi-oni: the response due date or until tile contract is approved by the governing body. V 1119rol ANY PROPOSAL SUBMITTED AFTER THE DUE DATE AND TIME SPECIFIED D SHALL BE REJE CTED. THE CITY SHALL REJECT RESPONSES SUBMITTED BY FIRMS THAT DO NOT MEET MINIMUM QUALIFICATIONS. The City of Denton reserves the right to reject any and all submittals received in response to the solicitation and to waive any minor technicalities or irregularities as determined to be in the best interest of the City. 8. PROPRIETARY INFORMATION If a respondent does not desire proprietary information in the Submission to be disclosed, the respondent shall identify all proprietary information in the submission. This identification will be accornp I i shed by individually marking each page or line item detail with the words "Proprietary Information". If the respondent fails to identify proprietary information, the respondent agrees that by submission of its response, that those sections shall be deemed non-proprietary and made available upon public request. Respondents are advised that the City, to the extent permitted by law, will protect the confidentiality of all submissions. Respondent shall consider the implications of the Texas Public Information Act, particularly after the solicitation process has ceased and the contract has been awarded. While there are provisions in the Texas Public Information Act to protect proprietary information, where the- respondent can meet certain evidentiary standards, please be advised that a determination oil whether those standards have been met will not be decided by the City of Denton, but by the Office of the Attorney General of the State of Texas. In the event a request fOr public information is made, the City will notify the respondent, who may then request all opinion from the Attorney General PUI-SLiant to 552.305, Texas Government Code. Tile City will not make a request of the Attorney General. 9. NON -ENDORSEMENT If a submission is accepted, the successful respondent shall not issue any news releases or other statements pertaining to the award or servicing of the agreement that state or imply the City of Denton's endorsement of the SUCCOSfill respondent's services. 10. ASSIGNMENT The successful contractor shall not sell, assign, transfer or convey this contract in whole, or part, without the prior written consent of the Purchasing Manager. L, EXHIBIT 4 11. UNAUTHORIZED COMMUNICATIONS After release of this solicitation, respondent contact regarding this solicitation with members of the evaluation, interview or selection panels, employees of the City or officials of the City other than the Purchasing Manager. or authorized City of Denton purchasing staff, or as otherwise indicated is prohibited and may result in disqualification from this procurement process. No officer, employee, agent or representative of the respondent shall [lave any contact or discussion, verbal or written, with any members of the City Council, members of the evaluation, interview, or selection panels, City staff or City's consultants, or directly or indirectly through others, seeking to influence any City Council member, City staff, or City's consultants regarding any matters pertaining to this solicitation, except as herein provided. If a representative of any respondent violates the foregoing prohibition by contacting any of the above listed parties with who contact is not authorized. Such contact may result in the respondent being disqualified from the procurement process. Any oral communications are considered unofficial and non-binding with regard to this solicitation. 12. DISQUALIFICATIONS Any terms and conditions attached to a solicitation will not be considered unless specifically referred to oil a solicitation and may result in disqualification. Any submissions that do not clearly outline all qualifications may be disqualified. 13. INTELLECTUAL PROPERTY INDEMNIFICATION `-lie contractor will indemnify, defend and hold harmless the City of Denton, and its authorized users, against any action or claim brought against the City of Denton, or its authorized users that is based oil a claim that software infringes any patent rights, copyright rights or incorporated misappropriated trade secrets. Contractor will pay any damages attributable to such claim that are awarded against the City of Denton or its authorized users, in a judgment or settlement. If the City of Denton or its authorized users' utilization of the software becomes subject to a claim, or is likely to become subject to a claim, in the sole opinion of the City of Denton, or its authorized users, the Contractor shall, at its sole expense (1) procure for City of Denton or its authorized users, the right to continue using such software under the terms of this Contract; or (2) replace or modify the software so that it is non -infringing. 14. RIGHTS TO DATA, DOCUMENTS, AND COMPUTER SOFTWARE (GOVERNMENTAL ENTITY OWNERSHIP) Any software, research, reports studies, data, photographs, negatives or other documents., drawings or materials prepared by contractor in the performance of its obligations under this contract shall be the exclusive, property of the City of Denton and all such materials shall be delivered to the City by the contractor upon completion, termination, or cancellation of this contract. Contractor may, at its own expense, keep copies of all its writings for its personal files. Conti -actor shall not use, willingly allow, or cause to have such materials used for any purpose other than the performance of contractor's obligations under this contract without the prior written consent of the City; provided, however, that contractor shall be allowed to use non - confidential materials for writing sarnples in pursuit of the work. The ownership rights described herein shall include, but not be limited to, the right to copy, publish, display, transfer, prepare derivative works, or otherwise use the works. [IdEVELUIPCV-IIB [We_tV The contractor a(yrees to indemnify and hold harmless the City from any claim involving patent right infringement or copyrights oil goods supplied. t__ I y EXHIBIT 4 16. PREFERENCES A. LOCAL PREFERENCE RI: NCE 1. It is the intent of the City of Denton to comply with Sections 271.905 and 271.9051 of Texas Local Government Code allowing l`or consideration of the location of a bidder's principal place of business in award of a bid. 2. Scope -This policy applies to the purchase of real property and personal property that is not affixed to real property or services (including construction services) through a Competitive Bid. a. Lowest Responsible Bid --- Price is the single determinant factor when awarding a bid to a responsible bidder.. b. Best Value Bid Price is only one of a number of determining factors that are weighted for evaluation purposes. (Texas Local Government Code 252,.043) 3. Criteria a, Lowest Responsible Bids i. A five percent (5%) price differential will apply to construction bids less than $100,000 and all other bids, including services, less than $500,000. Excludes telecommunication and information services. ii. A three percent (3%) price differential will apply to bids, excluding construction and services, greater than $500,000. iii, The chart below is a summary of the criteria for fJowest Responsible Bids: Local Government Code Local� Government Cade 271.9051 271.90-5 5% price differential 31% price differential Construction bids less than All other bids, excludes $100,000 All other bids, including services, construction and set -vices. greater than $500,000 less than $500,000 b. Best Value Bids -Price is only one of a number of determining factors that are weighted for evaluation purposes as provided in Local Government Code 252.043. As a result, ail additional weighted factor will be added to all such bids for bidders meeting local preference criteria. The appropriate weight, either 5% or 3%, will be consistent with the criteria outlined in the chart above. c. Local Bidder Preference Consideration Application A new and complete application must be submitted with each competitive bid by the due data, including a Tax Certification front tete Denton County Tax Assessor/Collector. This application serves to ensure the qualification of a bidder as a local Ridder and serves as the basis for meeting the statute's requirement that the governing body find, in writing, that a bidder is a local bidder. d. Bidder seeking local preference must rneet all specifications and nainitarurn requirements contained in the bid documents. EXHIBIT 4 e. Exceptions -This policy does riot apply to purchases obtained through a Request for - Qualifications (RFQ), Request fear Proposals (RFP), Fids involving Federal funds,. Cooperative Programs or Interlocal Agreements. f; Award of Contract -The Cite Council may award a competitively bid contract to the lowest responsible bidder, local bidder or reject all bids. P. VENDORS THAT MEET OR EXCEED AIR QUALITY STAN DARDS I. This section applies only to a contract to be performed, wholly or partly, in a non - attainment area or in aro affected county, as those terms are defined by Section 386.001, Health and Safety Code. ?. A governmental agency procuring goods or- services may a. Give preference to goods or services of a vendor that demonstrates that the vendor meets or exceeds any state or- federal environmental standards, including voluntary standards. relating to air quality; or b. Require that a vendor demonstrate that the vendor rneets car- exceeds any state or- federal environmental standards, including voluntary standards, relating to air quality. c. The preference may be given our ly if the cost to the governmental agency for- the goods or services would riot exceed 105 percent of the east of the goods or- services provided by a vendor- who does not meet the standards." 117. AWARD This contract will be awarded to one firm as a single contract. 18. POST AWARD ADDITIONAL REQUIREMENTS A. Pre -Construction Meeting: Prior, to commencement of the services, the City and tlae Contractor will conduct a pre -construction meeting to review tlae overall scope, schedule, deliverables, planning process, and to insure that all relevant parties to the project are introduced. B. Contractor Standards of Performance: The contractor shall prosecute the work diligently with skilled craftsmen and with state-of-the-art methods to complete the work within tlae time stated in tlae proposal or such time extensions as may be granted. C. Monthly Reports; Tile awarded Contractor- shall provide to the City of Denton, detailed reports of daily work conditions, daily marl power availability, equipment problems, and work accomplished on a monthly basis. D. Safety: All contractors to the City of Denton are required to ensure absolute safety standards are applied and enforced. The C:ity'of Denton will not be responsible for individual contractor safety, and the awarded contractor shall riot hold the City of Denton responsible. Known hazards shall immediately be reported to the Project Manager and all safety precautions shall be taken to prevent potential safety issues from occurring. E. Environmental hazards: There are no known safety or environmental hazards existing on the project site at the time of issue of this RFP. The City does riot warrant or +allarantee against the possibility that safety or environmental hazards or potential hazards rnav exist at the City's facilities. The Contractor shall be responsible for identifying any hazardous conditions and notifying the City verbally of such conditions as soon as possible after- discovery and shall follow tip in writing within 10 days of such discovery. EXHIBIT 4 The costs for necessary investigations or any potential corrective actions will be negotiated betNveen the City and the Contractor. 19. CONTRACTS Tile Successful awarded contractor will be required to sign all original contract. A sample contract is provided in Appendix B — Sample Contract. Respondents shall review the document and note exceptions In the proposal, Successful awarded contractor will be required to furnish original performance and payment bonds for 100 percent of the total submission price before work is to commence, The contractor shall assume all costs in increasing the bond limits if change orders are formally approved, L� Bonds shall be in accordance with the V.T.C.A Government Code Section 2253.021'. as amended, from a surety licensed to do business in the State of Texas. The City, at its option, may waive the payment and performance bond requirements [or projects less than $50,000. The City shall normally return the proposal bonds within tell (10) working days after the proposal due date, except for the three top ranked firms. The three top ranked firms will be retained by tile City until tile required contract and bonds have been executed, after which they shall be returned. The City may require a bid bond for this project. If required, notice will be placed in tile minirnurn qualifications of the main solicitation document. 21. RETAINAGE Retainage is part of public works contract payment withheld by the City to secure performance L� and payment to subcontractors. The City withholds 5% oil public works contracts and requires retainage for public works contracts in excess of $501,000. 22. INSURANCE `file City requires standard insurance for services performed on site. The successful awarded contractor Nvill be required to provide a certificate of insurance as outlined in Appendix A — Insurance requirements. Respondents shall review the document and note exceptions oil Attachment B. 23. WARRANTIES 'file contractor shall provide a warranty that is standard in the industry. Repair or Maintenance of fleet not performed to industry standards shall be accomplished at the contractor's expense, at tile option of the City. 24. SUBSTITUTIONS Substitutions are not permitted without the written approval of Tile City of Denton Purchasing Department. If specific manufacturers, brands or part numbers are listed ill the exhibits, the City will not accept Substitutes. If the manufacturer part numbers provided has been updated, but do not change the material functionality, please note tile change in exceptions (Main Document - Attachment 13). EXHIBIT 4 2-5. PRODUCT CHANGES DURING CONTRACT TERM Tile awarded contractor shall not change specifications during the contract term Without prior approval. Any deviation in the specifications or change in the products must be approved in advance by the City of Denton. Notice of a change shall be Submitted in writing to pLireliasiiiv,(Lt)citvo.t'detitoll.corn , with the solicitation number in the subject line, for review, Products/Services found to have changed specifications without notification, and acceptance, will be returned at the supplier's expense. Products that have been installed will be replaced at the contractor's expense. 26. ADDING NEW PRODUCTS OR SERVICES TO THE CONTRACT AFTER AWARD Following the Contract award, ADDITIONAL services or products of the sarne general category that could have been encompassed in the award of this contract, and that are not already oil the contract, may be added. A formal written request may be sent to Successful Contractor (s) to provide a proposal on the additional services and shall submit proposals to the City of Denton as instructed. All prices are subject to negotiation with a Best and Final Offer ("BAFO"). The City of Denton may accept or reject any or all pricing proposals, and may issue a separate solicitation for the services/products after rejecting some or all of the proposals. The commodities and services covered under this provision shall conform to the statement of work, specifications, and requirements as outlined in the request. Contract changes shall be made in accordance with Local Government Code 252.048 27. ASBESTOS FREE MATERIALS The contractor shall provide asbestos -free materials as represented by the Manufacturer's "Materials Safety Data Sheets" 28. PREVAILING WAGE RATES In accordance with Texas Government Code 2258. the awarded contractor shall comply Nvith prevailing wage rates as defined by the United States Department of Labor Davis -Bacon Wage Determination at LinpL/PvKy;1 y.d and at the Wage Determinations website wv,,w.wdol.gov for Denton County, Texas (WD -2509). Notwithstanding any other provision of this Contract, the awarded contractor hereby represents and warrants that the contractor shall pay to each of its employees a wage not less than what is currently known as the "Federal Minimum Wage" and any increase or amendments thereto. Furthermore, contractor shall produce proof of compliance with this provision by contractor to the City. The City shall withhold payments due to contractor until contractor has complied with this provision. Prior to any payment being made for work satisfactorily completed and accepted. contractor shall Submit wage rate affidavits with its billing documents affirming that all employees have been paid not less than the current "Federal Minimum Wage". The City does not warrant or guarantee against the possibility that safety or environmental Z11 hazards or potential hazards (including premises and special defects) may exist at the City"s facilities. The Contractor- shall be responsible for identifying any hazardous conditions and notifying the City of these conditions in writing no later than 3)p days after contract award and prior to initiation of service delivery on the property. This will be accomplished by the Contractor conducting all environmental assessment and an occupational health, and safety inspection of the service bay or field service areas by competent, qualified and appropriately licensed practitioners. The costs of these inspections and any subsequent corrective action will be negotiated between the City and the Contractor. EXHIBIT 4 All contractors to the City, of Denton are required to ensure absolute safety standards are applied and enforced. The City of Denton will not be responsible for individual contractor safety, and the awarded contractor shall not hold the City of Denton responsible. Known hazards shall immediately be reported and all safety precautions shall be taken to prevent potential safety issues fi-0111 occurring. 30. CONTRACTOR STANDARDS OF PERFORMANCE Monthly Time Standards - Contractors shall fully understand that the City relies oil the product or- service rservice of the solicitation to provide vital municipal services, and the availability and reliability of the equipment is of the essence. With this in mind, the Contractor shall meet the following performance standards at all times. Labor disputes, strikes, and other events, except those beyond the Contractor's control such as acts of God, shall not relieve the Contractor froth meeting these standards. For service category, the Contractor must ensure the given level of service is achieved, within the designated number of working hours. Contractor shall deliver goods or services within specified delivery times for 95% of all orders. 31. ANTICIPATED PROBLEMS AND PROPOSED SOLUTIONS Respondent shall offer written observations, based upon previous experiences in public projects of this magnitude, addressing ally anticipated problems and offer proposed solutions to those problems. 32. ADDITIONAL GENERAL REQUICEMENTS a. Prior to commencement of the services, the City and selected individual or business will conduct all initial meeting to review the overall scope, schedule, deliverables and planning process to implement a successful program. b. The awarded Contractor shall provide to the City of Denton, detailed reports of time and services provided to the City on a monthly basis. c. Staff available to assist the selected provider is limited; tile proposals submitted should not anticipate extensive staff assistance during equipment repairs or maintenance. 33. REMEDIES If default shall be made by the Contractor or by any subcontractor ill the performance of any of the terms of this proposal, the City, without in any manner limiting its legal and equitable remedies in the circumstances, may serve upon the Contractor and the Surety or Sureties upon tile Contractor's bond or bonds a written notice requiring the Contractor to cause such default to be corrected forth -with. Unless within twenty (20 days after the service of such notice upon tile Contractor such default shall be corrected or arrangements for the correction thereof satisfactory to the City and/or Engineer shall be made by the Contractor or its Surety or Sureties, the City may take over the construction of the project and prosecute the same to completion by contract or otherwise for tile account and at the expense of the Contractor, and the Contractor and Its Surety or Sureties shall be liable to the City for any cost or expense in excess of the contract price occasioned thereby. In such event the City may take possession of and Llti]iZC- ill completing the construction of the project. any materials, tools, supplies, equipment, appliances, and plant belonging to tile Contractor or any of its Subcontractors, which may be Situated at the site Of the project, The City in Such contingency may exercise any rights, claims or demands which the Contractor may have against third persons in EXHIBIT 4 connection with this contract and for such purpose the Contractor does hereby assign, transfer- and set over unto the City, all such rights claims and demands. . LIQUIDATED DAMAGES The tinge of the congpletion of construction of the, project is of the essence of the: contract. Should the Contractor neglect, refuse or fail to complete the construction within the time herein agreed upon, after giving effect to extensions of time, if ally, herein provided, then, in that event and in view of the difficulty of estimating with exactness damages caused by such delay, the City} shall have the right to deduct from and retain Out of such money which may be then due or which may become due and payable to the Contractor the sura of FIVE HUNDRED DOLLARS C$ �?..00( per day for each and every day, including weekends, that such construction is delayed on its completion beyond the specified time, as liquidated damages and not as a penalty; if the amount due and to become due from the City to the Contractor- is insufficient to pay in firll any such liquidated damages, the Contractor shall pay to the City the amount necessary to effect such payment in full: Provided, however, that the City shall promptly notify the Contractor in writing of the manner in which the amount retained, deducted or claimed as liquidated damages was computed.. C. CUMULATIVE REMEDIES Every right or remedy herein conferred upon or reserved to the City shall be Cumulative, shall be in addition to every right and remedy now or hereafter existing at law or ill equity or by statute, and the pursuit of any right or remedy shall not be construed as an election. Provided, however, that the provisions of the REMEDIES SECTION shall be the exclusive measure of damages for failure by the Contractor to complete the construction of the proect within the tirne herein agreed upon. 34. PAYMENT AND PERFORMANCE REQUIREMENTS a. PAYMENT AI'+ID INVOICES: Payment processing: The City review, inspection, and processing procedures for invoices ordinarily require thirty (30) days after receipt of invoices, materials, or services. Proposals which call for payment before thirty (30) days from receipt of invoice, or cash discounts given on such payment, will be considered only if, in the opinion of tile Purchasing Manager, the review, inspection., and processing procedures earl be completed as specified. It is the intention of the City of Denton to make payment within thirty days after- receipt of valid invoices for which items or services have been received unless unusual circumstances arise. The 30 day processing period for invoices will begin on the date the invoice is received or the date the items or services are received, whichever is later. Direct deposit for payments: Contractors are encouraged to arrange for receiving payments through direct deposit. Information regarding direct deposit payments is available from the City of Denton Purchasing website: wNvNv.dcntprurchasinsco®r�. Invoices shall be sent directly to the City of Denton Accounts Payable Department, 215 E McKinney St, Denton, TX, 76201-4299. A pro -forma invoice shall be sent to the contract administrator as identified in the Notice to Proceed. It is the intention ofthe City, of Denton to make payment on completed orders within thirty days after receipt of invoice or items; whichever is later. unless unusual eircurnstances arise. Invoices must be fully documented as to labor, materials, and equipment provided, if applicable, and must reference; the City of Denton Purchase Order Number in order to be processed. No payments shall be made on invoices not listing a Purchase Order Number. EXHIBIT 4 b. PAYMENT TC? PERFORMANCE MILESTONES Awarded contractor shall prepare and submit invoices after completion of specific project milestones. The invoice shall detail the major milestones accomplished and detailed cost information for project. These milestones shall be submitted to the City of Denton and the City's Pro,ject Staff shall review sticli for completion and accuracy, prior to payment authorization, C. TAX EXEMPTION The City of Denton qualifies for sales tax exemption pursuant to the provisions of Article 20.04 (F) of the Texas 1,irnited Sales, Excise and Use Tax Act. Any Contractor performing work Linder this contract for the City of Denton may purchase materials and supplies and rent or lease equipment sales tax free. This is accomplished by issuing exemption certificates to suppliers. Certificates must comply with State Comptroller's ruling #95-0.07 and #95-0.09. d. RELEASE OF LIENS AND CERTIFICATE OF CONTRACTOR Upon award of the contract, the Contractor shall inform the City of the subcontractors and material sources that will be used. Upon the completion by the Contractor of the construction of the project, but prior to final payment to the Contractor, the Contractor shall deliver to the City releases of all liens, and of rights to claim any lien, from all manufacturers, material -men, and subcontractors furnishing services or materials for the project, to the effect that all materials or services used on or for the project have been paid for and indicating that the City is released from all such claims. C. PAYMENTS TO MATERIAL -MEN AND SUBCONTRACTORS The Contractor spial I pay each inaterial-nien, and each subcontractor, if any, not later than five (5) days after receipt of any payment from the City, the amount thereof allowed the Contractor for and on account of materials furnished or construction performed by each material -men or each subcontractor. 35. Prison -Produced Materials Materials produced after July 1, 1991, by convict labor may only be incorporated in a federal -aid highway construction project if: • such materials have been produced by convicts who are oil parole, supervised release or probation from a prison; or • such material has been produced in a qualified prison facility (Texas does not have a qualified prison facility meeting the requirements of the regulation), �1_ I ow axemown I rwWwala-13 -.11a lamur [Now I. CONTRACT ADMINISTRATION SUBMITTALS AND REQUIREMENTS A. General: the General Conditions, Supplementary Conditions and Special Conditions provide definite times for Contractor to StAbillit certain lists, qUalifications, price breakdowns and schedules for administrative procedures including but not necessarily limited to the following: L, EXHIBIT 4 B. List of Subcontractors: before the execution of the Contract, the respondent awarded the contract Will submit to tile, City flor approval a list of all Subcontractors- and/or his major Subcontractors, proposed to use. This list will include each Subcontractor's correct name, mailing address and phone number. C. Coiitractoj'sStil2ei-ijiteiident: The Contractor shall submit the name and qualifications of the person designated as Project Superintendent within ten (10) days of the receipt of the Notice of Award Letter. .D. Contract Price Breakdown: upon execution of the Contractor, the Contractor shall submit to the City for approval a breakdown of the Contract pricing, itemizing material and labor for various classifications of work. I.The City will provide forms entitled "DETAILED ESTIMATE" for the Contractor to use to prepare the breakdown. 'File City will also provide all example to[- the Contractor to generally follow to prepare the breakdown. 2.Unit Price items will be Multiplied by the estimated quantities to give the item totals. The total item will then be divided into "material" and "'labor" and listed on the breakdown. Tile breakdovvii of unit price items into material and labor is required so the City may make progress payments on materials delivered before the labor is performed. E. Work _Progress Schedule: Within three (3) weeks after receipt of a work of -der, the Contractor shall submit in duplicate to the City for approval an estimated progress schedule for the work in relation to the entire project. The City will provide forms entitled "PROPOSED SCHEDULE" for the Contractor to Ilse to prepare his progress schedule. The form is a bar chart with tirric across the top and work item down the side. The Contractor will fill out this form listing the work items and show the beginning and ending dates for each item. The City will provide ail example for the Contractor to generally follow to prepare the pro M gress schedule. F. Estimated Pavment Schedule: Prior to starting work, the Contractor shall submit to the City C an estimate of his monthly payment requests. This shall be reviewed each month during the construction period and revised estimates furnished if significant changes are indicated. L_ (` . Testing and Quality Control: Observation of the Contractor's work to determine compliance with the plans and specifications may include testing of material installed on the project. A Testing Laboratory located by the Contractor shall do testing of materials furnished and work performed. The Contractor shall use only materials in the work, which meet the requirements of the specifications. Tile Contractor shall furnish at his own expense all necessary tests and specimens for testing of the material and when requested shall ftirnish a complete written statement of the origin, composition, and/or manufacturer of any or all materials that are to be used in the work. All materials not conforming to the requirements of the specifications will be rejected. THIS__ CONTROL SERVICE DOES NOT RELIEVE THE CONTRACTOR OF HIS RESPONSIBILITY WITH REGARD TO CON STRIJCTINGTHE WORK IN ACCORDANCE WITHTHE CONTRACT. Contractor shall submit appropriate tests including, but not limited to: 1) Any test required in the technical specifications EXHIBIT 4 2) Any Structural element called for oil tile plans. includin'g, but not limited to darn Construction, concrete asphalt: loads or paths, shelters, bridges or other structure tests, pressure test of irrigation. 3) Test to prove adequacy of design and construction of any feature that may have been accepted by Owner under contractor's "Alternate Proposal". 4) Any test that may be occasioned by any local, state, or federal law. Ii. As-BuiltDra�vings-. The contractor shall maintain a complete set of contract drawings in his possession, upon ,vhich lie is required to note in red. or other clear manner, all deviations, final dimensions and explanatory notes arising out of actual work installed or perfornied in the field, and showing exact locations Of Such work, including trades. Notes on these drawings shall indicate installed locations and dimensioned clearances. Contractor to furnish an as- built drawn frorn all aerial photo identifying course, irrigation (including all components, buried or otherwise), major and minor drainage lilies and related structures, all underground utilities, location of buried trees and debris, Ili -nits of topsoil, extra borrow areas, and other significant coil struct ion Which Could reasonably be foreseen to affect future operation. All as-built(s) shall be supplied in CAD format. I. Project Manuals: Contractor shall supply City a project manual for operations of all mechanical systems to be included tinder this contract in a manner satisfactory to the design professional, his sub -consultants and City's representatives. J. Schedule of Tests, Submittals: A schedule of anticipated tests and submittals begins on the next page. Additional submittals may be required. 2. MEETINGS A. Pre -Construct ion Coil ference: Prior to start of work, a conference between the City and Contractor will be held to discuss provisions of the contract documents, explain administrative procedures and coordinate the work effort. Time of pre- construction conference will be stated in the Work Order letter for the Contractor. Attendance by, Contractor and Contractor's Superintendents is mandatory. 1. City will schedule meeting, and provide meeting place. 2, Attendance: Tice following are expected to attend-, a) City's Representative. b) Consultant's Construction Administrator. c) Representatives from Sub -Consultants d) Contractor's General Superintendent, Project e) Superintendent and Project Coordinator f) Representatives of major subcontractors 3. Agenda Items: a) List of major Subcontractors and Suppliers b) Tentative construction schedule c) Critical work sequencing d) Major equipment deliveries e) Designation of responsible personnel f) Procedures and processing of field decisions, proposal requests, submittals color coordination, change orders, and applications for payment. g) Adequacy of distribution of Contract Documents. h) Procedures for maintaining Record Documents EXHIBIT 4 i) Use of Premises:. office, work. storage. staging areas, Owner's requirements j) Construction facilities, controls and construction aids k) Temporary utilities 1) Safety and first aid procedures m) Security procedures n) Housekeeping procedures o) Other business 4. The City's Representative will preside over the meeting. B. Progress Meetings: Construction progress meetings may be called by the Project Manager, Project Inspector or the General Contractor- to review job progress or problems. I. Schedule meeting and notify in writing those concerned at least one week in advance of meeting. 1 Provide a convenient,, comfortable meeting place. . Contractor's Project Superintendent or Project Manager shall preside over meeting. 4. Attendance: The following are expected to attend: a) City's Representative: b) Consultant's Construction Administrator c) Sub -consultant's unless notified otherwise d) Contractor's General Superintendent, Project e) Superintendent and Protect Coordinator. f) .Subcontractors having work in progress g) Subcontractors whose work will start within the next month h) Others as requested by City. A/E, or Contractor 5. Agenda a) Review, approval of minutes or previous meeting b) Review of work progress since: previous meeting c) Field observation, problems, conflicts d) Problems which impede construction schedule e) Review of off-site fabrication. and delivery schedules f) Corrective measures and procedures to regain g) Projected schedule. h) Revisions to construction schedules i) Progress schedules for succeeding period J) Schedule coordination k) Review proposed changes for effect on construction schedule, on completion date, and effect on other- contracts of project 1) Maintenance of quality standards in) Pending changes and substitutions n) Other business C. Minutes of Meetings: Contractor shall take notes at pre- construction and progress meetings and distribute there to those concerned in the form of minutes within four (4) calendar days after meeting. . SURVEYS, MEASUREMENTS AND LAYOUTS A. General: The City will provide property surveys. The Contractor shall be responsible for all control point staking as required. T`he Contractor's responsibility for verifying conditions is defined in the Standard General Conditions. EXHIBIT 4 B. Surveys. Measurements, and Layout of the Work: The Conti -actor will establish from survey information on drawings all lines, grades, and levels and will be responsible for maintenance and accuracy thereof. 4. MISCELLANEOUS REQUIREMENTS A. Additional safety precautions shall be instituted by the awarded contractor, as the work environment will be in all area where citizens and employees may be present, and work safety must be coordinated with tile owner. B. The Contractor shall be responsible for all spoil removals, and any excess soil that will require removal. C. It is understood that tile basis for payment on the work to be done according to tile final plans and specifications shall be a 11.1111J) SUrn fee as set forth in Contractor's submission. Any quantity estimates supplied by Designer or City are intended only as a wide to the respondent. Respondent is responsible for making his own quantity estimates and pricing from his own examination of tile work to be done. D, A schedule of Respondent's Quantities and Unit Prices is to be filled out as a part of this solicitation. Extensions of units and unit prices must total Lip correctly, C. STANDARD PURCHASE TERMS AND CONDITIONS FOR CIVIL ENGINEERED CONSTRUCTION SERVICES SPECIFICATIONS This project shall be constructed by utilizing the October 2004 edition of tile North Central Texas Council of Government's Standard Specifications for Pjiblic Works Construction (NCTCOG, -hereafterj. Any permissible deviation fi-om those specifications shall be noted either in the General Provisions, Special Contract Requirements and line Item Definitions, City of Denton Amendments to NCTCOG Specifications, or the Construction Plans. LOCATION OF PROJECT This improvement project is totally located within tile city limits or extra territorial jurisdiction of the City ol'Denton, Texas. A map showing the general location of the improvements is included in the plans. SCOPE OF WORK The work to be performed under this contract consists of furnishing all materials, labor, supervision, tools and eqUipment necessary for the construction of street, drainage, and landscaping improvements as described ill these specifications and the plans. CONTRACTOWSINSURANCE Contractors shall refer to Attachment A for all City of Denton insurance requirements, PROPERTY INSURANCE Contractors shall refer to Attachment A for all City of Denton insurance requirements. `UMBIZELLA' LIABILITY INSURANCE EXHIBIT 4 Contractors shall refer to Attachment A for all City of Denton insurance requirements. POLICY ENDORSEMENTS AND SPECIAL CONDITIONS Contractors shall refer to Attachment A for all City of Denton insurance requirements. PERFORMANCE AND PAYMENT BONDS (a) Subject to the provisions of these general conditions and the NCTCOG specifications, the Contractor shall, with the execution and delivery of the Construction Services Agreement, furnish and file with the Owner- in the amounts required in this Paragraph, the surety bonds described in Clauses (a.)(]) and (a)(2) below, which surety bonds shall be in accordance with the Charter of the City of Denton and the provisions of Chapter 2253, Texas Government Code, as amended; each bond shall be signed by the Contractor, as Principal, and by ail established bonding company, as surety, meeting the requirements of these general provisions and the NCTCOG specifications, and approved by the Owner. The surety bonds shall be accompanied by an appropriate Power -of - Attorney clearly establishing the. extent and limitations of the authority of each signer to so sign: (1) Performance Bond, The Contractor shall have on file with the City of Denton, Texas, before execution of the contract a good and sufficient performance bond with ail approved surety in ail amount equal to one -hundred (100) percent of the total cost of this project, guaranteeing that the workmanship and materials furnished under these specifications and used in all parts of said improvements are in all respects first class and of such kind and quality that for a period of two (2) years from the completion and final acceptance thereof by thesaid City of Denton, the improvements shall require no repairs, the necessity for which shall be occasioned by defects in said workmanship or material. If., however, during the said period, in the opinion of the Mayor and City Council, the said improvements or associated Structures and equipment shall require repairs and the necessity for such repairs, shall, in their opinion, be occasioned by defective workmanship or materials furnished in the construction of ally pall thereof or ally of the accessories thereto, built by this Contractor, then such repairs, on due notice being given at any time durinfy said period, by the City, to the Contractor, shall promptly be made by the Contractor in the following manner: Upon notice from the City, served at any time during the period of said guarantee, the Conti -actor shall at his own expense take out and remove all Worn Out, inferior or defective materials found in the improvements as shown on the plans or any other part of the improvements or accessories thereto, and good acceptable materials shall be substituted therefore, including any materials that have become injured, or have become damaged by reason of their being in close proximity to such imperfect material or workmanship, the Contractor shall take up, repair and/or replace all improvements as shown on plans, that have become defective if found to be so during the term of said guarantee. Final determination will be made by the Owner's Representative. Should the Contractor fail to make SLICII repairs as are deemed necessary, written notice to make the repairs shall be given by the City to the Contractor- and the Surety. If said Contractor or Surety shall fall or neglect for a period of tell (10) days to make such necessary repairs as herein provided, then the City shall have the right with or without further notice, to proceed to make such repairs or cause the same to be done either by contract or otherwise at its option and to pay for the cost of such repairs. Emergency repairs to improvements may be required due to extreme weatlici-,f,iult3imaterials, or- any other- cause. When the public safety is jeopardized, the City of Denton may deem the situation all emergency. At this time, the Contractor shall have 4 hours notification by televhone to complete the repairs or the City may complete the work itself. If such cost of repairs so made shall not be paid by the said Contractor or Surety LIP011 receipt of Notice of the amount thereof, the said City shall have the right of action on the EXHIBIT 4 Performance Bond,, or in case the said repairs shall not actually be made by the City after SLICII failure oil the part of the Contractor or Surety, the City shall have the right to ascertain and determine the costs of such repairs and to maintain all action against the said Contractor C, or Surety, or both tinder said bond, to recover the amount so determined in any court of competent jurisdiction, and the amount so determined shall be conclusive upon the Contractor and Surety in any action upon said bond. (2) Payment Bond. A good and sufficient bond in all amount equal to 100% of the total Contract Sunt, guaranteeing the full and prompt payment of all claimants Supplying labor or materials in the prosecution of the Work provided for in the Contract Documents and any Amendments thereto, and for the use and protection of each claimant. (b) If the Contract Sum, including Owner -accepted alternates and allowances, if any, is greater than $ 100,000, Performance in 100% of tile Contract Sum are mandatory and shall be provided by the Contractor. If the Contract Sum is greater than $50,000 but less than or equal to $100,000, only a Payment Bond in 100% of the Contract amount is mandatory; provided, however, that the Contractor may elect to furnish a Performance Bond in the same amount if the Contractor so, chooses. If tile Contract Surat is less than or equal to $25,000 , the Contractor may elect not to provide Performance and Payment Bonds, provided that in such event, no money will be paid to the Contractor until final completion and acceptance of all work by Owner. It' the Contractor elects to provide Performance and Payment Bonds 100% of the total Contract Sum, progress payments in accordance with these General Conditions shall be disbursed. (c) No Surety will be accepted by the Owner- who is now in default or delinquent oil any bonds or who is a party to any litigation against the Owner. All bonds shall be made and executed oil the Owner's standard forms, shall be approved by the Owner, and shall be executed by not less than one corporate surety that is authorized and admitted to do business in the State of Texas, is licensed by tile State of Texas to issue surety bonds, is listed in the most current United States Department of the Treasury List of Acceptable Sureties, and is otherwise acceptable to the Owner. Each bond shall be executed by the Contractor and the surety, and shall specify that legal venue for enforcement of each bond shall lie exclusively in Denton County, Texas. Each surety shall designate all agent resident in Denton County, Texas to whom any requisite statutory notices may be delivered and on whom service of process may be had in matters arising out of the Suretyship. (c) The person or persons, pailuership, company, firm, Limited Liability Company, association, corporation, or other business entity to whom the Contract is awarded shall, within tell (10) days after Such award, sign the required Contract with the Owner and provide the necessary surety, bonds and evidence of insurance as required under the Contract Documents. No Contract shall be binding oil the Owner until it has been approved as to form by the City Attorney, executed for the Owner by the City Manager, the performance and payment bonds and evidence Of insurance have been furnished as required by the Contract Documents, and the fully executed contract has been delivered to the Contractor. (d) The failure of the Contractor to execute the Contract or deliver the required statutory bonds and evidence of insurance within ten (10) days after the Contract is awarded or as soon thereafter as the Owner can assemble and deliver tile Conti -act shall constitute a material breach of tile Contractor's bid proposal and the Owner may rescind the Contract award and collect or retain the proceeds of the bid seCUr1tv. By reason of the uncertainty of the market prices or materials and labor-, and it being impracticable and difficult to determine accurately the amount of damages Occurring to the Owner by reason of the Contractor's failure to execute and furnish tile statutory bonds and to sign the Contract within tell (10) days, the filing of a bid proposal with the accompanying bid security will be considered as all acceptance of this sub -paragraph. In tile event the Owner should re -advertise for bids, the defaulting Contractor shall not be eligible to bid, and EXHIBIT 4 the lowest responsible bid obtained in the re -advertisement shall be the bid referred to in this Paragraph. TIME ALLOTTED FOR COMPLETION The number of days for this proJect to complete the project shall be noted in the exhibits or provided by the respondent. The Contractor is lierinitted to work every weekday which is not a Federal.. State or Local holiday ftorn 7:00 am to 6:00 pm. Work requiring City inspection oversight must be restricted to the hours between 8:00 am to 5:00 pill unless arrangements are made Nvith the City beforehand. The Contractor will not be allowed to work oil Saturdays unless prior arrangements are made with the City. The Contractor will not be allowed to prosecute the work on Sundays without written permission by the City due to the noise ordinance. Exceptions to the noise ordinance require approval by City Council and will require careful coordination and planning between the Contractor and City. A Work Order shall be submitted by the City to the Contractor prior to the beginning of construction. The Work Order shall consist of a written request by the Owner's Representative for the Contractor to proceed with the construction of the project. Tile Work Order shall specify the starting and ending date of the project construction. The City may set the starting date of the project construction at any date Subsequent to the Work Order notification, The Work Order will be issued upon receipt of the executed contract and surety bonds from the Contractor. The Contractor will be required to execute the contract and furnish the surety bonds within 10 business days of receipt of the approved City Contract per NCTCOG Item 103.5. Failure to complete the work- within the allotted time shall make the Contractor liable for liquidated damages at the daily rate specified per NCTCOG Item 108.8. The amount of liquidated damages shall be for each calendar day over the original or extended prcject end date. The City reserves the right to deduct monies due to the Contractor in the amount of the liquidated damages incurred oil the project as per terms of NCTCOG Item 108.8 at a minimum. Actual, documented damages provided by the City which are greater than the rnimi-nuin amounts Shown shall govern. Assessment of liquidated damages by the City shall not constitute a waiver of the City's right to sue and collect additional damages which the City rriay sustain by the failure of the Contractor to perform in accordance with tile terms of its Contract. The City will be the sole judge as to whether extensions of the Contract Time will be issued. The Contractor must Submit extensions for time in writing within fourteen (14) days of the alleged delay per NCTCOG Item 108.8. Failure to do so will automatically render any claim for extension null and void. Normal weather related delays (e.g. rain) will be considered sufficient grounds for extension of time for projects defined by work days but not for projects defined by calendar days. MANUFACTURER'S INFORMATION The Contractor shall Submit five (5) copies of information to the City fi-orn all manufacturers for materials and equipment to be used on the project. This infiorrilation shall include: (A) Product specifications Sufficient to allow the City to determine whether tile materials and equipment conform to the design concepts and project specifications. (13) Information oil all warranties provided by the manufacturer. All submittals shall be stamped by the manufacturer indicating that the manufacturer has checked the Submittal for compliance with tile specifications. Unstarnped or certified submittals shall be returned to the Manufacturer unprocessed. Submittals shall be provided to the City prior to or at the preconstruction meeting. Construction will not be allowed to proceed until all Submittals have been approved or a written waiver is given by the City. EXHIBIT 4 SAFETY OF PERSONS AND PROPERTY (a) 'File Contractor shall take reasonable precautions for safety of, and shall provide reasonable protection to prevent damage, injury or loss to: (1 1) employees oil the Work and other persons who may be affected thereby; (2) the Work and materials and equipment to be incorporated therein, whether in storage on or off the site, under care, custody or control of the Contractor or the Contractor's Subcontractors or Sub -subcontractors, and (3) other property at the site or adjacent thereto, Such as trees, shrubs, lawns, walks, pavements, roadways, structures and utilities not designated for removal, relocation or replacement in the course of construction. (b) The Contractor shall give notices and comply with applicable laws, ordinances, rules, regulations and lawful orders Of public authorities bearing on safety of persons or property or their protection from damage, Injury or loss. (c) The Contractor shall erect and maintain, as required by existing conditions and performance of the Contract, reasonable safeguards for safety and protection, including posting danger signs and L� other warnings against hazards, promulgating safety regulations and notifying owners and users of adjacent sites and utilities. (d) When use or storage of explosives or other hazardous materials or equipment or unusual methods are necessary for execution of the Work, the Contractor shall exercise utmost care and carry oil such activities under supervision of properly qualified personnel, (e) USE OF EXPLOSIVES - CLAIMS AND TOTAL INDEMNIFICATION. The Owner shall have the right to pre -approve the use of any explosives oil the Project: the Contractor shall not assurne L_ in its bid that permission to use explosives will be granted. The Owner shall NOT be liable for any claim for additional time or compensation as a result of the Owner's denial of permission to use explosives. Where use of explosives is permitted by the Owner, the Contractor EXPRESSLY AGREES TO BE SOLELY RESPONSIBLE for the determination as to whether explosives shall actually be used, and for any result from the use, handling or storage of explosives, and shall INDEMNIFY, DEFEND AND HOLD COMPLETELY HARMLESS the Owner, its officers, agents and employees, and the Engineer against any and all claims, lawsuits, judgments, costs or expenses for personal injury (including death), property damage or other harm I' r which recovery of darnages is sought, suffered by any person or persons, as the result of the use, handling or storage of the explosives by the Contractor, or any Subcontractor, REGARDLESS OF WHETHER SAID USE, H.ANDI...ING OR STORAGE WAS NEGLIGENT OR NOT, AND REGARDLESS OF WHETHER THE DAMAGE OR INJURY WAS CONTRIBUTED TO IN ANY WAY BY THE NEGLIGENCE OR FAULT OF THE OWNER, ITS OFFICERS, AGENTS, EMPLOYEES, OR REPRESENTATIVES, OR THE ENGINEER AND ITS OFFICERS, AGENTS. EMPLOYEES, OR REPRESENTATIVES. In the event of conflict with any other indemnity paragraph in this Contract, this paragraph controls. This indemnity paragraph is intended solely for tile benefit of the parties to this Contract and is not intended to create or grant any rights, contractual or otherwise, to or for any other person or entity. Tile Conti -actor shall furnish the Owner and the Engineer with evidence of insurance sufficient to cover possible damage or injury, which insurance shall either include the Owner and the Engineer as additional insureds or be sufficiently broad in coverage as to fully protect the Owner and the Engineer. All explosives shall be stored in a safe and secure manner, under the care of a competent watchman at all times, and all storage places shall be marked clearly "DANGEROUS -EXPLOSIVES." The method of storing and handling explosives and highly flammable materials shall conform to Federal and State laws, City of Denton ordinances, and the City of Denton Fire Department EXHIBIT 4 regulations. The Contractor shall notify any telecommunications and public utility company and any private property owners having structures in the proximity of the PrQject Site of the Contractor's intention to use explosives, and such notice shall be given sufficiently in advance to enable tile telecommunications and public Utility' companies and private property owners to take such steps as they may deem necessary to protect their property from injury. The notice shall not relieve the Contractor of damage any responsibility for resulting from all I -- y blasting operations. (1) The Contractor shall promptly remedy damage and loss (other than darnage or loss insured under property insurance required by the Contract Documents) to property referred to in this section caused in whole or in part by the Contractor, a Subcontractor, or anyone directly or indirectly employed by any of them, or by anyone for whose acts they may be liable and for which the Contractor is responsible under clauses under this section, except damage or loss attributable to acts or omissions of the Owner or Enoineer or anyone directly or indirectly employed by either of them, or by anyone for whose acts either of them may be liable, and not attributable to the fault or negligence of the Contractor or any of its Subcontractors. Tile foregoing obligations of the Contractor are in addition to the Contractors obligations within this general provisions and the NCTCOG specifications. To tile extent that any such damage or loss may be covered by property insurance or other insurance required by the Contract Documents, the Owner and the Contractor shall exercise their best efforts to make a claim and obtain recovery from the insurers to provide for the cost, in whole or in part, of the repair- work or to provide for reimbursement for such damage or loss. (g) The Contractor shall designate a responsible member of the Contractor's organization at the site whose duty shall be the prevention of accidents. This person shall be the Contractor's Superintendent unless otherwise designated by the Contractor in writing to the Owner and Engineer. (it) The Contractor shall not load or permit any part of the Work or the Project site to be loaded so as to endanger its safety. EMERGENCIES In an emergency affecting safety, health, or security of persons or property, the Contractor shall act, at the Contractor's discretion, to prevent threatened damage, injIury, or loss. Additional compensation or extension of time claimed by the Contractor on account of art emergency shall be determined as provided in these general provisions and the NCTCOG specifications. PUBLIC CONVENIENCE AND SAFETY (a) The Contractor shall place materials stored about the Work and shall conduct the Work at all times in a manner that causes no greater obstruction to the public than is considered necessary by the Owner. Sidewalks or streets shall not be obstructed, except by special permission of the Owner. The materials excavated and the construction materials or plant used in the performance of the Work shall be placed in a manner that does not endanger the Work or prevent free access to all fire hydrants, water mains and appurtenances, water valves, gas valves, manholes for the telephone, telegraph signal or electric conduits, wastewater mains, and appurtenances, and fire alarm or police call boxes in the vicinity. (b) The Owner reserves the right to remedy any neglect oil the part of the Contractor in regard to public convenience and safety which may come to the Owner's attention, after twenty-four (24) hours' notice in writing to the Contractor. In case of an emergency, the Owner shall have the right to immediately remedy any neglect without notice. In either case, the cost of any work done by the Owner to remedy the Contractor's neglect shall be deducted from the Contract Suer. The Contractor shall notify the City Traffic Control Department when any street is to be closed or obstructed. The notice shall, in the case of major thoroughfares or Street upon Which EXHIBIT 4 transit lines operate, be forty-eight (48) hours in advance. The Owner reserves the right to postpone or prohibit any Closure or obstruction of any streets or thoroughfares to the extent necessary for the safety and benefit of the traveling public. The Contractor shall, when directed 7 by the Engineer or the Owner, keel) any street or streets in condition for unobstructed use by City departments. When the Contractor is required to construct temporary bridges or make other arrangements for crossing over ditches or around structures, the Contractor's responsibility for accidents shall include the roadway approaches as well as the crossing Structures. BARRICADES, LIGHTS, DETOUR ROUTES, AND SIGNS The Contractor shall, at his own cost and expense, furnish and erect such barricades, fences, flashers, signals, and signs, and shall provide Such other precautionary measures for the protection of persons and property as are necessary. Safety to tile working forces and the general public shall be Of Uppermost I 4_7 consideration in scheduling all construction activities. In all instances, refer to the Contract Plans, Drawings. and Technical Specification, located within the exhibits. All signs and barricades shall be constructed and erected to conforni to standards as established in the latest edition of the Manual on Uniform Traffic Control Devices. From Sunset to sunrise. the Contractor shall furnish and maintain at least one battery type flasher at each barricade and a sufficient number of barricades shall be erected to keep vehicles or, pedestrians from entering hazardous work areas during construction. The Contractor will be held responsible for all damages to the work due to failure of the barricades, signs, lights, and watchmen required to protect tile, work area. The Contractor's responsibility for the protection of the work shall not cease until the project has been accepted by the City. If, in the opinion of the Owner's Representative or his duly authorized representative, the barricades and signs installed by the Contractor do not properly protect tile, work area, the Contractor shall immediately cease all other work activities and correct the deficiency in proper barricading. The Contractor shall provide ail ultimate effort toward safe and smooth flow of traffic during work hours. Flagmen shall have standard reflective vests and flags as minimum equipment. Flagmen shall also be knowledgeable as to the correct procedures for flagging and shall be aware of traffic patterns and traffic needs. All broken, damaged, or ineffective barricades or signs shall be removed from the pro.ject and replaced within two (2) hours after notification by the Owner or his designated representative. No work will be allowed to begin prior to proper placement of all barricades and signs. I The Contractor shall designate a person who will be in charge of all barricades and signs. This person shall be knowledgeable of all current regulations of law regarding proper procedures for barricading, in construction areas. All detours, closures, partial Closures,, or other construction activities that require a major displacement of traffic shall require a one week advanced notice so tha( the City can communicate this information to the public. A barricading meeting will be held by the City with tile Conti -actor's superintendent, the person in L charge of the barricades, and the foreman in charge of the particular construction to be done. I-'-NVIRONMrLNTAL COMPLIANCE EXHIBIT 4 (a) The Contractor and its Subcontractors are deemed to have rnade themselves familiar with and at all times shall comply with all applicable federal, state or local laws, rules, regulations, ordinances, and rules of common law now in effect (including any amendments now in effect), relating to the environment., Hazardous Substances or exposure to Hazardous Substances, including but not firnited to the Comprehensive Environmental Response, Compensation and Liability Act of 1980, 42 U.S.C.A. §§ 9601, et seq.- the Hazardous Materials Transportation Act, 49 U.S.C.A. §§ 1801, et seq.-, the Resource seq.; and Recovery Act of 1976, 42 U.S.C.A. §§ 6901, et seq.-- the Federal Water Pollution Control Act, 33 U.S.C.A §§ 1201, et seq.; the `Toxic Substances Control Act, 15 U.S.C.A. §§ 2601, et seq.; tile Clean Air Act, 42 U.S.C.A. §§ 7401, et seq.; the Safe Drinking Water Act, 42 U.S.C.A. 3808, et seq., and any current judicial or administrative interpretation of these laws, rules, regulations, ordinances, or rules of common law, including but not limited to any judicial or administrative order, consent decree, or judgment affecting the Project. (b) Ill the event the Contractor encounters our the site materials reasonably believed to be a IJazardous Substance that have not been rendered harrilless, and removal of such materials is not a part of the scope of Work required under the Contract DoCUIllentS, the Contractor shall immediately stop Work in the affected area and report in writing the facts Of Such encounter to the Engineer and the Owner. Work in the affected area shall not thereafter be resumed except by written order of the Owner unless and until the material is determined not to be a Hazardous Substance or the Hazardous Substance is reniediated. The Owner may choose to remediate the Hazardous Substance with a separate contractor or through a Change Order with the Contractor. If the Owner determines that the Hazardous Substance exists in the affected area due to the fault or negligence of the Contractor or ally of its Subcontractors, the Contractor shall be responsible for remediating the condition at the sole expense of the Contractor in accordance with the Contractor's APPROVED Spill Remediation Plan. Ali extension of the CotractTime for any delay in the progress schedule caused as a result of the discovery and remediation of a Hazardous Substance may be granted by the Owner only if all L, remaining Work on the Prcjcct must be suspended and the delay cannot be made up elsewhere in the progress schedule. Any request for all extension of the Contract Tirne related to the discovery and remediation of a hazardous Substance is subject to the provisions of Paragraph 4.3 and Article 8. (c) The Contractor shall be responsible for identification, abatement, cleanup, control, removal, reinediation, and disposal of any Hazardous Substance brought into or upon the site by the Contractor or any Subcontractor or Supplier. The Contractor shall obtain any and all permits necessary for the legal and proper handling, transportation, and disposal of the Ilazardous Substance and shall, prior to undertaking any abatement. cleanup, control, removal, remediation, and disposal, notify tile Owner and the Owners Representative so that they may observe the activities; provided, however, that it shall be the Contractor's sole responsibility to comply with all applicable laws, rules, regulations, or ordinances governing the activities. (d) Spill Prevention Plan. At least seventy-two (72) hours prior to commencing performance of any of the Work at the Prcject site.. the Contractor shall submit to the Owner for review and approval a Spill Prevention and Response Plan (SPRP) meeting the requirements of federal and state law, rules., and regulations. The SPRP shall be specially designed for the Contractor's planned work methods and procedures. The SPRP shall be designed to complement all applicable safety standards, fire prevention regulations, and pollution prevention policies and procedures. The SPRP shall Include estimates of the quantity and rate Of flow Should equipment fail, and detail containment or diversionary structures to prevent spills frorn leaving the site or migrating into adjacent properties or navigable waters, The SPRP shall include methods of recovery of spilled materials and all applicable tNventy-four (24) hour emergency phone numbers, including without limitation that of the Owner's Project Manager or other designated representative. The Contractor shall not commence any field EXHIBIT 4 work prior to approval of such plan by the O%Niier. Tile folloNving additional rules shall apply with respect to spills caused by the Contractor or a Subcontractor: 1) The Contractor shall immediately report any spill or release at the Project site, whether or not it is associated with this Contract, to the Owner's Project Manager or other designated representative. Thereafter, within two (2) working days after the occurrence of L, such event, the Contractor shall submit a written report describing such event in a degree of detail reasonably acceptable to the Owner, (2) The Contractor shall immediately respond in accordance with tile SPRP in the event of a spill. (3) The Contractor shall dispose of spilled materials in accordance with EPA and Texas Commission on Environmental Quality (TCEQ) regulations and ally other applicable federal, state, or local laws, rules, or regulations. In connection with such disposals, the Conti -actor shall use only those transporters and disposal facilities that are approved in advance in writing, by the Owner. A copy of all transport manifests for the spilled materials shall be obtained and retained in the Contractor's records for reference purposes, to be provided upon request of the Engineer, the Owner, or any governmental regulatory agency withJurisdiction over the matter. ALL COSTS OF COLLECTION, CONTAINMENT, AND DISPOSAL OF SPILLED MATERIALS SHALL BE THE SOLE RESPONSIBILITY OF THE CONTRACTOR. (4) For purposes of this Subparagraph (e), the term "spill" includes ally kind of environmental discharge or release. (e) Clean Air Management Plan. Tile Contractor shall comply with the Clean Air Management Plan submitted to and approved by the Owner during tile contractor selection process. The Owner reserves tile right, at the Contractor's sole expense, to require the removal or retrofitting, of any equipment used in the course of construction that does not comply with the Plan Submitted to and approved by the Owner. (f) The Contractor shall deposit surplus or waste excavation or other materials removed as part of the Work at a legal disposal site in accordance with all applicable state, federal, and local laws, rules, regulations, and ordinances, "file Contractor shall submit to the Owner for review and approval all planned disposal sites or proposed uses for tile surplus or waste excavation or other materials prior to removal of any excavation or other material from the Project site. A copy of all transport manifests for surplus or waste excavation or other materials shall be obtained and retained in tile Contractor's records for reference purposes, to be provided upon request to the Engineer, the Owner, or any governmental regulatory agency with jurisdiction over the matter. (g) The Contractor is responsible for obtaining all TXPDES Storm Water Pen -nits froin TCEQ for construction of the Project under regulations contained in 40 CFR Part 122, as amended., pursuant to the Clean Water Act, 33 US.C.A. §§1251 et seq. These regulations require tile filing of a notice of intent to obtain and abide by the general storm water permit for Construction activities promulgated by EPA, including but not limited to cleaning, grading, and excavation that disturb the applicable amount of total land area. In addition, tile Contractor shall comply with all regulations of the Owner relating to storm water and storm water runoff management at the Project site pursuant to Chapter 19, Article IX, Denton City Code,, as amended. (it) The Contractor shall not install any materials in the performance of the Work that contain asbestos or asbestos-related material such as hydrated mineral silicate, including chrysolite, aniosite, crocidolite.. tremolite, anthophylite or actinolite, whether friable or non -friable. EXHIBIT 4 (i) The Owner reserves the right in its sole option to exercise the following remedies (Without waiving the right to pursue the imposition of any civil or criminal fines or penalties that may be imposed under state., federal, or local laws or ordinances), at no additional cost to the Owner and without an extension of the Contract Time, in the event the Contractor fails or refuses after seven (7) days advance written notice from the Owner to comply with the provisions of this Paragraph, the terms of the SP,RP, the terms of the Clean Air Management Plan, any storm water permit or other environmental permit issued in connection with the Work, or any applicable environmental law, rule, regulation, or ordinance: (1) suspend all or any portion of the Work until the noncompliance is corrected, or until a detailed plan to achieve compliance within a reasonably prompt period of time is prepared by the Contractor and approved by the ONvuer-, (2) if the Contractor fails to properly address the noncompliance within the time stipulated by the Owner, perform the necessary remediation or correction work and backcharge the Contractor for the cost of the remediation or correction; or (3) terminate the Contract for Cause as provided in the general provisions and NCTCOG specifications. SUPPORT SYSTEMS INSPECTOR All contractors involved in excavations as defined in the most current OSHA Occupational Safety and Health Standards for excavations must submit a notarized affidavit prior to award of the bid showing the name of the Support System inspector. The affidavit must include a statement that the named individual is a competent person as defined in the OSHA regulations related to excavations. In order to be a competent person." one must have had specific training in, and be knowledgeable about soil analysis, the use of protective systems, and the OSHA regulations on excavations. WATER. FOR CONSTRUCTION Water used for any uses including sprinkling, testing, and flushing of pipelines, or any other purpose incidental to this project, will be the responsibility of the Contractor. The Contractor may obtain the water frorn any source, including the City of Denton. In the event that the Contractor obtains the water from the City, the Contractor shall make the necessary arrangements for securing and transporting such water and shall take Such water in such a manner and at such times that will not produce a harmful drain or decrease of pressure in the City's water system. Tile Contractor shall make a rrange tile tits with the City to provide the water required and the Contractor shall pay for the water at the prevailing rate. ZD STAKING LINES AND GRADE The Contractor shall furnish control staking for all alignments, grades and elevations which the Contractor may need to complete this project. The Contractor- shall protect and maintain the control staking. Any Survey stakes or markers that are disturbed by the Contractor shall be replaced by the Contractor immediately at the Contractor's expense. The Contractor shall furnish suitable material, labor and expertise to erect and maintain adequate working stakes, barter boards, or laser equipment for construction as the job progresses. U S. POSTAL MAILBOXES The Contractor shall be fully responsible for maintaining and protecting all existing U.S. Postal mailboxes during the construction period. Postal mail delivery must be maintained oil a daily basis to all postal delivery points within the project area. For projects that require a section of road to be completely closed to traffic, the mailboxes shall be relocated to a nearby street corner where they shall be placed for EXHIBIT 4 temporary delivery service. Tile Contractor shall relocate the boxes working in cooperation with the Postal Director and tlae City. Following the completion of the work, the Contractor shall restore all postal boxes to their previous locations or as close as is possible. Because of the legal significance of the postal delivery service.. the Contractor shall consider this responsibility as a first priority. Mailboxes shall be placed 4" above the ground and located directly behind the hack: of the curb. both measurements shall be the front lower face of the mailbox. FOREMAN DESIGNATION REOLIIRE Ml=NTS Tile Contractor shall designate in writing a foreman for the project at the preconstruction meeting. This foreman shall make every effort to cooperate with the City Inspector and shall not be an equipment operator at any time unless authorized in writing by the City. Corarraaunications and work methods shall be established early and maintained throughout the project at satisfactory levels for both parties. MATERIAL SAMPLING AND TESTING Unless othet-rvise stipulated in the contract documents, initial testing of all materials, construction items or products incorporated in the work shall be performed at the direction of the Owner's Representative and expense of the City. including initial compaction and density tests deemed necessary. In the event materials, construction items or products incorporated in the work fail to satisfy the naininmrn requirements of the initial test, appropriate prove -out test shall be made as directed by the Owner's Representative to determine the extent of the failure and to verify that the corrective measures have brought the item rip to specification requirements. The cost of all testing necessary to determine the extent of the failure and the adequacy of the corrective measures shall be the responsibility of tlae Contractor.. Tile 'failure of the Owner's Representative to direct. or City to make any tests of materials shall in no way relieve the Contractor of his responsibility of furnishing materials conforming to the contract documents. Tests, unless otherwise specified, shall be made in accordance with the latest methods of the American Society for Testing and Materials. 'Tile Contractor shall provide such facilities as the Owner's Representative or City' may require for collecting and forwarding samples and shall not use the materials represented by the samples until tests have been made. The Contractor shall furnish adequate samples without charge. The inspections and tests rnade by the. City shall ordinarily be made without cost to the Contractor unless otherwise expressly specified in the contract documents. The Contractor shall furnish without additional cost to the Owner's Representative or City such materials for testing as may be reasonably necessary. Retesting after failure to pass tests shall be at the expense of the Contractor. Should the percentage of rejected material or equipment be unreasonably lame, the additional cost of such inspection and tests resulting therefrom shall be borne by the Contractor. `Tire Owner's Representative shall judge what is considered extra inspection and shall determine the additional cost incurred thereby and payable by the Contractor. SCOPE OF WORD CHANGES Changes in the scope of work for the project shall be handled in accordance with the provisions of Itern 104 of the NCTCOt_a specifications. WORKING AREA Tire Contractor- shall confine its equipment, storage of materials and construction operations to the public right-of-way and easements shown ora the plans or described in tlae specifications. Storage of equipment and materials shall not restrict tlae public use of right-of-way or easements unless specifically approved by EXHIBIT 4 the City. The Contractor shall not have exclusive right to the working area, as it must accommodate other contractors or City forces which may utilize the same area far other construction activities. RESTORATION OF PROPERTY The Contractor is responsible for restoring public or, private property darnaged by its construction activities to a condition as good as or better than the condition prior to construction. This provision applies specifically., but not exclusively, to existing concrete or asphalt pavement, concrete sidewalk, concrete curb and gutter, concrete drainage Structures, utilities, fencing, structures, and landscaping that are within the work zone but that are not required to be removed in order to install the improvements called for on the plans. Cost for this restoration shall be borne solely by the Contractor. Failure to restore the damaged property by the Contractor maybe cause for the City to restore the property on its own and then deduct the restoration cost from the monies owed the Contractor per NCTCOG Itern 107,26. LETTERS OF RELEASE A Letter of Release from each property owner affected by the project is required prior to acceptance of any public improvement, particularly when the Contractor has performed work outside of City right-of- way or public easements. The letter should state that the owner finds the restoration of tile property acceptable. 1"he Contractor will be held responsible for restoring disturbed property to a condition at least equal to the condition that existed prior to construction. The Contractor will not be held responsible for repairing prior damage or for excessive or unreasonable requests of the property owner, Whether a property owner's request is reasonable or not will be determined by tile Owner's Representative. PARTIAL PAYMENTS/PROGRESS PAYMENTS Partial payments will be made within thirty (30) days of receipt of an undisputed invoice and acceptance of work performed. Only complete and in place iterns will be paid for and no payment will be made for materials oil [land (disregard that line item oil the invoice submittal form). A five percent (5%) retainage will be held by the City, calculated using the total work complete to date of the partial payment. Workday or calendar day Counts for each month should be agreed oil before being submitted oil the partial estimate. Counts will be considered final when processed for- payment, (a) After the Owner's Representative has issued a Certificate for Payment, tile Owner shall make payment in tile manner and within the time provided in the Contract Documents, and shall so notify the Engineer, if applicable. The Owner shall not be liable for interest oil any late or delayed progress payment or final payment caused by any clairn or dispute, any discrepancy in quantities, any failure to provide supporting documentation or other- information required with tile Application for Payment or as a precondition to payment under the Contract DOCLUrrents, or due to any payment the Owner- or, the Owner's Representative has a right to withhold or not certify under the Contract Documents, Notwithstanding the foregoing, the Owner may refuse to make payment on any Certificate for Payment (including, without limitation, the final Certificate for Payment) for any default under the Contract Documents, including but not limited to those defaults set forth in these general provision and the NCTCOG specifications. Tile Owner shall not be deemed in default by reason of withholding payment while any Contractor default remains uncured. (b) The Contractor shall promptly pay each Subcontractor, upon receipt of payment from the Owner, out of the amount paid to the Contractor on accOUIlt of each Subcontractor's portion of the Work, the aniOU111 to Which said Subcontractor is entitled, reflecting percentages actually retained from payments to the Contractor oil account of such Subcontractors portion of the Work. Tile Contractor shall, by appropriate agreement with each Subcontractor', require each Subcontractor to make payments to Sub -subcontractors in similar manner. (e) The Owner's Representative will, on request, furnish to a Subcontractor, if practicable, information regarding percentages of completion or amounts applied for by the Contractor and EXHIBIT 4 action taken thereon by the Engineer and the Owner oil account of portions of the Work done by Such Subcontractor. (d) Neither the Owner nor the Owner's Representative shall have all obligation to pay or to see to the payment of money to a Subcontractor except as may otherwise be required by law. That obligation belongs to the Contractor or, in tile event of the Contractor's failure to pay a Subcontractor, to the Surety on tile Payment Bond as required. (e) payment to material suppliers shall be treated in a manner similar to that provided in Subparagraphs (b), (c), and (d). above. (f) A Certificate for Payment, a progress payment. or partial or entire use or occupancy of tile Project by the Owner shall not constitute acceptance of Work not performed in accordance with the Contract Documents. OVERTIME CHARGES FOR coNs,rRUCTION INSPECTORS If any person or Contractor doing street, utility or sidewalk construction, excavation, alteration or repair requests and receives necessary inspection by City personnel for such work Outside of normal business hours (8:00 o'clock A.M. to 5:00 o'clock P.M. weekdays and non -holidays) such person or contractor shall be pay charged and one hundred and five dollars ($105.00) per hour (minimum of four (4) hours) foi- Z, l such inspection. The Inspector must be notified at least 24 hours in advance for overtime to be performed on week days and 48 hours in advance for overtime to be performed on weekends or holidays. The City may withhold payment to the Contractor for non-payrnent of overtime charges, FINAL COMPLETION AND FINAL PAYMENT (a) Upon receipt of written notice that the Work is ready for final inspection and acceptance and upon receipt of a final Application for Payment, the Owner's Representative, or the City of Denton Public Works Inspection Department, will promptly make final inspection and, when the listed above representatives finds tile Work acceptable Linder the Contract Documents and the Contract Documents fully performed, the Owner's Representative will promptly Issue a final Certificate for Payment stating that to the best of the Owner's Representative's knowledge, information and belief, and on the basis of the Owner's Representative's observations and inspections, the Work- has been completed in accordance with terms and conditions of the Contract Documents and that the entire balance found to be due the Contractor and noted in said final Certificate is due and payable. The Owner's Representative final Certificate for Payment will constitute a further representation that conditions listed in this section, as a condition precedent to the Contractors being entitled to final payment have been fulfilled, Owner- will normally make final payment within thirty (30) days after Owner's receipt and approval of the final Certificate for Payment. Warranties required by the Conti -act Documents shall commence oil the date of Substantial Completion of tile Work, unless otherwise provided by separate agreement between the Owner and the Conti -actor. (b) Neither final payment nor any remaining retained percentage shall become due until the Contractor- submits to the Owners Representative: (1) all affidavit that payrolls, bills for materials and equipment, and other indebtedness connected with the Work- for which the Owner or the Owner's property might be responsible or encumbered (less amounts withheld by Owner) have been paid or, otherwise satisfied; (2) a certificate evidencing that insurance required by the Contract Documents to remain in force after final payment is currently in effect and will not be cancelled or allowed to expire until at least thirty (30) days prior written notice has been given to the Owner, (3) a written staternent that the Contractor knows of no substantial reason that the insurance will not be renewable to cover the period required by the Contract Documents', EXHIBIT 4 (4) a consent of surety to final payment-, and (5) if required by the Owner, other data establishing payment or satisfaction of obligations, such as receipts, releases and waivers of liens, claims, Security interests or encumbrances arising out of the Conti -act, to the extent and in Stich form as may be designated by the Owner. (c) As a precondition to final payment by the Owner under this Contract, the Contractor's affidavit under Clause (b)(1) shall state that the Contractor has paid each of his subcontractors, laborers or rnaterialmen in full for all labor and materials provided to him for the Work under this Contract. In the event the Contractor has not paid each of his subcontractors, laborers or rnaterialmen in full, the Contractor shall state in the affidavit the amount owed and file name of each subcontractor, laborer or rnaterialmen to whom such payment is owed. IN ANY EVENT, THE CONTRACTOR SHALL BE REQUIRED TO EXECUTE THE OWNER'S STANDARD AFFIDAVIT OF FINAL PAYMENT AND RELEASE AS A PRECONDITION TO RECEIPT OF FINAL PAYMENT. (d) It; after Substantial Completion ofthe Work, final completion of tile Work is materially delayed through no fault of the Contractor or by issuance of Change Orders affecting final completion and the Owner's Representative confirms the delay, the Owner shall, upon application by the Contractor and certification by the Owner's Representative, and without terminating the Contract, make payment of the balance due for that portion of the Work fully completed and accepted. If the remaining balance for Work not full completed or corrected is less than retainage stipulated Z__ y in the Contract Documents, and if bonds have been furnished, the written consent of surety to payment of tile balance due for that portion of the Work fully completed and accepted shall be submitted by the Contractor to the Owner's Representative prior to certification of payment. Payment shall be made under terms and conditions governing final payment, except that it shall not constitute a waiver of claims. (e) The acceptance by the Contractor of the final payment shall operate as and shall be a complete release of the Owner from all claims or liabilities under the Contract, for anything done or furnished or relating to, the Work or the PrQject or for any act or neglect of the Owner relating to or connected with the Work or the Project. DELAYS AND EXTENSIONS OF TIME (a) If the Contractor is delayed at any time in the progress of the Work by an act or neglect of the Owner or Engineer, or of an employee of either, or of a separate contractor employed by the Owner, or by changes ordered in the Work. or by labor disputes, fire, Unusual delay in deliveries, unavoidable casualties or other causes beyond the Contractor's control, or by delay authorized by the Owner pending a claim, or by other causes which the Engineer determines may justify delay, then the Contract Time shall be extended by Change Order for such reasonable time as the Engineer and Owner may determine. (b) Claims relating to Contract Time and time extensions shall be made in accordance with the applicable provisions these general provisions and NCTCOG specifications. (c) No Damages for Delay. NOTWITHSTANDING ANY OTHER PROVISIONS OF THE CONTRACT DOCUMENTS, INCLUDING THE GENERAL CONDITIONS, NO ADJUSTMENT SHALL BE MADE TO THE CONTRACT SUM AND THE CONTRACTOR SHALL NOT BE ENTITLED TO CLAIM OR RECEIVE ANY ADDITIONAL COMPENSATION AS A RESULT OF OR ARISING OUT OF ANY DELAY, HINDRANCE, DISRUPTION, FORCE MAJEURE, IMPACT, OR INTERFERENCE, INTENTIONAL OR UNINTENTIONAL, FORESEEN OR UNFORESEEN, WHICH INCREASES THE TIME TO COMPLETE THE WORK, INCI.,,UDING BUT NOT LIMITED TO ANY DELAYS CAUSED IN WHOLE OR IN PART BY ]'HE ACTS, OMISSIONS, FAILURES, NEGLIGENCE, OR FAULT OF THE OWNER, THE ENGINEER, OR THE OWNER'S REPRESENTATIVE, AN EXHIBIT 4 EXTENSION OF THE CONTRACT TIME UNDER THE CONTRACT PROVISIONS BEING THE CONTRACTOR'S SOLE REMEDY, (d) Tile Owner shall have the right to occupy, without prejudice to the right of either party, any completed or largely completed portions of the structure or Work, notwithstanding the fact that the Conti -act Time for completing all or a portion of the Work may not have expired. Partial occupancy and use shall not be deemed as all acceptance of the Work taken or used. (c) 'file Contractor shall promptly suspend the Work when either tile Contractor or the Owner is ordered to do so by a court order from a court having lawful jurisdiction, and the Contractor will not be entitled to additional compensation by virtue of any delays resulting from the court order. The Contractor will also not be liable to the Owner for a delay caused in fact by tile Work being suspended by a court order. (f) Tile Owner's Representative, with the consent of the Owner, shall have the authority to suspend the Work, in whole or in part, for such period or periods as the Owner's Representative deems necessary due to unusual or severe weather conditions as are considered unfavorable for the suitable prosecution of the Work, or due to failure on the part of the Contractor to correct conditions considered unsafe for workmen or the general public. If it should become necessary to stop the Work for an indefinite period, the Contractor shall store all materials in such a manner that they will not obstruct or lrnpede the public unnecessarily or become darnaged in any way, and shall take every precaution to prevent damage or deterioration of the Work- performed. In cases Of Suspension of the Work under this Subparagraph, the Contractor shall also provide suitable drainage about the Work and erect temporary structures where necessary, The Contractor shall not suspend the Work in whole or in pail without written authority from the Owner's Representative or the Owner, and shall resume the Work promptly when notified by the Owner's Representative or the Owner to resume operations. (g) In the event of a delay that is the responsibility of the Contractor or any of the Subcontractors, for- which orwhich the Contractor is not entitled to a time extension under the provisions of this Contract, the Owner may direct that the Work be accelerated by means of overtime, additional crews or additional shifts, or reseqUencing. This acceleration shall be at no cost to the Owner and will continue until the Contract Time is restored. In the, event of a delay for which the Contractor is entitled to a time extension, as determined by the Owner's Representative, Owner may similarly direct acceleration and tile Contractor agrees to perform same on the basis that the Contractor will be reimbursed only to the extent described in these general provisions and tile NCTCOG specifications. THE CONTRACTOR EXPRESSLY WAIVES ANY OTHER COMPENSATION RESULTING FROM ACCELERATION, SUCH AS LOSS OF LABOR PRODUCTIVITY OR EFFICIENCY. TERMINATION BY TIJE OWNER FOR CAUSE (a) Notwithstanding any other provision of these General Conditions, the Work or any portion of the Work may be terminated immediately by the Owner for any good cause after giving seven (7) days advance written notice and opportUnit)l to cure to the Contractor, including but not limited to the following causes: 1) Failure or refusal of the Contractor to start the Work within ten (10) days after the date of written notice by the Owner to commence the Work. (2) A reasonable belief that the progress of the Work, being made by the Contractor is insufficient to cotiil-.)Iete the Work within the specified tune. (3) Failure or refusal of the Contractor to provide sufficient and proper equipment or construction forces to properly eXeCLIte the Work in a timely manuer. EXHIBIT 4 (4) A reasonable belief that the Contractor has abandoned the Work. (5) A reasonable belief that the Contractor has become insolvent, bankrupt, or otherwise financially unable to carry oil the Work. (6) Failure or refusal oil the part of the Contractor to observe any reqUirements of the Contract Documents or to comply %vitli any written orders given by the Engineer or the Owner as provided for in the Contract Documents. (7) Failure or refusal of the Contractor to promptly make good any defects in materials or workmanship, or any defects of" any nature, the correction of which has been directed in writing by the Owner's Representative. (8) A reasonable belief by the Owner that collusion exists or has occurred for the purpose of illegally procuring the Contract or a Subcontractor, or that a fraud is being perpetrated on the Owner in connection with the construction of Work under the Contract. (9) Repeated and ng flagrant violation of safe working procedures. C, C- (10) The filing by the Contractor of litigation against the Owner prior to completion of the Work. (b) When the Work or any portion of the Work is terminated for any of the causes itemized above or for any other cause except termination for convenience pursuant to these provisions, the Contractor shall, as of the date specified by the Owner, discontinue the Work or portion of the Work as the Owner shall designate, whereupon the surety shal 1, within fifteen ( 15) days after the written notice of termination for cause has been served upon the Contractor and the surety or its authorized agents, assume the obligations of the Contractor for the Work or that portion of the Work which the Owner has ordered the Contractor to discontinue and may - (1) perform the Work with forces employed by the surety; (2) with the written consent of the Owner, tender a replacement contractor to take over and perform the Work, in which event the surety shall be responsible for and pay the amount of any costs required to be incurred for the completion of the Work that are in excess of the amount of funds remaining under the Conti -act as of the time of the termination; or (3) with the written consent of the Owner, tender and pay to the Owner in settlement the arnount of money necessary to finish the balance of uncompleted Work under the Contract, correct existing defective or nonconforming Work, and compensate the Owner for any other loss sustained as a result of Contractor's default. In the event of termination for cause involving Clause (b)(1) or (b)(2), the Surety shall assume the Contractor's place in all respects, and the amount of funds remaining unpaid under the Contract shall be paid by the Owner for all Work performed by the surety or the replacement contractor in accordance with the terms of the Contract Documents, Subject to any rights of the Owner to deduct any costs, damages, or liquidated or actual damages that the Owner may have incurred, including but not limited to additional fees and expenses of the Engineer and attorney's fees, as a result of such termination. (c) The balance of the Contract Surn remaining at the time of the Contractor's default and of the termination shall become due and payable to the surety as the Work progresses, subject to all of the terms, covenants, and conditions of the Contract Documents. If the surety does not, within the time specified in this provisions, exercise its obligation to assume the obligations of EXHIBIT 4 the Contract, or that portion of` the Contract which the Owner has ordered the Contractor to discontinue, then the Owner shall have the power to complete the Work by contract or otherwise. as it may deem necessary. The Contractor agrees that the Owner shall have the right to take possession of or use any or all of the materials, plant. tools, equipment, supplies, and property of every kind provided by the Contractor for the purpose of the Work, and to procure other tools, equipment, labor, and materials for the completion of the Work, and to charge to the account of the Contractor the expenses of completion and labor, materials, tools, equipment, and incidental expenses. Tile expenses incurred by the Owner to complete the Work shall be deducted by the Owner out of the balance of the Contract Surn remaining C, unpaid to or unearned by the Contractor. The Contractor and the surety shall be liable to the Owner for any costs incurred in excess of the balance of the Contract SLI111 for the completion and correction of the Work, and for any other costs, damages, expenses (including but not limited to additional fees of the Engineer and attorney's fees), and liquidated or actual damages Incurred as a result of the termination. (d) The Owner shall not be required to obtain the lowest bid for the Work of completing the Contract as described in these provisions, but the expenses to be deducted from the Contract Surn shall be the actual cost of such Work. In case the Owner's expense is less than the sum which would have been payable under the Contract, if the same had been completed by the Contractor, then the Owner may pay to the Contractor (or the Surety, in tile event of a complete termination for cause) the difference in the cost, provided that the Contractor (or the Surety) shall not be entitled to any claire for damages or for loss of anticipated profits. In case such expenses for completion shall exceed the amount which Would have been payable under - tile Contract if the same had been completed by the Contractor, then the Contractor and his Sureties shall pay the amount of the excess to the Owner on notice from the Owner for excess due. When only a particular part of the Work is being carried on by the Owner by contract or otherwise under the provisions of this Subparagraph, the Contractor shall continue the remainder of the Work in conformity with the terms of the Contract, and in such manner as not to hinder or interfere with the performance of workmen employed and provided by the Owner. (e) The right to terminate this Contract for the convenience of the Owner (including but not limited to nonappropriation of funding) is expressly retained by the Owner. In the event of termination for convenience, the Owner shall deliver at least ten (10) days advance written notice of termination for convenience to the Contractor. Upon the Contractor's receipt of such written notice, the Contractor shall cease the performance of the Work and shall take reasonable and appropriate action to secure and protect the Work in place. Tile Contractor shall then be reimbursed by the Owner in accordance with the terms and provisions of the Contract Documents, not to exceed actual labor costs incurred, materials stored at the Project site or away from the Project site as approved by the Owner but not yet paid 1110r, plus actual, reasonable, and documented termination charges, if any, paid by the Contractor in connection with the Work in place which is completed and in conformance with the Contract Documents to the date of termination For convenience. No amount shall ever be due to the Contractor for lost or anticipated profits. TEMPORARY SUSPENSION OF TI -IE WORK (a) The Work or any portion of the Work may, be temporarily suspended by the Owner immediately upon written notice to the Contractor for any reason, including but not limited to: (1) tile causes described in Termination for Cause Clauses (a)(] ) through (a)(1 0) above; (2) where other provisions in tile, Contract Documents require or permit temporary Suspension of the Work; EXHIBIT 4 (3) situations where the Work is threatened by, contributes to. or carries ail im►nediate threat to public health, safety, or security; or (4) other unforeseen conditions or circumstances. (b) Tile Contractor shall immediately resume the temporarily suspended 'Work when ordered in writing by the Owner- to do so. The Owner shall not under any circumstances be liable for any claim of the Contractor- arising from a temporary suspension clue: to a cause described in Clause (a)(l) above; provided, however, that in the case of a temporary suspension for any of the reasons described under Clauses (a)(2) through (a)(4), where the Contractor is not a contributing cause of the suspension under one of those Clauses or where the provision of the Contract Documents in question specifically provides that the suspension is at no cost to the Owner, the Owner will make an equitable adjustment for the following items, provided that a claire is properly made by tlae Contractor under these General Conditions: (1) ail equitable extension of tlhe Contract Time, not to exceed tlhe actual delay caused by tae te►nporary suspension as determined by the Engineer and the Owner; (2) an equitable adjustment to the Contract Sum for the actual, necessary, and reasonable costs of properly protecting any Work that is finished or partially finished during the period of the ternporary suspension (no profit and overhead shall be allowed on top of these costs); and (3) if it becomes necessary to move equipment from the Project site and then return it to the Project site when the Work is ordered to be resumed, an equitable adjustment to the Contract SUM for the actual, necessary, and reasonable cost of these moves; provided, however, that no adjustment shall be due if the equipment is moved to another Project site of the Owner. WARRANTY FULFILLMENT Prior to the expiration of the specified warranty period provided for in tine Contract Documents, the Owner's Representative will make a detailed inspection of tine Work and will advise the Contractor and the Contractor's Surety, of the items that require correction. The Owner's Representative will make a subsequent inspection and if the corrections have been properly performed, tae Owner's Representative will issue a letter of release on tite maintenance stipulations to tile, Contractor and the Surety. If for any reason the Contractor has not made the required corrections before the expiration of the warranty period, the warranty provisions as provided for in the Contract Documents shall remain in effect until the corrections have been properly performed and a letter of release issued. CITY OF DENTON CONSTRUCTION MANAGEMENT PROCEDURES Preconstruction Meeting A preconstruction meeting is required before any project shall begin in the City of Denton or its .jurisdiction limits. Represented at the meeting, as applicable, shall be A. City of Denton representatives B. Contractor's representatives C. Consulting, Engineers representatives D. Affected utilities ire the construction area represented. This meeting shall consist of reviewing the:: plans with all the representatives present to discuss proposed construction methods and utility adjustment, to discuss project management and administrative procedures and to clear up any doubts about the plans and specifications. The EXHIBIT 4 Contractor will be required to present a proposed project schedule at the meeting. Location of tile meeting shall be at a location designated by the City. Call Jim Mays, City of Denton Parks and Recreation Department , 940 349-7465 for specifics at least 48 hours in advance of the rilecting. For privately funded projects, a inininiurn of three current, Citi•° approved sets of plans shall be provided to the City of Denton at the beginning of the preconstruction meeting by the Consulting Engineer. Il. Plans and Specifications: A current set of City approved plans and specifications shall be in the possession of tile contractor on the first day of the project. These shall be shown to the City. of Denton inspector before any work is allowed to proceed on that project. A legible set of plans shall be retained by the contractor thrOU-11OUt tile project until its completion. Ill. Final Acceptance Procedures and Conditions: I -lie following are to be applied at the discretion of the Owner's Representative to the public improvements being inspected by the Public Works Inspection Department. ]'his is an effort to speed completion of projects to final acceptance which should increase the efficiency of the inspection process being provided. A. Final Acceptance of Street or Sidewalk Improvements I . As -built drawings from the Consulting Engineer 2. Cleanup Of the work site including sweeping the streets or sidewalks in a dust free manner. 3, Asphalt Cores - Depth 4. Concrete breaks all meet specification. 5. Valve boxes & Manholes in street raised to proper elevations and working. 6. All services (water & sewer) stamped on curbs. 7. Revegetation of the work site established to specifications. B. Final Acceptance of Water, Sewer, and Storm Sewer Improvements I As -built drawings from the Consulting Engineer 2. All required tests pass (air, water, bacteriological samples, etc.). Fire hydrants Must be raised to Fnal elevation prior to testing. 3. Cleanup of the work site Including sweeping the streets or sidewalks in a dust free manner. 4. Valves, cleanouts, manholes, and junction boxes accessible and working smoothly. 5. Re -vegetation of the work site established to specifications. 1� INAL ACCEPTANCE PROCEDURES All punch lists shall be considered preliminary unless they are specifically docurnented as the filial punch list, 2. Filial punch lists shall be provided to the: Contractor in person and through the mail by a certified letter. EXHIBIT 4 Contractor shall acknowledge receipt of the final list and discuss at, that time any requirements he feels are not consistent with City of Denton Standard Specifications. Any corrections to the list shall be made at that time or the list shall be considered final. 4. When the final punch list is complete for the entire project, a letter of acceptance will be issued. No deviations shall be allowed unless approved in writing by the Owner's Representative lor the City of Denton. 1. (,,I7')'OFDEIVTOAT,SUR I,'E)'Il�f(j YREMENTS The following are the standard surveying requirements for public improvements with the, City of Denton. Street [nprovenwents Street grades and aligopuent at 50' stations - both sides - or at 25' stations in all vertical curves or horizontal curves. Grades and alignment at all Curb returns for intersections. alleys, and other curb breaks as instructed by City Inspector-. Grades and alignment stakes for streets shall be, separated enough fr(--)Ill utility stakes that the Inspector can easily follow all staking. Maximum offsets shall be 10 feet. Methods of transferrino grades from long offsets (4'- 10') shall be approved by Inspector. Valley gutter grades shall follow the flow line of the curb on each side and shall be constructed with the aid of a string line unless problems develop requiring stakes. All changes to the plans deemed major by the Inspector shall be restaked by the project surveyor. Sewer Lines I . Grade and alignment stakes shall be provided at 50' intervals. 2. Manholes, cleanouts, bends, and any other appurtenance shall be staked before construction begins in that area. 3. Services, shall be staked or centerline of the lot, staked for the service to be placed 5' downstream from the centerline. Existing property pins shall not be used as construction stakes. 4. Staking requirements for changes to the plans and offset limits shall be the same as for streets and water lines. 5. Sewer grades shall be distinctly separated from street grades on any stakes so each improvement call be easily built with no confusion. Water Lines I Alignment stakes shall be provided at 50' intervals. Grade stakes shall be provided at each grade change shown on the plans and at 50' intervals where grades are critical. 2. All service lines shall be staked or the centerline of the lot staked if services are to be located 5' upstream of the centerline. These stakes shall be Put LIP specifically for the services, Property pin stakes left over from preliminai-y staking are not to be used as construction stakes. 3. Valves, bends, fire hydrants, tees, and all other appurtenances to the line shall be staked before construction in that area proceeds. Offsets for alignment are critical, especially for the fire hydrants to keep them Tbehind the back of the curb. The Surveyor shall consult with the Inspector before work begins to establish the appurtenances that do need exact stakes, 4. Any changes to the plans deemed major by the Inspector shall be restaked by the Surveyor, Offset requirements shall be the same as for streets. EXHIBIT 4 Conflicts over SurvevinQ Reauirernents The Contractor is responsible for construction staking unless otherwise noted in the Special Contract Requirements. Communications regarding Surveying after the preconstruction meeting should be between the City Inspector and the Contractor's Surveyor. Direct communication reduces the chances of misunderstandings in the process of the work, Any questions over City requirements regarding surveying standards shall be discussed at the preconstruction rnecting or with the Owner's Representative prior to that meeting. Unless a signed letter is placed in the construction file, the requirements as listed in this section shall be considered applicable. Cut Sheet Requirement Cut sheets shall be provided to the Contractor and to the City Inspector. These sheets shall contain all needed grades based on top of curb elevations or existing surface elevations for streets, drainage, water and sewer improvements. Each special item such as service lines, manholes, fire, hydrants, valves, cleanouts, junction boxes, and any other iterns as required by the Inspector shall have a cut from top of curb grades of the street in that area or existing surface elevations. 2. VEC14 L CONTRA CT REQ UIRE ME NT.� AND ITEM DEFJNJTION,� As stated in the General Provisions, the October 2004 edition of the North Central Texas Council of Governments Standard Specifications for Public Works Construction will be utilized as a basis for both general and technical procedures to include types of materials and construction procedures used in construction projects in the City of Denton. The following specifications and definitions are intended to (1) highlight requirements in the NCTCOG found on most projects in the City of Denton, (2) make specific requirements for materials or procedures where the NCTCOG gives options, (3) specify provisions for deviation from the NCTCOG, and (4) define the bid items listed in the Exhibit I — Pricing Spreadsheet. The following specifications are also numbered in accordance with the NCTCOG to aid in locating more specific requirements. Conflicts sometinies, arise when City of'Denton provisions conflict with either the plans for the project or the North Central Texas Council of Governments Specifications. The following order of precedence shall generally be followed in case of conflicts-. however, the Owner's Representative shall make the final determination: 1. City of Denton Plans I City of Denton Specifications 3. NCTCOG Standard Specifications Payment sections of the specifications include all material, labor, and equipment necessary to complete the proJect. Item 103.3 Surety Bonds General: This item shall be used to separate the bonds as specified in tile contract docurnents into a separate bid item. Include all bonds with their related costs in this item. NCTCOG Reference: Item 103.3 Payment: payment shall be Jurnp sum for all bonds provided for in the bid proposal. Item 107,19.3 Excavation Protection General: Excavation protection, where required, shall be in strict compliance with NCTCOG Itern 107.193 ) and the most current OSI -IA regulations. The Contractor shall submit three (3) copies of his site EXHIBIT 4 specific trench safety plan prepared by a licensed Professional Engineer in the State of Texas to the City prior to construction. The City will not review the submittal, it is simply a confirmation that the Contractor has prepared a trench safety plan as required by state and federal law. The City assumes no responsibility for trench safety and shall be held harmless under- the indemnification clause of NCTCOG Item 107.19.3.2. Any changes in the trench excavation plan after initiation of construction will not be cause for an extension of time and will require a new Submittal to the City. The Contractor accepts sole responsibility for compliance with all applicable safety requirements. NCTCOG Reference: Item 107.19.3 Payment: Payment for this item shall be at the contract unit price per linear foot of excavation protection measures utilized. Item 107.2(} Pr Two signs advertising the CIP Construction Project shall be placed in strategic points with lettering as needed to adequately describe the work. These two signs shall be placed prior to beginning work and maintained until the end of the project. No payment shall be made to the Contractor for maintenance of these signs. Each sign shall be constructed Nvith 3/4" weather treated plywood and shall be painted white with blue letters and symbols. Letter size shall conform to dimensions shown on sign drawing. Exceptions or variations from the sign shown below shall not be allowed. NCTCOG Reference: Item 107.20 Payment: Payment will be at the contract unit price for each Project Sign installed. The flag shall resemble the Texas Flag. The Background of the stars and the '*City of Denton" lettering shall be blue. The lower bar of the flag shall be red, and tile Lipper bar shall be white. Tile dimensions, from the farthest ends, shall be 12 inches, vertical, and 23.5 inches horizontal. The flag shall appear in the dimensions shown. The contractor may request a digital copy in either jpg or Alf format. EXHIBIT 4 INDEX AND CITY OF MENTON AMENDMENTS TO NCTCOG SPECIFICATIONS Item Description P- 201 Temporary Erosion Control 67 201.11 Stabilized Construction Entrance 67 202,5 Sodding 67-68 202.6 Seeding Turf Grass 68 203.3 General Site Preparation 68 2017 Ernbankment 69 301.2 Lime Treatment 69 .301.5 Flexible Sub -base or Base 69-70 302.9 Asphalt Pavement (Materials Only) 70 303 Portland Cement Concrete Pavement 70-71 305.1 Concrete Curb & Gutter 71-72 305.2 Concrete Sidewalks 72 501.1 Underground Conduit Materials 72-733 501.7 Ductile Iron Pressure Pipe 73-74 501.7.4 DUCtile Iron Fittings 74 501.14 Polyvinyl Chloride (PVC) Water Pipe 74-75 501,15 Polyvinyl Chloride (PVC) Pressure Rate Pipe & Fittings for Wastewater 75-76 501.17 Polyvinyl Chloride (PVC) Wastewater Pipe & Fittings 76-77 501.24 Fiberglass Wastewater Pipe & Fittings 77-78 502.1-A Concrete Manhole 78-80 502.1-B Fiberglass Manhole 80-82 502.3 Fire Hydrant Assembly 82-83 502.6.2 Resilient Seated Gate Valve 8 3 502.6.3 Air Valves 84 502.8 Polyethylene Wrap Im Metal Pipe and Fittings 84 502.10.3-A Water Service Connections (Sinal I Diameter) 84-85 502.10.4 Sanitary Sewer Set -vices 85-86 50112.4 Core, into Existing Manhole 86-87 503.2 Tunnel/Casing Pipe Spacers 87 503.3 Boring and Tunneling 87-88 507.4.5 Sewer Pipe Coupling 88-89 507.5,2 Television Inspection 89-90 801 Barricades, DetOL11-S, and Warning Signs 91 SS01 Cut and P11.10- Existing Sewer Lines 91 SS02 Abandon Existing Manhole 92 SS03 Remove Existing Manhole 92 EXHIBIT 4 CITY OF DENTON AMENDMENTS TO NCTCOG SPECIFICATIONS Item 107.25 Disposal of Materials Vegetative material removed as a result of work operations shall be transported off-site and deposited at a legal site in accordance with all applicable federal, state, and local lags and regulations. Removed vegetation will not be allowed to remain in piles or mounds on tine easement or surrounding property. NCTCOG Reference: Item 107.25 Payment: No separate payment shall be made for disposal of vegetative materials. The disposal of vegetative materials shall be considered a subsidiary cost of General Site Preparation (Item 203.3). Item 201 Temporary Erosion®Control General: This itenn shall govern the control measures required to prevent and control soil erosion from the work site. Construction Requirements: The contractor shall be responsible for providing temporary erosion control during the construction process according to the specifications and procedures outlined cinder NCTCOG Item 201. An erosion control plan must be submitted by the contractor and approved by the Owner's Representative prior to beginning construction. Tile erosion control plan must specify the type and location of all erosion control devices and methods. The contractor is free to use any of the erosion control options specified under NCTCOG Item 201 to control erosion. Erosion control devices and methods must fallow tine specifications outlined under NCTCOG Item 201 and the corresponding detail drawings in Division 1000. All erosion control devices must be maintained and inspected through the construction process. All erosion control devices shall be inspected every 7 calendar days during construction. In the event that silt or construction debris does escape the immediate construction areas, the contractor shall be responsible for cleaning it up within 24 hours of the incident. This includes soil tracked out of the construction areas by the contractor's vehicles. If the project inspector sees that a certain erosion control method or location is not working, he may direct the contractor to correct the erosion control devices accordingly. Duration: All erosion control devices must remain in place until the disturbed soil in the work site is stabilized. Stabilization may be obtained through one of the following options: Seeding of the work zone until 70% of the disturbed area has vegetative coverage, sodding the disturbed area, placement of an erosion blanket over the disturbed area, or the application of organic mulching material to cover the disturbed area. Payment: Payment will be at the contract unit price per linear foot of pipe installation protected by temporary erosion control measures. NCTCOG Reference: Item 201 Item 201.11 Stabilized Construction Entrance General: This item shall govern the construction of a stabilized construction entrance to the work site to minimize the tracking of soil from the work site to City streets and roads. Materials: Stone and filter fabric shall meet the requirements of NCTCOG Item 201,1 1.:2. Construction: The construction entrance shall be constructed according to NCTCOG Drawings 1070A and 1070B and in accordance with the provisions of NCTCOG Item 201.11.3. NCTCOG Reference: Item 201 Payment: Separate payment for stabilized construction entrances shall not be made. This shall be considered a subsidiary cost of Item 2033 General Site Preparation. Item 202.5 Sodding General: This itenn provides for the preparation and placement of turf grass blocks or plugs upon all areas where vegetation is removed or damaged due to the construction of public service lines, facilities, roads or sidewalks. EXHIBIT 4 Installation: Sod grass shall be placed according to the specifications listed under NCTCOG Item 202.5 and to the extents listed oil tile plans if so indicated. City approval on the location, amount and type of sod is required prior to placement, Failure to obtain City approval prior to placement may be cause f-br the City to reject payment. This item includes labor., material, equipment, water, and fertilizer necessary to establish the sod grass prior to acceptance. NCTCOG Reference: Item 202.5 Payment: Payment for this item shall be at the contract unit price for each square yard of sod grass placed. Price shall be full compensation for furnishing of all materials and labor, including water and fertilizer required to establish the sod grass. Item 202.6 Seeding Turf Grass General: This item provides for the preparation and seeding of turf grass of all areas where vegetation is removed or damaged due to the construction Of public service lines, facilities, roads or sidewalks. Installation: Turf grass shall be seeded on areas that have been stripped of vegetative cover due to construction activities. City approval oil the location, amount and type of seed grass is required prior to placement. Failure to obtain City approval prior to placement may be cause for the City to reject payment. 'I"urf grass may be seeded according to any of the methods listed under NCTCOG' Item 202.6. This item includes labor, material, equipment, water, and fertilizer necessary to establish the broadcast seed prior to acceptance. Seed plantings must be sprouted prior to project acceptance and the Contractor must maintain the seeded area until 70% cover is achieved. NCTCOG Reference: Item 202.6 Measurement: Measurement and payment for seeding shall be based oil the square yardage of seeded area. Payment: Payment for this item shall be at the contract unit price for seeding per square yard. Price should be full compensation for furnishing of all materials including water for seeding fertilizer slurry and maintaining growth. Item 203.3 General Site Preparation General: This item shall consist of preparing the right-of-way or public casements for construction operations by the removal of all obstructions and disposal of the materials by the contractor. Disposal of removed materials is the responsibility of the contractor. Obstructions to be removed under this item are listed In NCTCOG Item 2033.1 . Exceptions to tile obstructions list, shall be noted oil the plans or in the Special Contract Requirements. The contractor shall keep tree removal within tile permanent utility easement or right-of-way to a minimum, only removing trees necessary to install the improvements unless otherwise noted oil the construction plans. All properties shall be restored to the same or better condition than prior to the construction. Existing fencing, railing, gates and barriers that require removal during construction will be replaced with equal or better lencing, railing, gates and barriers at the end of the project. Payment for replacement fencing, railing, gates and barriers is considered Subsidiary to this line item. NCTCOG Reference: Item 203.3 Payment: Payment for this item shall be at the contract kullp SMn for General Site Preparation. Item 203.7 Embankment General: This item shall consist of tile placement and compaction of approved soils to the standards and surface grades as indicated by the construction, plans or Special Contract Requirements. Construction: Embankment shall be constructed in accordance to NCTCOG Item 203.7.2. The base soil surface oil which the embankment will be constructed shall be scarified or plowed to a trururnurn depth of 6 inches prior to the placement of any embankment layers. Embankment shall be compacted in layers not to exceed 12 inches in depth. Embankment shall be compacted to the requirements specified in the Special Contract Requirements. NCTCOG Reference: Itern 203.7 Payment: Payment for this item shall be at the contract unit price for each cubic yard of embankment material placed and compacted. Payment shall include all labor, equipment and materials required to place the embankment material and to establish tile Surface grades indicated on tile construction plans. EXHIBIT 4 Item 301.2 Lime Treatment General: This item establishes the requirements for the treatment of pavement SUbgrades with hydrated lime. General requirements are found in NCTCOG section 301.2 with modifications listed below. Materials: Dry hydrated lime or slurry lime (commercial Grade 2 or Grade 3). Quicklime is not allowed, Construction: All subgrade surfaces shall be shaped within 0.2 feet of finished grade before liming operations start. Soft areas of the subgrade shall be removed and replaced with suitable sell prior to lime treatment. Lime shall be mixed at the minimum rate and to the minimum subgrade depth indicated on the plans or In the specifications. The final lime treated mixture shall pass the gradation requirements of NCTCOG Table 301.2.3.5.1.(a). The mixed material shall be compacted to the density specified in NCTCOG Item 301.2.3.6. A IlliniF111,1111 of three days of curing time after the initial inixing- of the subgrade --ill be required before the placement of base Courses or other 0 construction activities are permitted. The treated subgrade shall be kept moist during the curing process to prevent cracking of the treated surface. If the pavement or, other base courses are not to be placed within 14 days of filial mixing, a sea] coat conforming to NC`I`COG Itern 302.3.5.1 and NCTCOG Tables 302.3,5.1.(a) and 302.3.5.1.(b) shall be applied to the treated subgrade surface. Payment: Payment shall be at the contract unit price per square yard of subgrade treated. Item 301.5 Flexible Subbase or Base (Crushed Stone/Conrete) General- This item shall govern the composition and placement of flexible base for use as a foundation course for other pavement courses or as a surface course. Material: 'File material shall be crushed stone, naturally occurring gravel or crushed concrete, The material shall adhere to the Grade I material requirements of Table 301.5.2.(a) of the NCTCOG specifications. Any material source shall be approved by the City before any work OCCLU-S. Construction: Preparation of the subgrade, course applications, density, and finish shall be in accordance with NC'FCOG Item 301.5.2. If the existing subgrade is unsuitable, the subgrade materiel shall be removed and replaced with suitable subgrade material fiiorn the work site or with select backfill specified by the Owner's Representative. Payment: Payment shall be at the contract unit price per square yard of flexible base or Subbase constructed in place to the full depth specified on the plans. Item 302AsphaltPavement(Werials....Ony) _ General: This item shall govern the use of allowable asphalt pavement materials required for the construction of asphalt pavement. Aggregate Composition: Coarse aggregate, fine aggregate, sand and mineral filler shall adhere to the standards of NCTCOG Item 302.2. Aggregate gradation requirements shall conform to the asphalt mix design indicated oil the plans or in the Special Contract Requirements. Bituminous Materials: Unless the plans or Special Contract Requirements specify otherwise, the asphaltic binder for asphalt pavement shall be Grade AC -20 asphalt cement,. Fibrous Reinforcement: Unless the plans or Special Contract Requirements specify otherwise, fibrous reinforcement of asphalt pavement will not be allowed. Paving Mixture: 'rile paving mix design shall conform to the standard plan details or Special Contract Requirements. In general, only Type A, B, C, and D mix designs shall be allowed. Prime Coat: A priming coat is not required between pavement Courses unless specifically called for on the plans or in the Special Contract Requirements. Tack Coat: Tack coat shall be a rapid setting emulsified asphalt conforming to 'Type RS -2 in NCTCOG Table 3 )02.3.4.(a) unless otherwise specified in the plans or Special Contract Requirements. EXHIBIT 4 Item 303 Portland Cement Concrete Pavement General: This iters shall govern the composition and construction of Portland cement concrete Z-1 pavement to the standards and dimensions required by the plans and specifications. Materials: Aggregate Composition: Coarse and fine aggregates for concrete shall conform to the provisions of NCTCOG Item 303.2.1. Portland Ceniew: Portland cement shall conform to the provisions of NCTCOG Item 303.2.2. Chernieal Athnixtur(v: Chemical admixtures shall conform to the provisions of NCTCOG Item 303.2.3. Air entrainment admixtures shall be utilized to ensure total air content of the concrete between 4% and 6%. Water reducing and set retarding admixtures shall be approved oil a project by project basis. Alineral A(linivures: Mineral admiN'tures shall conform to the provisions of NCTCOG Item 303.2.4. Maximum fly ash amount shall not exceed 25% by weight per cubic yard of concrete. Mineral Filler- Mineral filler will be allowed Under the provisions of NCTCOG Item 303.2.5 and Table 303.2.5.(a). T'ibrotis Reiqlbrcement: Fiber reinforcement is required for concrete sidewalk. Fiber shall be Fiberrnesh* 300 Synthetic Fiber as produced by Propex Concrete Systems or an approved equivalent. Application shall be 1.5 lbs. of fiber per cubic yard of concrete. Application shall follow the manufacturer's guidelines. .9eel Rehijbi-cemenf: Steel reinforcement shall be of the size and quantity as called for on the plans or in the Special Contract Requirements. Steel reinforcement shall conform to the standards of NCTCOG Item 303.2.9. Curing It Curing material shall be an ASTM 309 Type 2. white pigmented CUrilu) compound unless otherwise noted on the plans or in the Special Contract Requirements. The use of mats, paper or film shall not be permitted for curing purposes. The compound and its application shall conform to NCTCOG Item 3032,11 The compound shall be applied per the manUfaCtUrer's guidelines. Mix DesiAm: Mix design shall be as called for on the plans or in the Special Contract Requirements. Construction: Concrete shall be mixed, delivered and placed per the requirements of NCTCOG Items 303.3, 303.4 and 303.5. Concrete shall not be placed if the temperature is less than 40 degrees F and falling but may be placed if the temperature is above 35 degrees F and rising. Contractor is responsible for any adverse impacts on the quality and strength of` concrete placed due to weather related conditions. Under no circumstances shall concrete be placed upon frozen subgrade. Concrete must be placed within the time limits prescribed by NCTCOG Table 303.5.5.(a). Hand finishing of concrete pavement is only allowed in areas inaccessible to a finishing machine. Curing compound shall be applied immediately upon conclusion of finishing per NCTCOG Item 303.5.7. Curing compound shall be applied to the side pavement edge after the forms are removed and before the placement of soil. Excessive voids or honeycombing of the pavement edge may be cause for the rejection of the pavement section. When required, contraction or dummy joints shall be sawed into the concrete per -tile plans within 24 hours of placement. Unless otherwise noted in the plans or Special Contract Requirements, all vehicle traffic shall be excluded from the new concrete pavement for a minimum of 14 days. Payment: Payment shall be at the contract unit price per square yard of concrete placed at the design pavement thickness. Price shall include all concrete, steel reinforcement, forrn work, finishing work, jointing, sawing, sealing, and cleaning. Integral or monolithic concrete Curb placed with the pavement shall not be included; it shall be paid for separately. Item 305.1 Concrete Curb & Gutter General: This item shall consist of Portland Cement Concrete Curb and Gutter installed separately from new concrete pavement. Materials: Concrete shall conform to the class called for on the plans or in the current City standard detail drawings. Steel reinforcement dowels, where required, shall be as called for oil the plans or in the Current City standard detail drawings. Construction: No concrete shall be placed if the temperature is less than 35 degrees F. Concrete curb and gutter shall be installed per the plans and according to the provisions of NCTCOG Item 305.1.3. Expansion joints shall be required every 200 feet of curb length per NCTCOG Item 305.1.3.4. One longitudinal dowel bar of 44 reinforcing steel two feet in length shall be required at every expansion joint, EXHIBIT 4 Backfiffling- The curb and gutter shall be back-filled within seventy-two (72) hours of pouring. The backfill shall C_ - Z17 be of suitable material and compacted in a manner acceptable to the City. All back -fill material shall be free of clods and rocks and compacted to a level even with the top ol'curb. Paynient: Payment shall be at the contract unit price ror concrete Curb and gutter complete and in place. Tile unit price shall include backfilling of soil behind the curb. The Unit price does not include the excavation or disposal of material required to install the Curb and gutter. Item 305.2 Concrete Sidewalks General: This item governs the cornposition and construction of new concrete sidewalks, References: The contractor shall refer to Item 305.2 of the NCTCOG Specifications, and the Texas Accessibility Standards Section 4, Accessible Elements and Spaces: Scope and Technical Requirements for details not specifically called out in this specification, the plans, or the Special Contract Requirements. Construction: Sidewalk shall be installed per the plans and the most Current City standard sidewalk details. Unless otherwise noted on the plans or Special Contract Requirements, the Contractor shall be responsible for identifying the extent Of the public right-of-way or easements in which the sidewalk will be installed. Where a permanent obstruction is encountered and existing right-of-way or easement is insufficient for the fall width of L the proposed sidewalk, the sidewalk width may be reduced to thirty-six inches for the length of the obstruction. The path of the sidewalk around ail obstruction shall utilize a gradual curve so as not to create a sharp bend around the obstruction. Where new concrete sidewalk adjoins an existing concrete sidewalk, curb and gutter, or driveway approach, an expansion joint shall be placed at the interface and the new sidewalk shall be connected to the existing concrete item with 6 inch long, 43 steel reinforcement dowel bars placed every 24 inches. The completed sidewalk must have ail unobstructed vertical clearance of eighty inches for the entire length and width of the sidewalk. Trees, shrubs and brush that must be trimmed to complete this task must be cut and removed in a professional manner. Materials: Concrete mix design and steel reinforcement shall be as called for oil the plans, in the current City standard detail drawings, or in the Special Contract Requirements, Fiber Reinforcement and curing compound shall conform to the provisions of Item 303 Portland Cement Concrete Pavement. Payment: Payment, shall be made at the contract unit price per square yard of concrete sidewalk complete in place. Price shall include concrete, fiber reinforcement, reinforcing steel, and joint material. Contract unit price does not include the removal and disposal of any material required to install the new concrete sidewalk, including existing sidewalk. Item 501.1 Underground Conduit Materials General: This itern establishes the permissible cojidLlit material types and size restrictions for water, sanitary sewer and drainage applications. No other conduit types shall be permitted unless specifically called for in the plans or Special Contract Requirements. Water: Conduit shall be either AWWA 0900 PVC pipe, AWWA 0151 Ductile Iron pipe, AWWA C303 Bar - wrapped Concrete Steel Cylinder pipe, or AWWA 0200 Steel Water pipe. Size and thickness restrictions for each pipe material type are given in the table below: Pipe Material Diameter Range Lin) Min, Thickness Class AWWA 0900 6— 12 DR -18 AWWA C 151 16-24 Class 52 AWWA 0303 16 and larger Design Specific L AWWA 0200 30 and larger Design Specific Sanitary Sewer: Conduit shall be either AWWA C900/C905 PVC pipe (pressure rated applications only), ASTM D3034 PVC pipe, ASTM F679 PVC pipe, ASTM D32621 Fiberglass pipe, or ASTM F714 Solid Wall Polyethylene Plastic pipe (pipe -bursting applications only). Size and thickness restrictions for each pipe material type are given in the table below: Pipe Material Diameter Range in) Min. Thickness Class AWWA 0900 6 - 12 DR -18 AWWA 0905 14 and larger DR -18 EXHIBIT 4 ASTM D3034 6— 15 SDR -35 ASTM F679 18 and larger PS 46 ASTM D3262 18 and larger PS 46 ASTM F714 6 and larger Application Specific Drainage: Conduit shall be either ASTM C76 Reinforced Concrete pipe, ASTM A760 Corrugated Aluminized Type 2 Steel pipe, or ASTM C789 and ASTM C850 Precast Reinforced Concrete Box Sections. Size and thickness restrictions for each pipe material type are given In the table below: pipe Material Diameter Range (in) Min. Thickness Class ASTM C76 18 and larger Class 11 ASTM A760 18-42 Design Specific ASTM C789 or C850 As mail Li fact tired Application Specific: Item 501.7 Ductile Iron Pressure Pipe General: This iter shall govern tile materials of construction and installation of Ductile Iron Pressure Pipe for- use oruse in potable water distribution. Material: Unless otherAvise noted oil the plans or in the Special Contract Requirements, ductile iron pressure pipe shall conform to AWWA C-151 standards and have push -on joints conforming to AWWA 0111 standards. Where a pipe joint requires a mechanical joint connection or a flamed , ed ioint connectionall appropriately jointed L- J pipe segment shall be furnished conforming to AWWA Cl I I or AWWA Cl 10 standards. Pipe shall have a bituminous exterior coating and be exterior corrosion protected using a polyethylene encasement per AWWA C-IOS. Pipe shall be interior corrosion protected using a cement mortar lining per AWWA C-104. Installation: Pipe and fittings shall be installed at the locations and in the quantities indicated oil the plans or in the Special Contract Requirements, Pipe without a design profile shall be installed at the minimum depths required by the current City of Denton Water Criteria Manual. Pipe shall be installed according to the provisions of NCTCOG Items 505 "General Conduit Installation" and 506 "Water Conduit Installation". Trench width and depth shall be governed by the appropriate trench detail drawing in the plans or the current City trench detail drawing. Installation under existing pavement shall require a pavement saw Cut conforming to NCTCOG Item 402.3 "Sawing". Ductile iron pressure pipe shall be wrapped in two layers of polyethylene encasement prior to burial. Embedment and backfill shall be as required by the appropriate trench detail drawing in the plans or the current City trench detail drawing. Unless the plans or Special Contract Requirements indicate otherwise, concrete thrust blocking shall be installed at all pipe bends, tees, or pipe ends according to the thrust blocking details in the plans or the current City standard thrust blocking details. The maximum length of open trench at any time shall be 200 feet. Open trench at the end of the working day must be plated or barricaded from public access. Testing and Disinfection-. Pipe shall be hydrostatically tested according to the provisions of NCTCOG ItemZ7 506.5 "Hydrostatic Test" and NCTCOG Table 506.5.(a). Pipe shall be purged and disinfected according to the provisions of NCTCOG Item 506.7 "Purging and Disinfection of Water Conduits". Disinfection rilay be accomplished by either the continuous feed Or Slug feed methods. The City reserves the right to review the Contractor's plan of disinfection and make modifications to the plan. Payment: Payment for this item shall be at the contract unit price per linear foot of water pipe installed. Unit price shall include pavement cut and repair, trench excavation, embedment, pipe and fitting installation, backfill, thrust blocking, testing and disinfection, and temporary and permanent pavement repair if required, including but not limited to curb and gutter, driveway approach, sidewalks, and asphalt or concrete pavement repair. A separate C-1 unit price may be utilized to differentiate pipe installed under pavement from pipe installed in unpaved areas. Asphalt or concrete saw cut and removal shall be included in the unit price for water pipe installed under pavement. EXHIBIT 4 Itern 501.7.4 Ductile Iron Fittings General: This item shall govern the material requirements of ductile iron fittings for use in water service supply. Installation of ductile iron fittings is described under the ductile iron and PVC pipe installation specifications. Materials: Unless otherN%,ise noted on the plans or in the Special Contract Requirements fittings shall be rnade of ductile iron and conform to either AWWA CI 10 for standard fitting sizes oi- AWWA C153 for compact fitting sizes. Fitting sizes and dimensions shall be as called for oil the plans. Fittings shal I have a bituminous seal coating and a cernent interior lining in accordance with AWWA C104. Fittings shall be wrapped ill AWWA C105 polyethylene encasement after installation. Fitting connection types shall be as called for oil the plans or where Z1- unspecified. mechanical joint by mechanical joint. Bolting hardware shall conform to NCTCOG Item 501.7,4. Mechanicaljoints Shall utilize T style bolts only. Flange connections shall utilize hex bolts only. Payment: There is no separate pay item for ductile iron fittings as they are considered a subsidiary cost of water- line pipe installation. Item 501.14 Polyvinyl ChIorJde_(PVC) Water Pipe General: ]"his itein shall govern the materials of construction and installation of PVC pipe for use in potable water distribution. Material. Unless otherwise noted oil the plans or in the Special Contract Requirements, pipe shall meet AWWA specification C-900 for diameter sizes 4" through 12" with a minimum wall thickness of DR 18. PVC pipe shall be blue in color. Any discoloration in the pipe shall be sufficient cause for rejection. Installation: Pipe and fittings shall be installed at the locations and in the quantities indicated on the plans or in the Special Contract Requirements, Pipe without a design profile shall be installed at the minimum depths required by the current City of Denton Water Criteria Manual. Pipe shall be installed according to the provisions of NCTCOG Items 505 "General Conduit Installation" and 506 "Water Conduit Installation". Trench width and depth shall be governed by the appropriate trench detail drawing in the plans or the current City trench detail drawing. Installation under existing pavement shall require a pavement saw cut conforming to NCTCOG Itern -402.3 "Sawing". Embedment and backfill shall be as required by the appropriate trench detail drawing in the plans or tile current City trench detail drawing. Unless the plans, or Special Conti -act Requirements indicate otherwise, concrete thrust blocking shall be installed at all pipe bends, tees, or pipe ends according to the thrust blocking details in the plans or the Current City standard thrust blocking details. The maximum length of open trench at any time shall be 200 feet. Open trench at tile end of the working day must be plated or barricaded from public access. Testing and Disinfection: Water pipe shall be hydrostatically tested according to tile provisions of NCTCOG Item 506.5 "Hydrostatic Test" and NCTCOG Table 506.5.(a). Pipe shall be purged and disinfected according to tile provisions of NCTCOG Item 506.7 "Purging and Disinfection of Water Conduits". Disinfection may be accomplished by either the continuous feed or slug feed methods. The City reserves the right to review the Contractor's plan of disinfection and make modifications to the plan. Payment: Payment for this itern shall be at the contract unit price per linear foot of water pipe installed. Unit price shall include pavement Cut and repair, trench excavation, embedment, pipe and fitting installation, backfill, thrust blocking, testing and disinfection, and temporary and permanent pavement repair if required. including but not limited to Curb and gutter, driveway approach, sidewalks, and asphalt or concrete pavement repair. A separate unit price may be utilized to differentiate pipe installed tinder pavement from pipe installed in unpaved areas. Asphalt or concrete saw cut and removal shall be included in the unit price for water pipe installed Linder pavement. Itern 501.15 Polvvinvl Chloride (PVC) Pressure Rated Pine & Fittinas for Wastewater General: This item shall govern the materials of construction and installation of PVC pipe and fittings for use in pressurized wastewater applications. Material: Unless otherwise noted oil the plans or in the Special Contract Requirements, pipe shall meet AWWA specification C-900 for diameter sizes 4" through 12" and AWWA specification C-905 for diameter sizes 14" and EXHIBIT 4 greater. Minimum wall thickness shall be DR 18. PVC pipe shall be green in color if the application is for raw wastewater and Purple if the application is for- reuse. Any discoloration in the pipe shall be sufficient cause for rejection. Fittings shall be AWWA 0907 PVC. Installation: Pipe and fittings shall be installed at the locations and in tile quantities indicated on the plans or in the Special Conti -act Requirements. Pipe without a design profile shall be installed at tile minimum depths required by the current City of Denton Wastewater Criteria Manual. Pipe shall be installed according to the provisions of NCTCOG Items 505 "General Conduit Installation" and 506 "Water Conduit Installation". Trench width and depth shall be governed by the appropriate trench detail drawing in the plans or the current City trench detail drawing. Installation under existing pavement shall require a pavement saw cut conforming to NCTCOG Item 402.3 "Sawing". Embedment and backfill shall be as required by the appropriate trench detail drawing in the plans or the Current City trench detail drawing. Unless the plans or Special Contract Requirements indicate otherwise, concrete thrust blocking shall be installed at all pipe bends, tees, or pipe ends according to the thrust blocking details in the plans or the current City standard thrust blocking details. 'File maximurn length of open trench at any tirne shall be 200 feet_ Open trench at the end of the working day Must be plated or barricaded fi-orn public access. 'resting and Disinfection: Pipe shall be hydrostatically tested according to the provisions of NCTCOG Itern 506.5 "Hydrostatic Test" and NCTCOG Table 506.5.(a). Payment: Payment for this item shall be at the contract unit price per linear foot of pressure rated wastewater pipe installed. Unit price shall include pavement cut and repair, trench excavation, embedment, pipe and fitting installation, backfill, thrust blocking, testing, and temporary and permanent pavement repair if required, including but not limited to curb and gutter, driveway approach, sidewalks, and asphalt or concrete pavernent repair. A separate unit price iliay be utilized to differentiate pipe installed tinder pavement from pipe installed in unpaved areas. Asphalt or concrete saw cut and removal shall be included in the unit price for water pipe installed under pavernent. Item 501 .17 Polyvinyl Chloride ffVj C _Wastewater Pipe 1= itt rays General: This item describes the materials of construction and installation of solid wall unplasticized Polyvinyl chloride (PVC) wastewater pipe and fittings for gravity flow applications. Submittals: Submittals shall demonstrate that the solid wall PVC wastewater pipe and fittings meet all of tile required standards of this itern. Materials: A. Pipe and fittings shall rneet the requirements of ASTM D3034 for pipe and fittings Lip through 15 inches in diameter. For diameters greater than 15 inches pipe and fittings shall meet the requirements of ASTM 1;679 with a pipe stiffiess. of 46 psi at 5% deflection. B. Wall thickness shall be SDR -35 unless otherwise noted oil the plans or in the Special Conti -act Requirements. C. Pitting wall thickness shall match the main line pipe wall thickness. D. Pipe and fittings shall be green in color. Any discoloration in tile pipe shall be sufficient cause for rejection. Installation: Pipe and fittings shall be installed at the locations and in tile quantities indicated oil the plans or in the Special Contract Requirements. Pipe shall be installed to the grade and alignment indicated oil the plans. Pipe shall be installed according to the provisions of NCTCOG Items 505 "General Conduit Installation" and 507 "Wastewater Conduit Installation". Trench width and depth shall be governed by the appropriate trench detail drawing in the plans or tile current City trench detail drawing. Installation under existing pavement shall require a pavernent saw cut conforming to NCTCOG Item 402.3 "Sawing". Embedment and backfill shall be as required by the appropriate trench detail drawing in tile plans or the current City trench detail drawing. The maximum length of open trench at any tirne shall be 200 feet. Open trench at the end of the working day must be plated or barricaded from public access. Testing and Inspection: Pipe shall be air tested according to the provisions of NCTCOG Item 507.5.1.3 "Low Z-1 Pressure air Testing". Pipe shall be deflection tested according to tile provisions of NCTCOG Item 507.5.1.4 EXHIBIT 4 "Flexible Pipe (Deflection) Testing". Pipe shall be inspected by television in accordance with City of Denton Amendment Item 507.5.2. Payment: Payment for (his item shall be at the contract unit price for each linear foot of solid wall PVC wastewater pipe installed. Unit price shall include pavement cut and repair, trench excavation, embedment, pipe and fitting installation, backfill, testing, and temporary and permanent pavement repair if required,, including but not limited 10 Curb and gutter, driveway approach, sidewalks, and asphalt or concrete pavement repair. A separate unit price may be utilized to differentiate pipe installed tinder pavement from pipe installed in unpaved areas. Asphalt or concrete saw cut and removal shall be included in tile unit price for sanitary sewer pipe installed tinder pavement. Item 501.24 Fiberglass Wastewater Pipe & Fittings General: This item describes the materials of construction and installation of fiberglass (glass -fiber reinforced thermosetting -resin) pipe and fittings for use in wastewater applications. Submittals: Submittals shall demonstrate that the fiberglass wastewater pipe and fittings meet all of the required standards of this item. Materials: A. Pipe intended for gravity flow applications shall meet the requirements of ASTM D3262 for pipe stiffness of 46 psi at 5% deflection. Fittings shall conform to ASTM D3840 standards and match the pipe stiffiiess, B.Pipe intended for pressure flow applications shall meet the requirements of ASTM D3754 for pipe stiffness of 46 psi at 5% deflection. Fittings shall conform to ASTM D5685 standards and match the pipe stiffness. C. Minimum wall thickness shall conform to Class PN25/SN46 for gravity flow pipe and Class PN I 50/SN46 for pressure flow pipe unless otherwise noted on the plans or in the Special Contract Requirements. D. Joints shall utilize a Basketed coupling capable of spanning both ends of the pipe to bejoined and conforming to ASTM D4161. Tile coupling pressure class shall match or exceed the pipe pressure class, Installation: Pipe and fittings, shall be installed at the locations and in the quantities indicated on the plans or in the Special Contract Requirements. Pipe shall be installed to the grade and alignment indicated oil tile plans. Pipe shall be installed according to the provisions of NCTCOG Items 505 "General Conduit Installation" and 507 "Wastewater Conduit Installation". Trench width and depth shall be governed by the appropriate trench detail drawing in the plains or the current City trench detail drawing. Installation under existing pavement shall require a Pavement saw cut conforming to, NCTCOG Itern 402.3 "Sawing". Embedment and backfill shall be as required by the appropriate trench detail drawing in the plans or the current City trench detail drawing. The maximum length of open trench at any time shall be 200 feet. Open trench at the end of the working day must be plated or barricaded from public access. Testing and Inspection: Pipe shall be air tested according to the provisions of NCTCOG Item 507.5.1.3 "Low Pressure air Testing". Pipe shall be deflection tested according to the provisions of NCTCOG Item 507.5.1.4 "Flexible Pipe (Deflection) Testing". Pipe shall be inspected by television in accordance with City of Denton Amendment Item 507.5.2. Payment: Payment for this item shall be at the contract unit price for each linear foot of fiberglass wastewater pipe installed. Unit price shall include pavement cut and repair, trench excavation, embedment, pipe and fitting installation, backfill, testing, and temporary and permanent pavement repair if required, including but not limited to curb and gutter, driveway approach, sidewalks, and asphalt or concrete pavement repair. A separate unit price may be utilized to differentiate pipe installed tinder pavement from pipe installed ill unpaved areas. Asphalt or concrete saw cut and removal shall be included in the unit price for sanitary sewer pipe installed tinder pavement. EXHIBIT 4 Itern 502.1 -A Concrete Manhole General: This itern governs the construction of monolithic poured concrete manholes used ill the wastewater collection system. References: NCTCOG Item 502.1 "Manholes" NCTCOG Itern 702 "Concrete Structures' Submittals: Submittals are required for the pipe -to -manhole connector. concrete mix design, bitUrnastic gaskets, grout, frame and cover, grade adjustment riser (if required), drop fittings and pipe (if required), and interior liner (if required). Material: Installation: A. Concrete - Concrete shall conform to the strength requirements called for on the plans or in the current City standard manhole detail. B. Pipe -to -Manhole Connector - Connector shall be elastorneric PVC or rubber that meets ASTM C923 standards. C. Biturriastic Gasket - Bitumastic gasket shall be O-ring or preformed plastic or butyl rubber conforming to NCTCOG Itern 502.7 ",Preformed Flexible Conduit Joint Sealant". D. Grout - Grout shall be non -shrink, high strength grout that meets ASTM C 1107 standards. E. Frame and Cover - Frame and cover shall be grey or ductile iron castings conforming to the requirements of NCTCOG Table 806.4.1.2.(a) "Iron Castings Standards". Workmanship shall adhere to NCTCOG Itern 806.4.2. The frame and cover shall have a minimum clear opening of 30 inches and conform to the current City standard frame and cover detail for dimensions and style, F. Grade Adjustment Riser — Grade adjustment riser shall be precast concrete manufactured in accordance to AS"I'M C478. No other material is allowed unless specifically called for on the plans or in the Special Contract Requirements. Riser shall have a minimum clear opening of 30 inches and be free of defects. G. Drop Manhole Pipe and Fittings — Pipe and fittings for drop manholes shall conform to tile same standards as those for the mainline pipe material. Fitting and pipe dimensions shall match the size of the incoming pipe and shall conform to the current City standard drop manhole detail. H. Interior Lining — Unless otherwise specified on the plans or in the Special Contract Requirements, the interior liner for concrete manholes shall be Raven`' 405 epoxy coating manufactured by Raven Lining Systems, Inc. No substitutes are allowed for this product, A. Unless otherwise indicated on the plans or in the Special Contract Requirements, all new manholes indicated on the plans must be cast -in-place concrete. B. Concrete manholes shall be constructed or installed at the locations and to the dimensions indicated on the construction plans. Manholes shall be constructed or installed according to the plan details or the Current City standard manhole detail for tile relevant manhole type. C. Rock foundation for concrete manholes shall be Aggregate Grade 4 crushed rock as described in NCTCOG Item 504.2.'2.1. Thickness steal I be as called for on the plans or in tile Current City standard detail. D. Concrete manhole construction shall follow the guidelines of NCTCOG Item 502.1.4 and NCTCOG Item 702.4 except where indicated below. E. Construction joints are not allowed for cast -in-place concrete manholes- If a construction joint is required due to delays in concrete delivery, weather or any other cause tile City Inspector or Engineer shall direct the type of construction joint to be installed before proceeding with the remaining concrete placement. Cost for the creation of tile construction joint and any associated delay in the construction of the manhole shall be solely the responsibility of the Contractor. F. Concrete placement is only permitted if the temperature is equal to or greater than 40 degrees F and rising. G. Cast -in -Place manholes shall not be backfilled for at least 12 hours after the forms have been removed. EXHIBIT 4 171. The final elevation of the frame and cover shall conforin to the elevation called for oil the plans with tile following allowable modifications. Manholes installed in existing pavement shall have the top of tile frame cover match as closely as possible the pavement elevation. Manhole covers in parkway, lawns, or other improved lands shall be at all elevation of not more than I inch not- less than one half 1/2 inch above the surrounding ground unless otherwise specified by the plans. Backfill shall provide a uniform slope from the top of tile Illanhole casting for not less than 3 feet each direction to finished grade of the ground. Manholes in open fields, unimproved land, or drainage courses shall be at all elevation of not more than 12 inches or less than 6 inches above the stn -rounding ground unless otherwise specified by the plans. Manholes in proposed paved areas shall have grade stakes with the finish elevation of the street. The final elevation of the frame cover shall conform to the final elevation of the street. 1. Frame and cover shall be placed with one strip of bitunlastic gasket between the manhole cone and tile, fi-al-ne. No gaps will be allowed in the biturnastic gasket. Where grade a4justinent risers are required, bittimastic gaskets shall be placed between each riser layer, the frame bottom and tile cone top. Gasket shall provide a watertight seal between the adjoining elements. J. Interior and exterior grouting is required for all construction joints, between grade adjustment riser layers, and between the fraille and manhole cone. Grouting shall have a smooth finish and provide a watertight seat capable of permitting the manhole to pass the low pressure air test. K. Drop manholes and vented manholes shall be constructed as shown oil the plans or in accordance with the. Current Cit) standard detail. L Backfilling- requirements around the manhole shall conform to the standard trench detail relevant to the location of the manhole, M. Interior lining of a manhole shall be conducted only after the manhole has passed the low pressure air test described in NCTCOG Item 502.1.5.2. Lining shall be performed by a contractor certified by the manufacturer to field apply their product. Field Quality Control: A. No water shall be allowed to stand in the channel or on the shelf of a new manhole. B. The manhole shall be visually inspected inside and on the exterior portions above ground. Any form lines or honey combing shall be smoothed and grouted. C. The manhole shall be vacuum tested according to NCTCOG Itern 502.1.5.2. Payment: Payment for this item shall be made at the contract unit price for each concrete manhole constructed or- installed. rinstalled. The unit price shall include all labor, equipment, and materials necessary to construct, install and backfill around the manhole as indicated on the plans. The unit price shall also include any pavement, curb, sidewalk or driveway cut and repair required to install tile manhole. Drop, Vented or Lined manholes shall be separate pay items also covered tinder this specification. The Drop, Vented or Lined Manhole shall be at the contract unit price for that item and include all labor, equipment, and materials necessary to construct the Drop, Vented or Lined Manhole, including all pipe and fittings necessary to make the drop or vent outlet. Item 502.1-B Fiberglass Manhole General: This iter governs the materials of construction and installation of fiberglass manholes used in the wastewater collection system. References: NCTCOG Item 502.1 "Manholes" Submittals: Snbmivals are required for tile pipe -to -manhole connector, concrete mix design, fiberglass manhole shell, bitUniastic gaskets, grout, frame and cover, grade adjustment riser, and drop fittings and pipe (if required), Material: A. Concrete - Concrete shall conform to the strength requirements called for on tile plans or in the current City standard fiberglass manhole detail. 13. Pipe -to -Manhole Connector - Connector shall be elastorneric, PVC or rubber that ineets ASTM C923 standards. C. Biturnastic Gasket - Biturnastic gasket shall be O-ring or preformed plastic or butyl rubber conforming to NCTCOG Item 502.7 -Preformed Flexible Conduit Joint Sealant". Installation: EXHIBIT 4 D. Fib fiberglass Manhole Shell — Manhole shell shall conform to ASTM D3753 standards and NCTCOG Itern 502.1.1.2 requirements. Unless otherwise noted on the plans or the Special Contract Requirements, manhole shells will not have factory installed pipe Sfilb-OLF[S. E. Grout - Grout shall be non -shrink, high strength grout that meets ASTM C 1107 standards. F. Frame and Cover - Frame and cover shall be grey or ductile iron castings conforming to the requirements of NCTCOG Table 806.4.1 .2.(a) "Iron Castings Standards". Workmanship shall adhere to NCTCOG Item 806.4.2. The frame and cover shall have a minimum clear opening of 30 inches and corrilorin to tile current City standard frame and cover detail for dimensions and style. G. Grade Adjustment Riser — Grade adjustment riser shall be precast concrete manufactured in accordance to ASTM 0478. No other material is allowed unless specifically called for oil the plans or in the Special Contract Requirements. Riser shall have a Minimum clear opening of 3 )0 inches and be free of defects. 11 Drop Manhole Pipe and FittiS n s —Pipe and fitting for drop manholes shall conform to tile same standards as those 1`61- the mainline pipe material. Fitting and pipe dimensions shall match the size of the incoming pipe and shall conform to the current City standard drop manhole detail. A. Fiberglass manholes are only permitted where specifically called for on the plans or in the Special Conti -act Requirements. B. Fiberglass manholes shall be constructed or installed at the locations and to the dimensions indicated on the construction plans. Manholes shall be constructed or installed according to the plan details or the Current City standard manhole detail for the relevant manhole type. C. Rock foundation for concrete manholes shall be Aggregate Grade 4 crushed rock as described in NCTCOG Item 504.2.2. 1. Thickness shall be as called for on tile plans or in the Current City standard detail. D. Fiberglass manhole construction shall follow the i'Llidelines of NCTCOG Item 502.1.4. F. Field joining of fiberglass manhole sections is not permitted. Fiberglass manholes shall be monolithic structures. F. Concrete placement is only permitted if tile temperature is equal to or greater than 40 degrees F and rising. 1, Frame and cover shall not be directly placed on the fiberglass cone section. A grade adjustment riser is required between the frame casting and the cone. J. 'File final elevation of the frame and cover shall conform to the elevation called for oil the plans with the following allowable modifications: Manholes installed in existing pavement shall have the top of tile frame cover match as closely as possible the pavement elevation. Manhole covers in parkway, lawns, or other improved lands shall be at an elevation of not more than I inch nor less than one half 1/2 inch above the surrounding ground unless otherwise specified by the plans, Backfill shall provide a uniform slope from the top of the manhole casting for not less than 3 feet each direction to finished grade ofthe ground. Manholes in open fields, unimproved land, or drainage courses shall be at an elevation of not amore than 12 inches and or less than 6 inches above the surrounding ground unless otherwise specified by the plans. Manholes in proposed paved areas shall have grade stakes with the finish elevation of the street. The final elevation of the frame cover shall conform to the final elevation of the street. No portion of the fiberglass manhole shell shall be left exposed above ground. K. Frame and cover shall be placed with one strip of biturnastic gasket between a grade adjustment riser- and the frame. No gaps will be allowed in the biturriastic gasket. Where multiple grade adjustment risers are required,, biturnastic gaskets shall be placed between each riser layer, the frarne bottom and the cone top. Gasket shall provide a watertight sea] between the adjoining elements. L. Interior- and exterior grouting is required between each grade adjustment riser layer, between the frame and riser, and between the riser and manhole cone. Grouting shall have a smooth finish and provide a watertight sea] capable of perm itting the manhole to pass the low pressure air test. M. Drop manholes and vented manholes shall be constructed as shown oil the plans or in EXHIBIT 4 accordance with the Current City standard detail, N. Backfilling requirements around the manhole shall conform to the standard trench detail relevant to the location of the manhole. Field Quality Control: A. No water shall be allowed to stand in the channel or on the shelf of a new manhole. B. The manhole shall be vacUlArn tested according to NCTCOG Item 502.1.5.2. If the fiberglass manhole is indicated as being a watertight manhole oil the plans it Must be able to pass the vacuum test with no measurable loss in air pressure to be accepted. Payment: Payment for this item shall be made at the contract unit price for each fiberglass manhole installed. The unit price shall include all labor, equipment, and materials necessary to construct, install and backfill around the manhole as indicated on the plans. The unit price shall also include any pavement, curb, sidewalk or driveway Cut and repair required to install the manhole. Drop or Vented manholes shall be separate pay items also covered under this specification. The Drop or Vented Manhole shall be at the contract unit price for that item and include all labor, equipment, and materials necessary to Construct the Drop or Vented Manhole, including all pipe and fittings necessary to make the drop or vent outlet. Item 502.3 Fire Hydrant Assembly General: This item shall govern the manufacture and installation of fire hydrants and the associated fittings, appurtenances and valves for water supply service. Materials: Fire hydrants shall be Dry -Barrel type manufactured in compliance with AWWA standard C-502 and NC'I'COG Item 502.3.1. Shut-off shall be with the flow. Operating nut shall be industry standard 1 1/27' pentagon (five -sided) that opens left (counter -clockwise). I'lie main pumper nozzle shall be 4 1/2" in size and the two side nozzles shall be 2'/2" in size. Fire hydrant color is to be blue or blue and silver. Lead pipe to tile main shall be 6 - inch AWWA 0900 PVC water pipe conforming to Item 501.14 unless otherwise called for oil the plans. Gate valve shall be a 6 -inch resilient wedge gate valve conforming to Item 502.6.2 unless otherwise called for on the plans. Installation: Fire hydrants and their associated lead line assemblies shall be installed at the locations and to the dimensions indicated on tile plans or in the Special Contract Requirements. Fire hydrant assemblies shall be installed per the plan details or the current City standard detail. Installation shall follow the guidelines of NCTCOG Item 502.3.2 except where those guidelines conflict with the plans, details or Special Contract ReqUirCMCIAS. Payment: Payment shall be at the contract unit price for each fire hydrant assembly installed, complete in place. Unit price shall include excavation, backfill, the fire hydrant, the lead line, the gate valve, all appurtenances and fittings, and the valve box installation. Item 502.6.2 Resilient Seated Gate Valves General: I'llis item shall govern the materials of construction arid installation of resilient seated gate valves and their associated housings and appurtenances for water supply service. Material: Gate valves shall conform to AWWA 0509 standards for valve sizes 3 inches through 12 inches. Gate valves shall conform to AWWA 0:515 standards for valve sizes 14 inches through 24 inches. Unless otherwise noted on the plans or in the Special Contract Requirements, resilient seated gate valves larger than 24 inches in size shall not be allowed. Fittings, concrete inix design, valve box housing, vault frame and cover, and appurtenances shall be as indicated on the plans or in the Special Contract Requirement,-,. Gate valve components shall conform to the provisions of NCTCOG Item 502.6.2, where applicable. Each valve shall have the manufacturer's name plate cast into the body or bonnet showing the pressure rating, serial, model number, and the year manufactured. The year manufactured shall be equal to or one year less than the year of installation. The wedge encapsulation rubber- shall be EPDM. EXHIBIT 4 Valve body and bonnet shall be epoxy coated, inside and Out. with fusion bonded epoxy conforming to AWWA 0550. Valves ends shall be as called for on the plans. Valve gear operators shall be as indicated can the plans, in the Special Contract Requirements or in the current City standard detail drawing. Valve boxes shall be three piece screw type, cast or ductile iron conforming to ASTM A48 Class 35B strength requirements. Installation: Gate valves shall be installed at the locations and to the depths indicated on the plans or Special Contract Requirements. Gate valves shall be installed per the detail drawing oil the plans or the current City standard detail drawing. Gate valves shall be installed in the vertical position unless otherwise noted oil the plans or in the Special Contract Requirements,, Gate valves shall, be installed in accordance to NCTCOG Item 502.6.6 -Line Valve Installation". Gate valves shall be wrapped in two layers of polyethylene encasement prior to burial. Payment: Payment shall be at the contract unit price for each gate valve installed, complete in place. Unit price shall include excavation and backfill for vaults, fittings :and appurtenances,. valve box installation and vault construction (if required per the plans). Item 502,63 Air Valves General: This item shall govern the manufacture and installation of air release, air/vacuum, and combination air valves and then- associated housings and appurtenances for use in water distribution or wastewater collection systems. Material: An- valves shall meet the material requirements of AWWA 0512 and NCTCOG Item 502.6.3.3 except that rubber shall be EPDM instead of Buna-N. Unless otherwise noted on the plans or in the Special Contract Requirements the air valve inlets arid outlets shall conform to the provisions of NCTCOG Item 502.6.3.4. Air valves shall be rated for a minimum operating pressure of 200 psi. Air outlet piping, fittings'. concrete mix design, valve box housing, vault fi-arne and cover, and appurtenances shall be as indicated on tile plans or in the Special Contract Requirements. Wastewater Air Valves: Air valves for use in wastewater collection systems must be designed specifically for that purpose. An- valves for wastewater must be attested by the manufacturer for that use and submitted to the City as part of the submittal. Installation: Air valves shall be installed at the locations and to the dimensions shown oil the plans or in tile Special Contract Requirements. The plans shall indicate the type of air valve to be installed. Air valves shall be installed per the detail drawing on the plans or the current City standard detail drawing. Air valves shall be installed in accordance to NCTCOG Item 502.6.6 "Line, Valve Installation". l3ayment: Payment shall be at the contract unit price for each air valve installed, complete in place. Unit price shall include excavation, all appurtenances and fittings, valve box installation, and Vault construction (if required per tile plans). Item 502.8., Polyethylene Wrap for Metal Pipe and Fittin - s General: This itern governs the installation of protective film wrap required for metal pipe, fittings and appurtenances. Material: Polyethylene wrap sheets shall conform to AWWA 0105 standards and be a rninirnmn of 8 mils in thickness. Installation: Installation shall be per NCTCOG Item 502.8 except that every metal pipe or fitting shall be double - wrapped. Payment: There is no separate payment for polyethylene wrap. it is considered a subsidiary cost to the bid itern for which it is required. Item 502.10.3-A Water Service Connections(Sinall Diameter) EXHIBIT 4 General: ]'his itern ;hall govern the materials of manufacture and installation of water set -vice connections Lip to 2 inches in size oil new water distribution lines. Water Service connections for set -vice lines in excess of 2 inches are handled under Item 502.10.3-13 "Water Service Connections (Large Diameter)". Connections to existing or "live" water distribution lines shall not be covered by this iteni and are typically performed by City forces. Materials: Material items for water service connections shall conform to tile plans or current City standard details in dimension and type. Specific iter requirements are listed below: Tapping Saddle: Saddle shall be a double strap brass/bronze saddle with a tapered (CC) tap thread conforming to AWWA 0800. Corporation Valve: Corporation valve shall be a ball type valve made of brass conforming to AWWA 0800 with a tapered (CC) inlet thread and a pack joint outlet connection. Service Line Tubing: Set -vice line tubing shall Type K copper for I" service lines and SDR -9 HDPE conforming to AWWA 0901 standards for I YY' and 2" service lines. Meter Valve: Meter valve shall be a 90 degree angled ball valve made of brass conforming to AWWA 0800 with a pack joint inlet connection and a locking wing on tile valve operator. Water Meter Cans- Call size shall be based on Nvater meter size, not set -vice line size. Water meter cans shall have a galvanized steel or cast iron body with a notched meter outlet opening. Lids shall be cast iron with a key lock. Minimum can depth shall be 18 inches. 1/4" meter cans shall have minirnurn inside diameter of 17 inches. I meter cans shall have a minimum inside diameter of 24 inches. I V2" and 2" meter calls shall have a minimum inside diatileter of 27.5 inches. Installation: Tapping saddle, corporation valve, service line tubing, meter valve and water meter can shall be installed per the plans or current City standard detail. Construction of the service connection shall conform to NCTCOG Item 50'.10.3 for tile appropriate main line pipe material type except that direct tapping of PVC pipe is not allowed, it must be done with a service saddle, Service line installation under existing pavernent shall be performed by directional drilling unless othel-w-ise noted on the plans or Special Contract Requirements. The meter can shall be located in public right-of-way between the curb or pavement edge and tile sidewalk. In cases where there is no sidewalk the can shall be installed with the outlet side at the right-of-way line. Meter cans shall be installed its unpaved surfaces only. Water meter installation is performed by tile City. Payment: Payment for this item shall be at the contract Unit price for each service connection installed. Payment shall include excavation, backfill and tile installation of all iterns listed above. Item 502. 10.4 Sanitary Sewer Seiijees General: This item describes tile materials, construction and installation of sanitary sewer service lines and fittings. References. NCTCOG Item 502.10.4 Submittals. Submittals shall contain enough information to show that the service line pipe and fittings meet the corresponding main line pipe specification standards and that the cleanout housing meets the dimensional standards of the standard detail. Materials: A. Service line pipe and fittings shall meet the requirements of the corresponding main line pipe to which it is connected. B. Cleanout box shall be as indicated oil tile plans or in the current City standard details. C. All pipe and fittings shall be green in color. Any pipe that is discolored may be rejected. D. Each joint of pipe shall have the manufacture's name, applicable ASTM standard, the nominal diameter, standard dimension ratio, and the extrusion date printed on the pipe, Submittal shall contain explanation of how to read manufacturer's date codes. Installation: 1, Wastewater service lines shall be installed at the locations and to the sizes indicated oil the plans. In the event that the plans do not indicate this in-forrilation, the service lines shall be installed following the current service line standards indicated in the Denton Wastewater Criteria Manual and the current City service line location detail. 2, Service line and fittings shall be installed according to the details on tile plans or the current City standard service line detail. EXHIBIT 4 3. Service lines shall be installed per NCTCOG Item 502.10.4 where applicable, and in accordance with tile specifications governing mainline pipe installation. 4. Trench width shall be a luillinlUrn nitre outside diameter of the pipe plus 8 inches. Tile niaximuni trench width for any service line size shall be 18 inches. 5. Embedment and backfill shall be as required oil the standard service line detail drawing, C. Smice lines installed under existing pavement shall require temporary pavement repair in accordance to the trench detail for existing pavement unless otherwise noted on the plans or in tile Special Contract Requirenients, 7. The service line shall be pressure tested in accordance with NCTCOCJ Item 507.5.1.3 up to and including the new cleanout riser, Payment- Payment for this item shall be at the contract unit price for each service line installed including embedment and backfill. All labor, equipment, and materials needed to properly install the sewer service shall be included in the contract price. Item 502.12.4 Core into Existing Manhole General: This item describes the procedure for coring into all existing manhole in order to install a new pipe connection. Submittals: Submittals shall demonstrate that the pipe -to -manhole connector and grout meet tile required standards of this item. Material: A. Pipe -to -Manhole Connector — Connector shall be elastomeric PVC or rubber that meets ASTM 0923 standards. R Grout ®Grout shall be non -shrink, high strength grout that rneets ASTM 01107 standards. Execution: A. The new pipe connection shall be made using a coring method that utilizes a mechanical saw or drill. Tile use of pipe hammers or.jackhaniniers is not allowed. B. The manhole wall shall be cored or cut to the elevation indicated on the plans. The cut or cored area shall be of sufficient size to allow the insertion of the new pipe and the pipe -to -manhole connector. If required, the bench area shall also be cut or cored to the width of tile new conduit to ensure a Continuous grade from the new conduit invert into the manhole invert. Care should be taken to minimize the hole size so that the amount of grouting is kept to a minimum. C. The Contractor shall keep debris from entering the wastewater flow stream in the existing manhole. This shall be done by either using a flow-thrOUgh Plug Oil the existing manhole pipe connections oi- by bypass pumping around the manhole, R A pipe -to -manhole connector shall be attached to the sanitary sewer pipe where- the sanitary sewer pipe and the manhole meet. E. The new sanitary sewer shall not protrude more than one inch into the manhole. * The core hole and bench cut (if required) shall be thoroughly cleaned before the application of grout around the new pipe connection. G. Grout shall be applied to tile full thickness of tile manhole wall all around the new pipe connection to produce a watertight sea]. The pipe -to -manhole connector shall be completely CuCaPSUlated within tile grouted area. If a bench cut was required, the Cut area shall be smoothed with grout. K The excavated area shall be backfilled in accordance with the standard trench detail appropriate to tile surface condition. Payment: Payment for this item shall be at the contract unit price for each cored pipe connection created in all existing manhole, including excavation, backfill, patching grout, connection materials furnished and cleanup of grout L_ C�_ t, around and in the rnanhole. Iten) 503.2 Tunnel/Casing Pipe Spacer General: ]'his item shall govern the manufacture and installation of pipe spacers for pipe installation in or casings. EXHIBIT 4 Material: Casing spacers shall be either high density polyethylene (HDPE) spacers conforming to ISO 9001:2000 strength and quality standards, or two-piece carbon or stainless steel shell spacers. Spacers.shall be completely circumferential in shape and coverage of the carrier pipe. Steel shell for steel spacers shall be a minimum 14 - gauge thickness. Steel casing spacer- runners shall be made of a dielectrically inert material. Carbon steel spacers shall have a corrosion resistant coating. Installation: 'Spacer placement shall be in accordance with the plans or tile. current City standard detail for casing pipe installation. Spacers shall be fastened onto the carrier pipe following the manufacturer's recommendation and/or guidelines. Payment: There is no separate payment for tunnel or casing pipe spacers or their installation. This is considered a subsidiary cost of the carrier pipe installation. Itcnt 503.3 Boring and Tunnelmj g General: This item shall govern the materials of construction and installation of underground conduit by boring or tunneling. Installation of underground conduit by jacking is not allowed unless specifically called for in the plans or Special Contract Requirements. Casing Pipe Material: The casing pipe material, its dimensions and coating/lining shall conform to tyre specifications indicated ort the plans or in the Special Contract Requirements. Casing Pipe or Tunnel Enol Seal: The casing pipe or tunnel end seal shall be as called for ort the plans or in the current City standard detail. Installation by Boring: Boring shall conform to all relevant portions of NCTCOG Item 503.3.3 "Construction Methods for ,lacking, Boring or Tunneling" Vertical and horizontal alignment tolerance levels shall be as follows unless otherwise indicated ora the plans or in the Special Contract Requirements:. I-Iorizontal: 1% of bore length for both water and sewer. Vertical: +/s 0.5% of indicated grade for water; +/- 0.2% of indicated grade for sewer with minimum allowable grade being 0.1% in the direction of flow. A 2 -inch pilot hole bore shall be required prior to the casing pipe bore to establish alignment and grade. If the pilot bore exceeds the horizontal or vertical tolerance levels then the pilot hole shall be filled with grout and a new pilot hole bored. The casing pipe shall be advanced behind the auger bore utilizing the pilot hole as a guide. Disposal of excavated material is the responsibility of the contractor- per Item 107.25, Installation by Tunneling: Tunneling shall conform to all relevant portions of NCTCOG Item 5113.3.3 "Construction. Methods for Tacking, Boring or Tunneling". Vertical and horizontal alignment tolerance levels shall be as follows unless otherwise indicated ort the plans or in the Special Contract Requirements: Horizontal: I % of bore length for both water and sewer. Vertical: +/- 0.5% of indicated grade for water; +/- 0.2% of indicated grade for server; with minimum allowable grade being 11.1 % in the direction of flow, A pilot hole is not required in advance of tunneling. Tunneling, shall utilize a guided tunnel boring machine (TBM) or shielded hand tunneling with a grade and alignment steering control mechanism. The casing pipe shall be advanced behind the tunneling operations as close as possible to minimize the area of unprotected excavation. Disposal of excavated material is the responsibility of the contractor per Item 107.25. Welding: Casing, pipe joints shall be welded in accordance to AWWA C-206 standards and shall utilize full circumferential butt welds. After welding, the pipe liner and coating; shall be repaired by using a field applied coating of an approved lining material. Payment: Payment shall be made at the contract unit price per linear foot: of casing pipe installed by boring or tunneling. The installation of tlae carrier pipe shall not be included in this bid item. Casing spacer placement and end seals shall not be included in this bid item; those items shall be subsidiary to the carrier pipe installation cost. Payment shall include all excavation, backfill, and welding, required to install the encasement pipe or tunnel. EXHIBIT 4 Item 507.4.5 Sewer Pipe COLIVIJ11Z General: This item describes the materials and installation of pipe couplings to juin plain end sewer pipes of the same or ditTerent pipe material together. The use of couplings is not allowed for a connection greater than 48 inches in Z7� diameter. Submittals: A, Only those manufacturers whose seNver pipe couplings have been approved by the City of Denton will be allowed for use in the City's wastewater collection system. B. Submittals shall contain enough information to show that the sewer pipe coupling is the sarne as what has been approved by the City of Denton and meets or exceeds all standards listed within this specification. Products: Acceptable Manufacturers and Products Installation: A. Onset Pipe Products, Inc., Shear Guard-' Coupling, sizes 4" through 12", for both similar and dissimilar pipe materials and O.D.s. B. Straub Pipe Couplings, Inc., Flex model with EPDM gaskets, sizes 15"' through 48", for similar pipe materials only. C. Multi Fittings Corporation, Plastic Trends Inc., or the Pipe Manufacturer, Manufactured Gasketed Coupling with rigid Dousing, Sizes 15" through 48", for dissimilar pipe materials or pipe O.D.s. A. Pipe ends to be joined shall be thoroughly cleaned to remove all dirt or foreign material. B. The pipe coupling shall be installed per the manufacturer's guidelines. The coupling shall not be tightened to the extent that it causes deformation of either pipe end. 4-1 C. Pipe couplings shall be encased in Class B concrete, according to the standard detail drawing. D. The Inspector shall inspect the installed coupling for tightness of fit prior to covering with concrete. Payment: Payment for this item shall be included in the unit price for pipe installation. Item 507.5.2 Television Inspection General: This item describes televised inspection of all new sanitary sewer lines and sanitary sewer services prior to final acceptance and at the end of the warranty period. Execution: A. The Contractor or a third party hired by the Contractor shall perform the televised inspection of the new sanitary sewer line. B. The person performing the inspection must be PACP (Pipeline Assessment & Certification Program) certified. C. The City of Denton Inspector shall be present during the television inspection, unless otherwise authorized in writing, D. Tile televised inspection shall commence only after the line has passed both air and mandrel test and the fine has been thoroughly cleaned and vacULuned. E. Televised Inspection shall follow the procedures outlined in NCTCOG Item 507.5.2. F. The camera shall be centered in the middle of the pipe throughout the inspection. Inspection that is excessively off -centered may be cause for rejection. G. The camera shall proceed at a rate no faster than 30 feet per Minute. Inspections that proceed at a greater rate may be rejected. 11 The camera shall be stopped at each lateral connection and the carnera ]lead shall be rotated to inspect each lateral connection fully. EXHIBIT 4 Submittal: A. Video and log cy sheet information must comply with NCTCOG Item 507,5.2. 1. B. Logo sheet report Must utilise PACP reporting standards. C. Video submittal shall be a digital nipeg file unless otherwise directed by the City's representative. Criteria for Repair: The Contractor shall make repairs or clean the line if the City notes problems, including but not limited to the following: A.PLlIICd or slipped joints. B. Rolled gaskets. C, Water infiltration. D.Cracked or damaged pipe. E. In pipes with gradients less than 0,7 percent, a maximum one-half inch of standing water will be allowed in 6" through 24" diameter pipes. In pipes with gradients 0.7 percent or greater, no standing water is allowed. The depths, of standing water allowable for mains that are, greater than 24" in diameter will be evaluated by the City. F. Structural damage to the pipe. G.Services coming into the main at all angle other than according to the details. 1- H.Services not installed on lots indicated by plans. 1. Pipe has debris, soil or residue. Another televised inspection run at no additional cost is required after ally repairs. Warranty Inspection: A second television inspection by the Conti -actor shall be started no sooner than 630 calendar days and finished no later than 690 calendar clays after the date of acceptance for this project by the City of Denton. Should the Contractor fail to turn in a second original television inspection video with proper documentation to the City by the 690th calendar day, written notice to perform a second television inspection shall be given by the City to the Contractor and the Surety. If the Contractor or Surety fail to perforrn a second televised inspection within 10 calendar clays of notification, then the City shall have the right with or without further notice,, to perform a second television inspection or cause the same to be done, either by contract or otherwise at its option, and to pay for the cost of the second television inspection. If such cost of repairs, so made, shall not be paid by the Contractor or Surety upon receipt of notice of the amount thereof, the said City shall have the right of action oil the Performance Bond, or in case the second television inspection shall not actually be made by the City after such failure on the part of the C011traCtOrOl- Surely, the City shall have the right to ascertain and determine the cost of such repairs and to maintain all action against the said Contractor or Surety, or both under said bond, to recover the amount so determined ill any court of competent jurisdiction, and the amount so determined shall be conclusive Up011 the Contractor and Surety in any action upon said bond. Payment: Payment for both the final acceptance and final warranty televised inspection of sanitary sewer and services shall be included in the price of new sanitary sewer pipe and services installed. Item 801 Barricade, Detours, and Warning Signs General: This item provides for the cost of necessary barricading, warning signs and detours for the Contractor to perform public improvement work. A traffic control plan prepared by a civil engineer licensed in the State of Texas, conforming to the M.U.T.C.D., is to be submitted to the City prior to the start of construction. Barricading will conform to the M.U.T.C.D. At no time shall ally property's access be completely blocked. Tile contractor will be required to notify by written notice all affected property owners or tenants at least 48 hours in advance of construction adjacent to each property. While driveways are closed due to utility construction, signage must be placed indicating the alternate driveway location. Signs marking ternporary or alternate driveway locations should state the name of the business ill block letters at least 4 inches high and include an arrow indicating the entrance. Driveway indicator signs may be mounted oil T -posts. Traffic must be allowed to Continue with as little interruption as possible. Street closings must be scheduled at least one week in advance so they may be advertised in the Denton Record -Chronicle. Tile Inspector must be supplied with a phone number that may be EXHIBIT 4 used If barricading becornes unsafe during non -working hours. Refer to the requirements listed Linder the General Provisions. NCTCOG Reference: Items 107.19 and 801 Payment: Payment for this item shall be at the contract lump sum for all -work, equipment and signage necessary to completely barricade the project. Item SSOI Cut and Plug Existing Sewer Lines General: This iters describes the cutting and pluooino of abandoned sections of sanitary sewer. Materials: Execution: A. Concrete shall be Class "B" as defined by NCTCOG Item 702.2.4.2. B. Grout Shall conform to ASTM C 1107 standards. C, Manufactured cap or plug shall be PVC or HDPE conforming to the material standards of the pipe to be abandoned. A. Wherever indicated oil the plans, the existing line to be abandoned shall be exposed and a two foot section of pipe shall be removed. If the cut and location is plug adjacent to a manhole that C� is to remain in service the pipe cut shall be no closer than two feet from the manhole wall. 13, The removed section of abandoned pipe shall be filled with concrete until both ends of the abandoned pipe are effectively sealed. C. Concrete shall be prevented from entering the rnanhole invert through the use of a pipe plug or sorne other suitable blocking agent. D. If tile pipe to be abandoned is greater than 24 inches in diameter a manufactured cap or plug may be utilized to seal the abandoned pipe ends In lieu of concrete. The manufactured cap or Plug must be grouted onto the abandoned pipe end to ensure a watertight sea], E. The excavation hole shall be backfilled per the standard trench detail appropriate for the surface condition. Payment: Payment for this Item shall be at the contract unit price for each location where, an abandoned sanitary sewer is cut and Plugged. The unit price shall include excavation, backfill, cutting and plugging of pipe and all material required, Item 5502 Abandon Existing Manhole General: This item describes the procedures for the abandonment of existing manholes. Materials: A. Concrete - Concrete shall conform to all sections of NCTCOG Item 702.2.4.2 for Class B concrete. B. Sand - Sand shall conform to Item 504.2,2,6 of the NCTCOG standards. Execution: A. Removal items or sections shall be indicated on the standard manhole abandonment detail. Removed items and sections shall be the property of the Contractor and must be disposed of in accordance to NCTCOG Item 10725. B. Manhole outlets shall be plugged and the manhole filled according to the standard manhole abandonment detail. C. The area above the abandoned manhole shall be compacted with backfill according to the standard manhole abandonment detail. Payment: Payment shall be at tile contract unit price for each existing manhole abandonment completed. The unit price shall include all the necessary labor, equipment, and materials needed to properly abandon the manhole. Excavation and backfill are included in the unit price. Item 5503 Remove Existing Manhole General: This item describes the procedures for the removal of existing manholes, EXHIBIT 4 Execution: A. Excavation shall be made around the manhole to be removed to a depth equivalent. to the concrete base of the manhole. B. Connecting sewer lines shall be cut or broken where they enter the existing manhole. C. All parts of tile manhole shall be removed and disposed of by the Contractor in accordance to NCTCCIG Item 107.25.. D� Each connecting seiner line shall be plugged with Class B concrete or capped with a manufactured waterticht cap where the line is greater than ?d inches in diameter. Plugging shall follow the requirements of Item SSOI . E. The excavation hole shall be backfilled according to the standard trench detail for the appropriate surface cover condition. Payment: Payment shall be at the contract unit price for each existing manhole removal completed. The unit price shall include all the necessary labor, equipment, and materials needed to properly remove the manhole and plug all connecting sewer lines. Excavation and backfill are included in the unit price. The contractor's failure to comply with any of these provisions is a breach of contract by the contractee- which entitles the governmental entity to declare the contract void if the contractor does not remedy the breach within ten days atter receipt of notice of breach frorn the governmental entity. Should a conflict arise bet -ween the PO FFP document supplier is ym drawings, specifications, construction document, or contract; the terms and conditions set forth in the City of Benton General Conditions and the negotiated contract shall prevail. EXHIBIT 4 City Denton Special1 Conditions EXHIBIT 4 Contract Term It is the intention of the City of Denton to award a contract for construction of the pr(>ject as described in the drawings and specifications. Materials and services undertaken pursuant to this RFP will be required to commence within fourteen (14) days of delivery of a Notice to Proceed. The services shall be accomplished per the Scope of Work as identified in Section 111, the Procurement Process and Procedures as outlined in Section 11, and shall conforni to the requirements contained in the Technical Specification in Exhibit 2, and Technical Drawings in Exhibit 3. The Contract shall commence upon the issuance of a Notice to Proceed by the City of Denton and shall automatically expire upon completion of the work and acceptance by the City of Denton. Pricin Only firm, lump sum pricing with no escalation will be accepted for this project. Price Adjustments Price adjustments will not be allowed for this project unless a change in scope is approved that increases or decreases the amount of work required. Requests or proposals for changes in scope must be submitted in writing with documentation that provides justification for the change and supporting evidence that describes the basis for the cost change. Upon receipt of such request, the City of Denton reserves the right to either: accept the proposed change as competitive with the general rnarket price at the time and issue appropriate authorizations or reject the increases within 30 calendar days after receipt of a properly submitted request. No work shall be undertaken on a proposed change until authorized by the City of Denton in the form of a Purchase Order change and./or other documentation appropriate to amending the contract. L, The request can be sent by e-mail to: pLirqha, �-�jini,)cit yofdentonxorn Or mail to: Or call. City of Denton City of Denton Purchasing Attn: Purchasing Manager (940) 349-7100 RFP # 5687 901 B Texas Street Denton, Texas 76209 The City of Denton reserves the right to accept, reject, or negotiate any proposed price changes. Quantities The quantities indicated on the drawings and in the Technical Specification are believed to be accurate but shall be considered only as estimates. The project requires complete and functional construction of the substation perimeter fence in accordance with the dimensions presented on the project documents. Differences between the quantities of material required and the estimated quantities will not be considered as basis for a change in the price for the project. In submitting a proposal, the proposer is stating that he has reviewed the project drawings and specifications and understands their intent and has checked the quantities and dimension and is asserting that the proposal is intended to account for all conditions and quantities to complete the project as described in the plans and specification. Substitutions Substitutions are not permitted without the written approval of the City of Denton Purchasing Department. For substitutions prior to the proposal deadline,, this will be accomplished with a submittal EXHIBIT 4 to the Architect/Engineer, and approval by the City representative, and issuance of a written addendum. For substitutions after contract award, this will be accomplished with a submittal request to the Architect/Engineer, and approval by the City representative, and issuance of a written contract change order. Product Changes During Contract Term The supplier shall not change specifications during the contract term without prior approval. Any deviation in the specifications or change in the product must be approved in advance by the City of Denton. Notice of a change shall be submitted in writing to the Project Manager with the RFP number in the subject line, for review. Products found to have changed specifications without notification, and acceptance, will be rejected and must be removed from the site at the supplier's expense. Products that have been installed shall be replaced at the supplier's expense. Patent Rights The contractor agrees to indemnify and hold harmless the City from any claire involving patent right infringement or copyrights on goods supplied. Asbestos Free Materials The contractor shall provide asbestos -free materials as represented by the Manufacturer's "Materials Safety Data Sheets" Rights to Data, Documents, and Computer Softivare.-(Government Entity Ownership Any software, research, reports studies, data, photographs, negatives or other documents, drawings or materials prepared by contractor in the performance of its obligations under this contract shall be the exclusive property of the City and all such materials shall be delivered to the City by the contractor upon completion, termination, or cancellation of this contract. Contractor may, at its own expense, keep copies of all its writings for its personal files. Contractor shall not use, willingly allow, or cause to have such materials used for any purpose other than the performance of contractor's obligations under this contract without the prior written consent of the City; provided, however, that contractor shall be allowed to use non -confidential materials for writing samples in pursuit of the work. The ownership rights described herein shall include, but not be limited to, the right to copy, publish, display, transfer, prepare derivative works, or otherwise use the works. Adding New Products or Senices to the Conti -act after Award Following the Contract award, ADDITIONAL services of the same general category that could have been encompassed in the award of this contract, and that are not already on the contract, may be added. A formal written request may be sent to successful Contractor to provide a proposal on the additional services and shall submit proposal to the City as instructed. All submitted prices are subject to negotiation in accordance with Texas Government Code 2254. The City may accept or reject the proposal, and may issue a separate RFQ for the services requested, after rejecting sorne, or all, of the proposal. The services covered under this provision shall conform to the statement of work, specifications, and requirements as outlined in the request. Contract changes shall be made in accordance with Local Government Code 252.048. Samples Respondents must make samples available in accordance with the specification and upon request by the City of Denton prior to award with no costs to the City, EXHIBIT 4 Venue This agreement shall be governed by the law of the State of Texas and venue for its construction and enforcement shall lie in the courts of Denton County. Texas. Silence, of specifications The apparent silence of these specifications as to any detail or the apparent omission from it of a detailed description concerning any point, shall be regarded as a meaning that the only best commercial practices are to prevail. All interpretations of these specifications shall be made on the basis of this statement. Prevailing Wage Rates In accordance with Texas Government Code 2258, the awarded contractor shall comply with prevailing wage rates as defined by the United States Department of Labor Davis -Bacon Wage Determination at littp:H-vvww.dol.gov/wl-ld/contracts/dbra.htm and at the Wage Detern-linations website \vww.wdol.gov for Denton County, Texas (WD -2509). Notwithstanding any other provision of this Conti -act, the awarded contractor hereby represents and warrants that the contractor shall pay to each of its employees a wage not less than what is currently known as the "Federal Minimum Wage" and any increase or amendments thereto. Furthermore, contractor shall produce proof of compliance with this provision by contractor to the City. The City shall withhold payments due to contractor until contractor has complied with this provision. Prior to any payment being made for work satisfactorily completed and accepted, contractor shall submit wage rate affidavits with its billing documents affirming that all employees have been paid not less than the current "Federal Minimum Wage". Special Permitting Requirements The awarded contractor shall work with identified City staff to obtain the necessary permits for construction of the project. Contracts and Bonds Successful awarded contractor will be required to sign original contract and submit a performance and payment bonds for 100 percent of the total proposal submitted before work is to commence. The contractor shall assume all costs in increasing the bond limits if change orders are lormally approved. Bonds shall be in accordance with, the V.T.C.A Government Code Section 2253.021, as amended. The City shall normally return the proposal bonds within ten (10) working days after the proposal due date, except for the three top ranked firms. The three top ranked firms will be retained by the City until the required contract and bonds have been executed, after which they shall be returned. DAVIS BACON COMPLIANCE REQUIREMENTS The Contractor shall comply with the requirements of the Davis -Bacon Wage Act and the Wage Rate Requirements tinder Section 1606 of the Recovery and Reinvestment Act (the Act) and shall indemnify the City ftoin liability for any failure to pay wages in compliance with the Act. The contractor shall ensure that all laborers and mechanics employed in the performance of the project for which the EXHIBIT 4 assistance is provided, including those employed by subcontractors, are paid wages at rates not less than those prevailing on similar work in the locality as determined by the Secretary of Labor in accordance with subchapter IV of chapter 31 of title 40, United States Code (commonly referred to as the 'Davis - Bacon Act'). 'I I lie bidder who is awarded the Contract shall pay the wage rate in effect as of the date the Contract is awarded. The Contractor shall cooperate with the City by providing information in the form and frequency requested by the City concerning the type of work performed, the number of hours worked, and the hourly rates paid for the various types of work performed by all workers on the Project. 'rhe Contractor shall allow City staff to conduct on-site wage interviews and shall post information concerning the Act as requested by the City. Allcontractors and subcontractors must comply with Davis -Bacon Wage Rates and the Wage Rate Requirements of Section 1606 of the Recovery and Reinvestment Act. are as follows: THIS AWARD TERM IS APPLICABLE TO ARRA AWARDS WHEN WAGE, RATE REQUIREMENTS UNDER SECTION 1606 OF ME RECOVERY ACT TERM IS APPLICABLE. THIS AWARD TERM IS ALSO APPLICABLE TO SUBGRANTS AND CONTRACTS. Note: Where necessary to make the context of these articles applicable to this award, the term "Contractor" shall rnean -'Recipient" and the term "Subcontractor" shall mean "Subrecipient or Subcontractor" per the following definitions. Recil)ient means the organization, individual, or other entity that receives an award from DOE and is financially accountable for the use of any DOE funds or property provided for the performance of the project, and is legally responsible for carrying out the terms and conditions of the award. Subs-ecipient means the legal entity to which a subaward is made and which is accountable to the recipient for the use of the funds provided. The term may include foreign or international organizations (such as agencies of the United Nations). Davis -Bacon Act (a) Definition.—"Site of the work"— (1) Means -- (i) The primary site of the work. The physical place or places where the construction called for in the award will remain when work on it is completed-, and (ii) The secondary site of the work, if any. Any other site where a significant portion of the building or work is constructed, provided that such site is— (A) Located in the United States; and (13) Established specifically for the performance of the award or project; (2) Except as provided in paragraph (3) ol.-this definition, includes any fabrication plants, mobile factories, batch plants, borrow pits, job headquarters, tool yards', etc., provided— (i) They are dedicated exclusively, or nearly so, to performance of the award or project; and (ii) They are adjacent or virtually adjacent to the "primary site of the work" as defined in paragraph (a)(1)(i), or the "secondary site of the work" as defined in paragraph (a)(1)(ii) of this definition; EXHIBIT 4 (3) Does not include permanent home offices. branch plant establishments, fabrication plants, or tool yards of a Contractor or subcontractor whose locations and continuance in operation are determined wholly without regard to a particular Federal award or project. In addition, fabrication plants, batch plants, borrow pits, job headquarters. , yards, etc., of a commercial or material supplier which are established by a supplier of materials for the project before opening of bids and not on the Project site, are not included in the "site of the work." Such permanent, previously established facilities are not a part of the "site of the work" even if the operations for a period of time may be dedicated exclusively or nearly so, to the performance of a award. (b) (1) All laborers and mechanics employed or working upon the site of the work will be paid unconditionally and not less often than once a week, and without subsequent deduction or rebate on any account (except such payroll deductions as are permitted by regulations issued by the Secretary of Labor under the Copeland Act (29 CFR Part 3)), the full amount of wages and bona fide fringe benefits for cash equivalents thereof) due at time of payment con-tputed at rates not less than those contained in the wage determination of the Secretary of Labor which is attached hereto and made a part hereof, or as may be incorporated for a secondary site of the work, regardless of any contractual relationship which may be alleged to exist between the Contractor and such laborers and mechanics. Any wage determination incorporated for a secondary site of the work shall be effective from the first day oil which work under the award was performed at that site and shall be incorporated without any adjustment in award price or estimated cost. Laborers employed by the construction Contractor or construction subcontractor that are transporting portions of the building or work between the secondary site of the work and the primary site of the work shall be paid in accordance with the wage determination applicable to the primary site of the work. (2) Contributions made or costs reasonably anticipated for bona fide fringe benefits under section I(b)(2) of the Davis -Bacon Act on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of paragraph (e) of this article; also,. regular contributions made or costs incurred for more than a weekly period (but not less often than quarterly) under plans, funds, or programs which cover the particular weekly period, are deemed to be constructively made or incurred during such period. (3) Such laborers and mechanics shall be paid not less than the appropriate wage rate and fringe benefits in the wage determination for the classification of work actually performed, without regard to skill, except as provided in the article entitled Apprentices and Trainees. Laborers or mechanics performing work in more than one classification may be compensated at the rate specified for each classification for the time actually worked therein; provided, that the employer's payroll records accurately set forth the time spent in each classification in which work is performed. (4) The wage determination (including any additional classifications and wage rates conformed under paragraph (c) of this article) and the Davis -Bacon poster (WH -1321) shall be posted at all times by the Contractor and its subcontractors at the site of the work in a prominent and accessible place where it can be easily seen by the workers. (c) (1) The Contracting Officer shall require that any class of laborers or mechanics which is not listed in the wage determination and which is to be employed tinder the award shall be classified in conformance with the wage: determination. The Contracting Officer shall C� approve an additional classification and wage rate and fringe benefits therefore only when all EXHIBIT 4 the following criteria have been met: (i) The work to be performed by the classification requested is not performed by a classification in the wage determination. (ii) The classification is utilized in the area by the construction industry. (iii)The proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship to the wage rates contained in the wage determination. (2) If the Conti -actor and the laborers and mechanics to be employed in the classification (if known), or their representatives and the Contracting Officer agree on the classification and wake rate (includingthe amount designated for fringe benefits, where appropriate), a report of the action taken shall be sent by the Contracting Officer to the Administrator of the: Wage and Hour Division Employment Standards Administration U.S. Department of Labor Washington, DC 20210 The Administrator or an authorized representative will approve, modify, or disapprove every additional classification action within 30 days of receipt and so advise the Contracting Officer or will notify the Contracting Officer within the 30 -day period that additional time is necessary. (3) In the event the Contractor, the laborers or mechanics to be employed in the classification, or their representatives, and the Contracting Officer do not agree on the proposed classification and wage rate (including the amount designated for fringe benefits, where appropriate), the Contracting Officer shall refer the questions, including the views of all interested parties and the recommendation of the Contracting Officer, to the Administrator of the Wage and Hour Division for determination. The Adri-tinistrator, or an authorized representative, will issue a determination within 30 days of receipt and so advise the Contracting Officer or will notify the Contracting Officer within the 30 -day period that additional time is necessary. (4) The wage rate (including fringe benefits, where appropriate) determined pursuant to subparagraphs (c)(2) and (c)(3) of this article shall be paid to all workers performing work in the classification under this award from the first day on which work is performed in the classification. (d) Whenever the minimum wage rate prescribed in the award for a class of laborers or mechanics includes a fringe benefit which is not expressed as an hourly rate, the Contractor shall either pay the benefit as stated in the wage determination or shall pay another bona fide fringe benefit or an hourly cash equivalent thereof. (e) If the Contractor does not make payments to a trustee or other third person, the Contractor may consider as part of the wages of any laborer or mechanic the amount of any costs reasonably anticipated in providing bona fide fringe benefits under a plan or program; provided, that the Secretary of Labor has found, upon the written request of the Contractor, that the applicable standards of the Davis -Bacon Act have been net. The Secretary of Labor may require the Contractor to set aside in a separate account assets for the meeting of obligations under the plan or program. EXHIBIT 4 Rates of Wages The mininium wages to be paid laborers and mechanics under this award involved in performance of work at the project site, as determined by the Secretary of Labor to be prevailing for the corresponding classes of laborers and mechanics employed on projects of a character similar to the contract work in the pertinent locality, are included as an attachment to this award. These wage rates are minimum rates and are not intended to represent the actual wage rates that the Contractor may have to pay. Payrolls and Basic Records (a) Payrolls and basic records relating thereto shall be maintained by the Contractor during the course of the work and preserved for a period of 3 years thereafter for all laborers and mechanics working at the site of the work. Such records shall contain the name, address, and last 4 digits of the social security number of each such worker, his or her correct classification, hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in section 1(b) (2) (B) of the Davis -Bacon Act), daily and weekly number of fours worked, deductions made, and actual wages paid. Whenever the Secretary of Labor has found, under paragraph (d) of the article entitled Davis -Bacon Act, that the wages of any laborer or mechanic include the amount of any costs reasonably anticipated in providing benefits under a plan or program described in section I (b)(2)(B) of the Davis -Bacon Act, the Contractor shall maintain records which show that the corrimitinent to provide such benefits is enforceable, that the plan or program is financially responsible, and that the plan or program has been communicated in writing to the laborers or mechanics aff-ected, and records which show the costs anticipated or the actual cost incurred in providing such benefits. Contractors employing apprentices or trainees under approved programs shall maintain written evidence of the registration of apprenticeship programs and certification of trainee programs, the registration of the apprentices and trainees, and the ratios and wage rates prescribed in the applicable programs. (b) (1) The Conti -actor shall submit weekly for each week in which any award work is performed a copy of all payrolls to the Contracting Officer. The payrolls submitted shall set out accurately and completely all of the information required to be maintained under paragraph (a) of this article. This information may be submitted in any forni desired. Optional Form WH -347 (Federal Stock Number 029-005-0001.4-1) is available for this purpose and may be purchased frorn the -- Superintendent of Documents U.S. Government Printing Office Washington, DC 20402 The Prime Contractor is responsible for the submission of copies of payrolls by all subcontractors. (2) Each payroll submitted shall be accompanied by a "Statement of Compliance," signed by the Contractor or subcontractor or his or her agent who pays or supervises the payment of the persons employed under the award and shall certify — (i) That the payroll for the payroll period contains the information required to be maintained under paragraph (a) of this article and that such information is correct and complete - (ii) That each laborer or mechanic (including each helper, apprentice, and trainee) employed on the award during the payroll period has been paid the full weekly wages carried, without rebate, either directly or indirectly, and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as set forth in the EXHIBIT 4 Regulations, 29 CFR Part 3; and (iii)That each laborer or mechanic has been paid not less than the applicable wage rates and fringe benefits or cash equivalents for the classification of work performed, as specified in the applicable wage determination incorporated into the award. (3) The weekly submission of a properly executed certification set forth on the reverse side of Optional Form WE -347 shall satisfy the requirement for submission of the "Statement of Compliance" required by subparagraph (b)(2) of this article. (4) The falsification of any of the certifications in this article may subject the Contractor or subcontractor to civil or criminal prosecution under Section .1001 of Title 18 and Section 3729 of Title 31 of the United States Code, (c) The Contractor or subcontractor shall make the records required tinder paragraph (a) of this article available for inspection, copying, or transcription by the Contracting Officer or authorized representatives of the Contracting Officer or the Department of Labor. The Contractor or subcontractor shall permit the Contracting Officer or representatives of the Contracting Officer or the Department of Labor to interview employees during working hours on the job. If the Contractor or subcontractor fails to submit required records or to make them available, the Contracting Officer may, after written notice to the Conti -actor, take such action as may be necessary to cause the suspension of any further payment. Furthermore, failure to submit the required records upon request or to make such records available may be grounds for debarment action pursuant to 29 CFR 5.12. Withholding of Funds The Contracting Officer shall, upon his or her own action or upon written request of an authorized representative of the Department of Labor, withhold or cause to be withheld from the Contractor under this award or any other Federal award with the same Prime Contractor, or any other federally assisted award subject to Davis -Bacon prevailing wage requirements, which is held by the sarne Prime Contractor, so much, of the accrued payments or advances as may be considered necessary to pay laborers and mechanics, including apprentices, trainees, and helpers, employed by the Contractor or any subcontractor the full amount of wages required by the award. In the event of failure to pay any laborer or mechanic, including any apprentice, trainee, or helper, employed or working on the site of the work, all or part of the wages required by the award, the Contracting Officer may, after written notice to the Contractor, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations have ceased. Apprentices and Trainees (a) Apprentices. (1) An apprentice will be permitted to work at less than the predetermined rate for the work they performed when they are employed— (0 Pursuant to and individually registered in a bona fide apprenticeship program registered with the U.S. Department of Labor, Employment and Training Administration, Office of Apprenticeship and Training, Employer, and Labor Services (OATELS) or with a State Apprenticeship Agency recognized by the OATELS; or (d) In the first 90 days of probationary employrnent as an apprentice in such all apprenticeship program, even though not individually registered in the program, if EXHIBIT 4 certified by the OATELS or a State Apprenticeship Agency (where appropriate) to be eligible for probationary employment as an apprentice. (2) The allowable ratio of apprentices to journeymen on the job site in any craft classification shall not be greater than the ratio permitted to the Contractor as to the entire work force under the registered program, (3) Any worker listed on a payroll at an apprentice wage rate, Nvho is not registered or otherwise employed as stated in paragraph (a)(1) of this article, shall be paid not less than the applicable wage determination for the classification of work actually performed. In addition, any apprentice performing wort, on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. (4) Where a contractor is performing construction on a project in a locality other than that in which its program is registered, the ratios and wage rates (expressed in percentages of the journeyman's hourly rate) specified in the Conti -actor's or subcontractor's registered program shall be observed. Every apprentice must be paid at not less than the rate specified in the registered program for the apprentice's level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination. (5) Apprentices shall be paid fringe benefits in accordance with the provisions of the apprenticeship pprenticeship program. If the apprenticeship program does not specify fringe benefits, apprentices must be paid the full arnount of fringe benefits listed on the wage determination for the applicable classification. If the Administrator determines that a different practice prevails for the applicable apprentice classification, fringes shall be paid in accordance with that determination. (6) In the event OATELS, or a State Apprenticeship Agency recognized by OATELS, withdraws approval of an apprenticeship prograin, the Conti -actor will no longer be permitted to utilize apprentices at less than the applicable predetermined rate for the work perfornied until an acceptable program is approved. (b) Trainees. (1) Except as provided in 29 CFR 5.16, trainees will not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant to and individually registered in a program which has received prior approval, evidenced by formal certification by the U.S. Department of Labor, Employment and Training Administration, Office of Apprenticeship Training, Employer, and Labor Set -vices (OATELS). The ratio of trainees to journeymen on the job site shall not be greater than permitted under the plan approved by OATELS. (2) Every trainee must be paid at not less than the rate specified in the approved program for the trainee's level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination. Trainees shall be paid fringe benefits in accordance with the provisions of the trainee program. If the trainee program does not mention fringe benefits, trainees shall be paid the full amount of fringe benefits listed in the wage determination unless the Administrator of the Wage and Hour Division determines that there is an apprenticeship program associated with the corresponding journeyman wage rate in the EXHIBIT 4 wage determination which provides for less than full fringe benefits for apprentices. Any employee listed on the payroll at a trainee rate that is not registered and participating in a training plan approved by the OATELS shall be paid not less than the applicable wage rate in the wage determination for the classification of work actually perforined. In addition, any trainee performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate in the wage determination for the work actually performed. (3) In the event OATELS withdraws approval of a training program, the Contractor will no longer be permitted to utilize trainees at less than the applicable predetermined rate for the work performed until an acceptable program is approved. (4) Equal employment opportunity. The utilization of apprentices, trainees, and journeymen under this article shall be in conformity with the equal employment opportunity requirements of Executive Order 11246, as amended and 29 CFR Part 30. Compliance with Copeland Act Requirements The Contractor shall comply with the requirements of 29 CFR Part 3, which are hereby incorporated by reference in this award. Subcontracts (Labor Standards) (a) Definition. "Construction, alteration, or repair," as used in this article means all types of work done by laborers and mechanics employed by the construction Contractor or construction subcontractor on a particular building or work at the site thereof, including without limitation (1)Altering, remodeling, installation (il'appi-opriate) on the site of the work of items fabricated off -site; (2) Painting and decorating-, (3) Manufacturing or furnishing of materials, articles. supplies, or equipment on the site of the building or work; (4) Transportation of materials and supplies between the site of the work within the meaning of paragraphs (a)(1)(i) and (ii) of the "site of the work" as defined in the article entitled Davis Bacon Act of this award, and a facility which is dedicated to the construction of the building or work and is deemed part of the site of the work within the meaning of paragraph (2) of the -site of work" definition; and (5) Transportation of portions of the building or work- between a secondary site where a significant portion of the building or work is constructed, which is part of the "site of the work" definition in paragraph (a) (1) (ii) of the Davis -Bacon Act article, and the physical place or places where the building or work will remain (paragraph (a) (1) (1) of the Davis Bacon Act article, in the "site of the work" definition). (b) The Contractor or subcontractor shall. insert in any subcontracts for construction, alterations and repairs within the United States the articles entitled— EXHIBIT 4 (1) Davis -Bacon Act; (2) Conti -act Work Hours and Safety Standards Act -- Overtime Compensation (if the article is included in this award), (3) Apprentices and Trainees; (4) Payrolls and Basic Records; (5) Compliance with Copeland Act Requirements; (6) Withholding of Funds; (7) Subcontracts (Labor Standards); (8) Contract Termination — Debarment; (9) Disputes Concerning Labor Standards; (10) Compliance with Davis -Bacon and Related Act Regulations; and (11) Certification of Eligibility. (c) The Prime Contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor performing construction within the United States with all the award articles cited in paragraph (b). (d) (1) Within 14 days after issuance of the award., the Contractor shall deliver to the Contracting Officer a completed Standard Foirn (SF) 1413, Statement and Acknowledgment. P for each subcontract for construction within the United States, including the subcontractor's signed and dated acknowledgment that the articles set forth in paragraph (b) of this article have been included in the subcontract. Within 14 days after the award of any subsequently awarded subcontract the Contractor shall deliver to the Contracting Officer an updated completed SF 1413 for such additional subcontract. (e) The Contractor shall insert the substance of this article, including this paragraph (e) in all subcontracts for construction within the United States. Contract Termination -- Debarment A breach of the award articles entitled Davis -Bacon Act, Contract Work Hours and Safety Standards Act -- Overtime Compensation, Apprentices and Trainees, Payrolls and Basic Records, Compliance with Copeland Act Requirements, Subcontracts (Labor Standards), Compliance with Davis -Bacon and Related Act Regulations, or Certification of Eligibility may be grounds for termination of the whole award or in part for the Recovery Act covered work only, and for debarment as a Contractor and subcontractor as provided in 29 CFR 5.12. Compliance,", ith Davis -Bacon and Related Act Regulations EXHIBIT 4 All rulings and interpretations of the Davis -Bacon and Related Acts contained in 29 CFR Pails 1, 3, and 5 are hereby incorporated by reference in this award, Disputes Concerning Labor Standards The United States Department of Labor has set forth in 29 CFR Parts 5, 6, and 7 procedures for resolving disputes concerning labor standards requirements. Such disputes shall be resolved in accordance with those procedures and not the Disputes and Appeals as defined in 10 CFR 600.22. Disputes within the meaning of this article include disputes between the Contractor (and any of its subcontractors) and the contracting agency, the U.S. Department of Labor, or the employees or their representatives. Certification of Eligibility (a) By entering into this award, the Contractor certifies that neither it (nor lie or she) nor any person or firm who has an interest in the Contractor's firm is a person or firm ineligible to be awarded Goverru-nent awards by virtue of section 3(a) of the Davis -Bacon Act or 29 CFR 5.12(a)(1). (b) No part of this award shall be subcontracted to any person or firm ineligible for award of a Government award by virtue of section 3(a) of the Davis -Bacon Act or 29 CFR 5.12(a)(1). (c) The penalty for making false statements is prescribed in the U.S. Criminal Code, 18 U.S.C, 1001, Approval of Wage Rates All straight time wage rates, and overtime rates based thereon, for laborers and mechanics engaged in work under this award must be submitted for approval in writing by the head of the contracting activity or a representative expressly designated for this purpose, if the straight time wages exceed the rates for corresponding classifications contained in the applicable Davis -Bacon Act minimum wage determination included in the award. Any amount paid by the Contractor to any laborer or mechanic in excess of the agency approved wage rate shall be at the expense of the Contractor and shall not be reimbursed by the Government. If the Government refuses to authorize the use of the overtime, the Contractor is not released from the obligation to pay employees at the required overtime rates for any overtime actually worked. BUY AMERICAN ACT COMPLIANCE REQUIREMENTS The Contractor acknowledges to and for the benefit of the City of Denton that it understands the goods and services under this Agreement are being funded with monies made available by the American Reinvestment and Recovery Act of 2009 (Recovery Act) (or are being made available for a project being funded with monies made available by the Recovery Act) and section 1605 of such law contains provisions commonly known as "Buy American.- The Buy American requirement prohibits the use of Recovery Act funds for a project for the construction, alteration, maintenance, or repair of a public building or public work unless all of the iron, steel, and manufactured goods used in the project are produced in the United States ("Buy American requirement") including iron, steel, and manufactured goods provided by the Contractor pursuant to this Agreement. The Contractor hereby represents and warrants to and for the benefit of the Department of Energy (DOE) grantee that (a) the Contractor has reviewed and understands the Buy American requirement, (b) all of the iron, steel, and manufactured goods used in the project will be and/or have been produced in the United States in a manrier that EXHIBIT 4 complies with the Buy American requirement, unless an exception to the requirement is approved, and (c) the Contractor will provide any further verified information. certification or assurance of compliance with this paragraph. or information necessary to support an exception to the Buy American requirement, as may be requested by the DOE grantee or DOE. Notwithstanding any other provision of this Agreement, any failure to comply with this paragraph by the Contractor shall permit the DOE grantee to recover as damages against the Contractor any loss. expense or cost (including without limitation attorney's fees) incurred by the DOE grantee resulting from any such failure (including without limitation any impaiii-nent or loss of funding, whether in whole or in part from DOE). Neither this paragraph (nor any provision of this Agreement necessary to give this paragraph force or effect) shall be amended or waived without the prior written consent of the DOE grantee, The reguirements for the Buy American Act, as stated in the Recovery and Reinvestment Act Grant are as follows: REQUIRED USE OF AMERICAN IRON, STEEL, AND MANUFACTURED GOODS -- SECTION 1605 OF THE AMERICAN RECOVERY AND REINVESTMENT ACT OF 2009 (MAY 2009) I WAFLUMAErn "I Wto MARTUM F1JffNA%RJF;K WA fffi.17"" 1 . I N Iral 17M, Alum a. Definitions. As used in this award term and condition— (1) Manufactured good means a good brought to the construction site for incorporation into the building or work that has been— (i) Processed into a specific form and shape; or (ii) Combined with other raw material to create a material that has different properties than the properties of the individual raw materials. (2) Public building and public work means a public building of, and a public work of, a governmental entity (the United States; the District of Columbia-, commonwealths', territories, and minor outlying islands of the tJnited States; State and local governments; and multi - State, regional, or interstate entities which have governmental functioris). These buildings and works may include, without limitation, bridges, darns, plants, highways, parkways, streets, subways, tunnels, sewers, mains, power lines, pumping stations, heavy generators, railways, airports, terminals, docks, piers, wharves, ways, lighthouses, buoys, jetties, breakwaters, levees, and canals, and the construction, alteration, maintenance, or repair of such buildings and works. (3) Steel means an alloy that includes at least 50 percent iron, between .02 and 2 percent carbons, and inay include other elements. b. Domestic preference. (1) This award term and condition implements Section 1605 of the American Recovery and Reinvestment Act of 2009 (Recovery Act) (Pub. L. 111-5), by requiring that all iron, steel, and manufactured goods used in the project are produced in the United States except as provided in paragraph (b)(3) and (b)(4) of this section and condition. EXHIBIT 4 (2) This requirement does not apply to the material listed by the Federal Government as follows: [Award official to list applicable excepted materials or indicate "none"] (3) The award official may add other iron, steel, and/or manufactured goods to the list in paragraph (b)(2) of this section and condition if the Federal Government determines that -- (i) The cost of the domestic iron, steel, and/or manufactured goods would be unreasonable. The cost of domestic iron., steel, or manufactured goods used in the project is unreasonable when the cumulative cost of such material will increase the cost of the overall project by more than 25 percent, (ii) The iron, steel, and/or manufactured good is not produced, or manufactured in the United C� States in sufficient and reasonably available quantities and of a satisfactory quality; or (iii)The application of the restriction of section 1605 of the Recovery Act would be inconsistent with the public interest. c. Request for determination of inapplicability of Section 1605 of the Recovery Act. (1) Any recipient request to use foreign iron, steel, and/or manufactured goods in accordance with paragraph (b) (3) of this section shall include adequate information for Federal Government valuation of the request, including— (A) A description of the foreign and domestic iron, steel, and/or manufactured goods; (13) Unit of measure; (C) Quantity; (D) Cost; (E) Time of delivery or availability; (F) Location of the project,- (G)Name and address of the proposed supplier-, and (H)A detailed justification of the reason for use of foreign iron, steel, and/or manufactured goods cited in accordance with paragraph (b) (3) of this section. (i) A request based on unreasonable cost shall include a reasonable survey of the market and a completed cost comparison table in the format in paragraph (d) of this section. (ii) The cost of iron, steel, and/or manufactured goods material shall include all delivery costs to the construction site and any applicable duty. (iii)Any recipient request for a determination submitted after Recovery Act funds have been obligated for a project for construction, alteration, maintenance, or repair shall explain why the recipient could not reasonably foresee the need for such determination and could not have requested the determination before the funds were obligated. If the recipient does not submit a satisfactory explanation, the award official need not make a determination. (2) If the Federal Government detern-lines after funds have been obligated for a project for construction, alteration, maintenance, or repair that an exception to section 1605 of the Recovery Act applies, the award official will amend the award to allow use of the foreign Z__ iron, steel, and/or relevant manufactured goods. When the basis for the exception is non- availability or public interest, the amended award shall reflect adjustment of the award arnount, redistribution of budgeted funds, and/or other actions taken to cover costs associated List EXHIBIT 4 with acquiring or using the foreign iron, steel, and/or relevant manufactured goods. When the basis for the exception is the unreasonable cost of the domestic iron, steel, or manufactured goods, the award official shall adjust the award amount or redistribute budgeted funds by at least the differential established in 2 CFR 176.1 10(a). (3) Unless the Federal Goverrm-ient determines that an exception to section 1605 of the Recovery Act applies, use of foreign iron, steel, and/or manufactured goods is noncompliant with section 1605 of the American Recovery and Reinvestment Act. d. Data. To permit evaluation of requests tinder paragraph (b) of this section based on unreasonable cost, the Recipient shall include the following inforn-lation and any applicable supporting data based on the survey of suppliers: Foreign and Domestic Items Cost Comparison Description hem 1: Foreign steel, iron, or mainiftictured good Unit of Measure Cost Quantify (dollars)* Domestic steel, iron, or mantifactured good hem 2: Foreign steel, iron , or nianufiictored good Domestic steel, iron, or manufactured good name, address, telephone number, email address, and contact for suppliers surveyed. Attach copy of response, if oral, attach summary. Include other applicable supporting information. *Include all delivery costs to the construction site. EXHIBIT 4 Exhibit EXHIBIT 4 PERFORMANCE BOND STATE OF TEXAS COUNTY OF DENTON KNOW ALL MEN BY THESE PRESENTS: That North Rock Construction, LLC. whose address 525 South Loop 288- Suite 105, Denton, Texas 76205 hereinafter called Principal- and the City of Denton, a corporation organized and existing under the laws of the State of Texas, and fully authorized to transact business in the State ofTexas, as Surety, are held and firmly bound unto the City of Denton, a municipal corporation organized and existing under the laws of the State of Texas, hereinafter called Owner, in the penal S1,1111 of ONE MILLION, SEVEN HUNDRED AND TWENTY THREE THOUSAND, EIGHT HUNDRED, FIFTY-FIVE DOLLARS AND NINETY-ONE CENTS (S1,723,855.91), in lawful money of the United States, to be paid in Denton County, Texas, for the payment of which sum well and trLdyto be made, we hereby bind ourselves, our heirs, executors, administrators, successors, and assigns, l L. _jointly and severally, firmly by these presents, This Bond shall automatically be increased by the amount of any Change Order or Supplemental Agreement, which increases tile Contract price, but in no event shall a Change Order or Supplemental Agreement, which reduces tile Contract price, decrease the penal sum of this Bond. THE OBLIGATION TO PAY SAME is conditioned as follows: Whereas, the Principal entered into a certain Contract, identified by Ordinance, with the City of Denton, tile Owner, dated the 20Th Day of September, 2016, a copy of which is hereto attached and made a part hereof, for the Construction Services stated within Invitation for Bids (IFB)#61' ) I — Construction of the Northwest Denton Park Loop Trail Project. NOW, THEREFORE, if the Principal shall well, truly and faithfully perform and fulfill all of the undertakings, covenants, terms, conditions and agreements of said Contract in accordance with the Plans, Specifications and Contract Documents during the original term thereof and any extension thereof which may be granted by the Owner, with or without notice to the Surety, and during the life of any guaranty or warranty required under this Conti -act, and shall also well and truly perform and fulfill all the undertakings, covenants, terms, conditions and agreements of any and all duly authorized modifications of said Contract that may hereafter be made, notice of which modifications to the Surety being hereby waived: and, if the Principal shall repair and/or replace all defects due to faulty materials and workmanship that appear within a period of two (2) years from the date of final completion and final acceptance of the Work by the Owner; and, if the Principal shall fully indemnify and save harmless the Owner from all costs and damages which Owner may stiffer by reason of failure to so perform herein and shall fully reimburse and repay Owner all outlay and expense which the Owner may incur in making good any deffillt or deficiency, then this obligation shall be void; otherwise, it shall remain in full force and effect. EXHIBIT 4 PROVIDED FURTHER, that if any legal action be filed upon this Bond, exclusive ventre shall lie in Denton County, State of Texas. AND PROVIDED FURTHER, that the said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract, or to the Work to be performed thereunder, or to the Plans, Specifications, Drawings, etc., accompanying the same, shall in anywise affect its obligation on this Bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract:, or to the Work to be performed thereunder, or to the Plans, Specifications, Drawings, etc. This Bond is given pursuant to the provisions of Chapter 2253 of the Texas Government Code, as amended, and any other applicable statutes of the State of Texas. The undersigned and designated agent is hereby designated by the Surety herein as the Resident Agent in Denton County to whorn any requisite notices may be delivered and on whom service of process may be had in matters arising out of such suretyship, as provided by Article 7.19-1 of the Insurance Code, Vemon's Annotated Civil Statutes of the State of Texas. IN WITNESS WHEREOF, this instrument is executed in copies, each one of which shall be deemed an original, this the day of ATTEST:: BY: SECRETARY ATTEST: BY: PRINCIPAL BY: PRESIDENT SURETY BY: ATTORNEY-IN-FACT The Resident Agent of the Surety in Denton. County, Texas for delivery of notice and service of the process is: NAME: STREET ADDRESS: (NOTE: Date of Performance Bond must be date of Contract. If Resident Agent is not a corporation, give a person's name.) EXHIBIT 4 STATE OF TEXAS COUNTY OF DENTON § KNOW ALL. MEN BY THESE PRESENTS: That North Rock Construction, LLC'. whose address 525 Sou.th, Loop 288, Suite 105, Denton, Texas 76205 hereinafter called Principal, and the City ..of.Denton, a corporation organized and existing under the laws of tile State of Texas, and fully authorized to transact business in the State of Texas, as Surety, are held and firmly bound unto the City of Denton, a municipal corporation organized and existing under the laws of the State of Texas, hereinafter called Owner, in the penial stim of ONE MILLION, SEVEN HUNI')RED AND TWENTY THREETHOUSAND, EIGHT HUNDRED, FIFTY-FIVE DOLLARS AND NINETY-ONE CENTS in lawful money of the United States, to be paid in Denton, County, Texas, for the payment of which sum Nvell and truly to be made, we hereby bind ourselves, our heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents. -]'his Bond shall automatically be increased by the amount of any Change Order or Supplemental Agreement which increases the Contract price, but in no event shall a Change Order or Supplemental Agreement which reduces the Contract price decrease the penal sum of this Bond. THE OBLIGATION TO PAY SAME is conditioned as follows: Whereas, the Principal entered into a certain Contract, identified by Ordinance, with the City of Denton, the Owner, dated the ?0T11 Day of September, 2016, a copy of which is hereto attached and made a part hereol', for the Construction Services stated within invitation for Bids {IFIL) #6131 — Construction of the Northwest Denton Park Loop Trail Project. NOW, THEREFORE, if the Principal shall well, truly and faithfully perform its duties and make prompt payment to all persons, firms, subcontractors, corporations and claimants Supplying labor and/or material in the prosecution of the Work provided for in said Contract and any and all duly authorized modifications of said Contract that may hereafter be made, notice of which modifications to the Surety being hereby expressly waived, then this obligation shall be, void; otherwise it shall remain in full force L and effect. PROVIDED FURTHER, that if any legal action be filed on this Bond, exclusive venue shall lie in Denton County, Texas. AND PROVIDED FURTHER, that the said Surety, for value received, hereby Stipulates and agrees that no change. extension of time, alteration or addition to the terms of the Contract, or to the Work to be performed thereunder, or to the Plans,, Specifications, Drawings, etc., accompanying the same, shall in anywise affect its obligation on this Bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract, or to the Work to be performed thereunder, or to the Plans, Specifications, Drawings, etc. EXHIBIT 4 This Bond is given pursuant to the provisions ot'Chapter 2253 of the Texas Government Code, as amended, and any other applicable statutes of the State of Texas. The undersigned and designated agent is hereby designated by the Surety herein as the Resident C� Agent in Denton County to whom any requisite notices may be delivered and on whom service of process may be had in matters arising out of such surety, as provided by Article 7.19-1 of the Insurance Code, Vernon's Annotated Civil Statutes of the State of Texas. IN WITNESS WHEREOF, this instrument is executed in copies, each one of which shall be cleemed an original, this the _ day of ATTEST: BY: SECRETARY 19114 PRINCIPAL BY: PRESIDENT SURETY: BY: ATTORNEY-IN-FACT The Resident Agent of the Surety in Denton County, Texas for delivery of notice and service of the process is: NAME: (NOTE,tate qj'Pqj)Men1 Bond must be (1we (Y'Conn-cwt. #'Residew Agent is not a coty)oration, give a person's name.) EXHIBIT 4 Exhibit EXHIBIT 4 1kh Req)ondent's attention is directed to the insurance requirements below. It is high1v recommended that respondents confer with their respective insurance carriers or bi-okers to determine in advance of Proposallffid submission the availabilitv of insurance certrficaies and endorseinews (is prescribed and provided herein. If an apparent /ow respondeat flails to coniply strictly wish the insurance requireinents, that respondeat niqly be disqualijiedftom award (?I'Ihe contract. Upon contract aivtifrcl, all insurance reqWremenis shall become contractual obligations, which the st!cees,sfzd contractor shall have a dilly to maintain throughout the course oj*lhiv contract. STANDARD PROVISIONS: Without limiting aik), of the other obligations or liabilities of the Contractor, the Contractor shall provide and inaintain until the contracted work has been conipleted and accepted ky the Q1, of Denton, Owner, the mininuan insurance coverage as indicated hereinafter. As soon as practicable after notifrcalion of contract award, Contractor shallfile, with the Purchasing Department safisfactor)7 certificates of insurance, containing the contract number and title of the project. Contractor niqy, upon written request to lite, Purchasing Departinent, ask for clarification of a/1.1y insurance requirements at ant' thne; however, Contractors are strongly advised to make such requests prior to proposal/bid opening, since the insurance requirements nuq not be modified or waived after proposallbid opening unless a written ewception h as been submitted with the proposallbid. Contractor shall not commence an_y work or deliver atti, inaterial until he or she receives notification that the contract has been accepted, approved, and signed ky the City ofDenton. All insurance policies proposed or obtained in static faction of these requirements shrill comply with the following general specifications, and shall be inainfained in compliance with these general specifications throughout the duration of the Contract, or longer, if so noted: Each policy shall be issued by a company authorized to do business in tile State of Texas with an A.M. Best Company rating of at least A. Any deductibles or self-insured retentions shall be declared in the proposal. If requested by the City, the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its officials, agents, employees and Volunteers; or, tile contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. L,iability policies shall be endorsed to provide the following: Nance as additional insured the City of Denton, its Officials, Agents, Employees and volunteers. That such insurance is primary to any other insurance available to the additional insured with respect to claims covered under tile policy and that this insurance applies separately to each insured at,ainst whom claim is made or suit is brought. The inclusion of more than one insured shall not operate to increase tile insurer's limit of liability. Cancellation: Citj., requii res 30 dq), written notice should tut), of the policies described on the cerli/icitte be cancelled or inaterialli, changed before the expiration date. EXHIBIT 4 Should any of the required insurance be provided under a claims made form, Conti -actor shall maintain such coverage continuously thrOlighOLIA the term of this contract and, without lapse, for a period of three years beyond the contract expiration. such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. • Should any of the required insurance be provided tinder a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate litnit, the Contractor shall either double the Occurrence limits or obtain Owners and Contractors Protective Liability Insurance, Should any required insurance lapse during the contract term, requests for payments originating after Such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may. at its sole option, terminate this agreement effective on the date of the, lapse. SPECJ'Fjr C ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfi7etion oj'this Contract shall additionall), comply with the. /ollowing marked speciJicalions, and shall he inainfained in coitipliance with these additional specificafions thr(mighout the ditration of the Contract, or longer, #fso noted. [X] A. General Liability Insurance: General Liability insurance with combined single limits of not less than $LOOO,000.00 shall be provided and maintained by the Contractor. The policy shall be written on an Occurrence basis either in a single policy or in a combination of underlying and umbrella oi- excess policies. If tile Commercial General Liability form (ISO Form CG 0001 Current edition) is used: a Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. 0 Coverage B shall include personal injury. a Coverage C, medical payments, is not required. If the Comprehensive General Liability form (ISO Form GI, 0002 Current Edition and ISO Form GL 0404) is used, it shall include at least: • Bodily inJUry and Property Damage Liability for premises, operations, products and cornpleted operations, independent contractors and property damage resulting from explosion, collapse Or underground (XCU) exposures. • Broad form contractual liability (preferably by endorsement) covering this contract, personal indury liability and broad form property damage liability. EXHIBIT 4 [X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than 5500,000 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include bodily injury and Property darnage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used in conjunction with this contract. Satisfaction of the above requirement shall be in the form of a policy endorsement for: • any auto, or • all owned hired and non -owned autos, [X] Workers Compensation Insurance Contractor shall purchase and maintain Worker's Compensation insurance which, in addition to meeting the rninirnurn statutory requirements for issuance of such insurance, has Employer's Liability limits of at least $100,000 for each accident, $100,000 per each employee, and a $500,000 policy lirnit for occupational disease. Tile City need not be named as an "Additional Insured" but the insurer shall agree to waive all rights of subrogation against the City, its officials, agents, employees and Volunteers for any work performed for the City by the Named Insured. For building or construction 13ro.jects, the Contractor shall comply with the provisions of Attachment I in accordance with §406.096 of tile Texas Labor Code and rule 28TAC I 10.1 10 of tile Texas Worker's Compensation Commission (TWCC). Owners and Contractor's Protective Liability Insurance 'Tile Contractor shall obtain. pay for and maintain at all times during tile prosecution of the work under this contract, an Owner's and Contractor's Protective Liability Insurance policy naming the City as insured for property damage and bodily injury which may arise in tile prosecution Of tile work or Contractor's operations under this contract. Coverage shall be oil all "occurrence" basis and the policy shall be issued by tile same insurance company that carries the Contractor's liability insurance. Policy limits will be at least $500,000.00 combined bodily injury and property damage per, Occurrence with a 51,000,000.00 aggregate. r-1 t� Fire Damage Legal Liability Insurance Coverage is required if Broad form General Liability is not provided Or is unavailable to the contractor or if a contractor leases or rents a portion of a City building. Limits of not less than . each occurrence are required. [ ] Professional Liability Insurance Professional liability insurance with limits riot less than S1,000,000.00 per claim with respect to negligent acts, errors or ornissions in connection with professional services is required under this Agreement. EXHIBIT 4 Builders' Risk Insurance Builders' disk Insurance, oil an All -Risk form for 100% of the completed value shall be provided. Such policy shall include as "Darned Insured" the City of Denton and all Subcontractors as their interests may appear. Commercial Crime Provides coverage for the tbeft or disappearance of cash or checks, robbery inside/outside the premises, burglary of the premises'. and employee fidelity. The employee fidelity portion of this coverage should be written on a "blanket" basis to cover all employees, including new hires. This type insurance should be required if the contractor has access to City funds. Limits of not less than $ each occurrence are required. Additional Insurance Other insurance may be required on an individual basis for extra hazardous contracts and specific service agreements. If such additional insurance is required for a specific contract, that requirement will be described in the "Specific Conditions" of the contract specifications. [X] Workers' Compensation Coverage for Building or Construction Projects for Governmental Entities A. Definitions: Certificate of coverage ("certificate") -A copy of a certificate of insurance, a certificate of authority to self -insure issued by the commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on the project until the contractor's/person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ("subcontractor" in §406.096) - includes all persons or entities performing all or part of the services the contractor has undertaken to perform oil the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner -operators. employees of ally such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without ]imitation, providing- hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. EXHIBIT 4 B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project. for the duration of the project. C. The Contractor must provide a certificate of coverage to the governmental entity prior to being awarded the contract. D. If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a. new certificate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: 1. a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing coverage for all persons providing services oil the project, and 2. no later than seven days after receipt by the contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. F. The contractor shall retain all required certificates of coverage for the duration of the project and for one year thereafter. G. The contractor shall notify the goveminental entity in writing by certified mail or- personal rpersonal delivery, within 10 days after the contractor knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project, 14. The contractor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. 1. The contractor shall contractually require each person with whom it contracts to provide services on a project, to: I. provide coverage, based on proper reporting of classification codes and payroll arnourits and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the project, for the duration of the project-, 2, provide to the contractor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees EXHIBIT 4 of the person providing services on the project, for the duration of the project; 3. provide the contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 4. obtain from each other person with whom it contracts, and provide to the contractor: a. a certificate of coverage., prior to the other person beginning work on the project; and b. a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 5. retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6. notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project-, and 7. Contractually require each person with whom it contracts, to perform as required by paragraphs (1) - (7), with the certificates of coverage to be provided to the person for whom they are providing services. J. By signing this contract or providing or causing to be provided a certificate of coverage, the contractor is representing to the governmental entity that all employees of the contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a sell' -insured, with the commission's Division of Self -Insurance Regulation. Providing false or misleading information may subject the contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. K. The contractor's failure to comply with any of these provisions is a breach of contract by the contractor which entitles the governmental entity to declare the contract void if the contractor does not remedy the breach within ten days after receipt of notice of breach Bonn the governmental entity. EXHIBIT 4 Exhibit EXHIBIT 4 Ck.v of Denton 1FB 6129 ATTACHMENT A - BUSINESS 017ERVIEW QUESTIONNAIRE ANj FORMS 1. Contractor Legal Name (for contracting purposes): North Rock Construction, LLC Z7 10033m� 3. Organization Class (circle): Partnership CCorporation Individual Association 1m 5. Date Established: 2013 6. Historically Underutilized Business: Yes o<!o 7. Does your company have an established physical presence in the State of Texas, or the City of Denton? Yes or No. in which? Yes, 525 South Loop 288 Suite 105, Denton, Texas 76205 8. Please provide a detailed listing of all products and/or services that your company provides. Asphalt paving, sanitary sewer, bridge work, concrete structure, demolition, earthwork, fencing, miscellaneous concrete, storm sewer, concrete paving, subgrade preparation, landscaping, 9. Has your company filed or been named in any litigation involving your company and the Owner on a contract within the last five years under your current company name or any other company name? If so provide details of the issues and resolution if available. Include lawsuits where Owner was involved. No 10. Have you ever defaulted on or failed to complete a contract under your current company name or any other company name? If so, where and why?' Give name and telephone number of Owner. No 11. Have you ever had a contract terminated by the Owner? If so, where and why? Give name, project manager and telephone number (s) of Owner (s). No 12. Has your company implemented an Employee Health and Safety Program compliant with 29 CFR 1910 "General Industry Standards" and/or 29 CFR 1926 "General Construction Standards." as they apply to your Company's customary activities? Yes 11~1 6131 - Main Document Page 13 of 24 1 EXHIBIT 4 City of Denton 1FB 6129 F'orm?-r doc Tv ),P=ST toc k1-,,,va1Lie=l926 1.3. Provide details to support the evaluation criteria, including experience and deliver`. 14. Provide details on how firm meets the minimum oualifications stated in this Main document Section 3. a. The details must be completed on this form, and shall not point to another document in the respondent's proposal. b. Sign below and return form with final submission. North Rock has 4 years experience in asphalt paving, concrete structures miscellaneous concrete, concrete paving earth work, park improvementsd`6oncrete trail work, North Rock worked on the Lonenconcre e StaHCampion Trail Connection project for the City of Irving and constructed 13,000 LF of ma c trail, retaininq walls, low water crossings, ornamental railing pedestrian bridge, j vert, masonry walls and columns, fencin railin ark furnishin s and associated appurtenances. Also North Work worked on thAussepleireek Trail Ungercrossing at Independence construct and connect drainage structures, new hike & bike reinforced concrete trail, retainin walls with stone face guard rail with stone columns, and established sod. Sonntag Neighborhood Park work done for the City of McKinney consisted of repair existing hike and bike trail, new 8' concrete trail, walk plaza and ramps, pavilion structure with stone veneer, low stone walls, utility components, storm drain system, playground, landscaping, electrical, and irrigation. I certify that our firm meets the minimum qualifications as stated in this Main document, Section 3. on— wmm N r1h.-RodLCIpmatnation Company Date 1FB 6131 -:Mails Document Page 14 of 24 EXHIBIT 4 City of Denton IFB 6129 Please list three (3) Government references, other than the City of Denton, who can verify the quality of service your company provides. The City prefers customers of similar sizc and scope of work- to this solicitation. REFERENCE ONE GOVERNMENT/COMPANY NAME: City of Piano LOCATION: 1520 K Ave., Piano, Texas 75074 CONTACT PERSON AND TITLE: Renee Burke Jordan, AICD TELEPHONE NUMBER:— (972) 941 - 7168 SCOPE OF WORK: Russell Creek Trail Undercrossing at Independence CONTRACT PERIOD: December 2013 REFERENCE TWO GOVERNMENT/COMPANY NAME: City of Grand Prairie LOCATION: PO Box 534045 Grand Prairie, Texas 75051 CONTACT PERSON AND TITLE: Leland Miller, Street Operations Supervisor TELEPHONE NUMIIER: (972) 237 - 8529 SCOPE OF WORK: East Jefferson Bridge # 2 Rehabilitation CONTRACT PERIOD: January 2014 REFERENCE THREE GOVERNMENT/COMPANY NAME: City of Irving LOCATION: 825 West Irving Boulevard, Irving, Texas 75060 CONTACT PERSON AND TITLE: Gene Moulden, Planning Manager TELEPHONE NUMBER: (972) 721 - 2719 SCOPE OF WORK: Lone Star/Campion Trail Connection Project CONTRACT PERIOD: August 2015 TFB 6131 - Main Document Pa,ae 18 of 24 EXHIBIT 4 City of Denton IF13 6129 Any exceptions taken to this solicitation (including terms and conditions in Exhibit 2, the General Provisions and Terms and Conditions) must be itemized on the lines below, Additional -pages may be added as needed. If there are no exceptions, please sign where indicated at the bottom of the page. Item 9 Description No exceptions The above exceptions (and any additional pages identified) are the OINTLY exceptions to the specifications, General Provisions and Terms and Conditions in Exhibit 2, and sample contract to this solicitation. I understand that the City may not accept additional exceptions produced after final submission, of this proposal. Signature Company Date No Except ons are taken to this solicitation or the General Provisions and Terms and Conditions in Exhibit 2. ?--f-1 North Rock Construction Signature Company 8/30/1 6 Date IFB 5131 - Main Document Page 15 of 24 EXHIBIT 4 City of Dentori IF13 6129 The City of Denton desires to avail itself of the benefits of Section 252.0435 of the Local Government Code, and consider the safety records of potential contractors prior to award of City contracts. Pursuant to Section 252.0435 of the Local Government Code, the City of Denton has adopted the following written definition and criteria for accurately determining the safety record of a respondent prior to awarding City contracts. C� The definition and criteria for determining the safety record of a respondent for this consideration shall be: C The City of Denton shall consider the safetyI record of the respondent in determining the responsibility thereof. The City may consider any incidence invol-ving worker safety or safety of the citizens of the City of Denton, be it related or caused by environmental, mechanical, operational, supervision or any other cause or factor. Specifically, the City may consider, among other things: a. Complaints to, or final orders entered by, the Occupational Safety and Health Review Commission (OSHRC),, against the respondent for violations of OSHA regulations within the past three (3) years. No b. Citations (as defined below) from an Environmental Protection Agency (as defined below) for violations within the past five (5) years. Envirotimental Protection Agencies include, but are not necessarily limited to, the U.S, Army Corps of Engineers (USACOE), the U.S. Fish and Wildlife Service (USFWS), the Environmental Protection Agency (EPA), the Texas Commission on Environmental In Quality (TCEQ), the Texas Natural Resource Conservation Commission (TNRCC) (predecessor to the TCEQ), the Texas Department of Health (T H), the Texas Parks and Wildlife Department (TPVVD), the Structural Pest Control Board (SPCB), agencies of local governments responsible for enforcing environmental protection Or worker safety related laws or regulations, and similar regulatory agencies of other states of the United States. Citations include notices of violation, notices of enforcement, suspension/revocations of state or federal licenses or registrations, Imes assessed, pending criminal complaints, indictments, or convictions, administrative orders, draft orders, final orders, and judicial final judgments. No c. Convictions of a crirm. nal offense within the past ten (10) years, which resulted in bodily harp -i or death. No d. Any other safety related matter deemed by the City Council to be material in determining the responsibility of the respondent and his or tier ability to perform the services or goods required by the solicitation. documents in a safe environment, both for the workers and other employees of respondent and the citizens of the City of Denton. No In order to obtain proper information from respondents so that City of Denton may consider the safety records of potential contractors prior to awarding bids on City contracts, the City of Denton requires that respondents answer the following three (3) questions and submit them with their submissions: FB 6131 - Main Document Page 16 of 24 EXHIBIT 4 City of Dentoo 1F13 6129 QUE TION ONE Has the respondent, or the firm, corporation, partnership, or institution represented by the respondent, or anyone acting for such firm, corporation, partnership or institution, received citations for violations of OSHA within the past three (3) years? YES NO X If the respondent has indicated YES for question inunber one above, the respondent must provide to City of Denton, with its submission, the following information with respect to each such citation: Date of offense, location of establishment *inspected, category of offense, final disposition of offense, if any, and penalty assessed. 0114 Has the respondent, or the firm, corporation, partnership, or institution represented by the respondent, or anyone acting for such firm, corporation, partnership or institution, received citations for violations of environmental protection laws or regulations, of any kind or type, within the past five years? Citations include notice of violation, notice of enforcement, suspensionirevocations of state or federal licenses, or registrations, fines assessed, pending criminal complaints, indictments, or convictions, administrative orders, draft orders, final orders, and judicial final Judgments. YES NO X If the respondent has indicated YES for question -number two above, the respondent must provide to City of Denton, with its submission, the following information with respect to each such conviction: Date of offense or occurrence, location where offense occurred, type of offense, final disposition of offense, if any, and penalty assessed. QUESTION THREE Has the respondent, or the firm, corporation, partnership, or institution represented by respondent, or anyone acting for such firm, corporation, partnership, or institution, ever been convicted, within the past ten (10) years, of a criminal offense which resulted in serious bodily injury or death? YES NO X If the respondent has indicated YES for question number three above, the respondent must provide to City of Denton, with its submission, the following information with respect to each such conviction: Date of offense, location where offense occurred, type of offense, final disposition of offense, if any, and penalty assessed. IFB 6131 - Main Document Para - e 17 of 24 EXHIBIT 4 City of Dentor IFB 6129 ATTACHMENT F — STATE OF TEXAS CHILD SUPPORT BUSINESS OWNERSHIP FORM Szati-: of Texas C."hild Support Business Ownership Form C=%'- Del'11c"n Proiecill,�,,lnie' Consa. cl 1TV,'Pall, Loc p Trai'- TxDC)—,,Number- Bus'Nn,ess EntiIN, SuInniminq Bid,: North Rock Construction, LLC STF2014(105)TE Sect:=2-2 1 00,x... �-q Fr. f v '-' ce�. re a LjiT--F a bld a 00n-raCE Pv?: d -.rom s--Lare Lzrid5 to in inud-Gni n a ran is 0-n a i s--cwi-oy number or 291,' or ri-iore cl *-e h usines--,-n- 5uomA-rn. bit If, Trip, E-oaces b-elow nleaEa provibc narncs 2no sools] zsecurry num.ser orfindiviousis owning 25,ik nrmor- & the busmess N z3rrr-- 30(A,8T NLlMne- 2- �lemse heck u c.cx belmrw i� no an>riv, cuai owns 25% c r more of rhe business. Nc-, mdiviatia.1 own 25;ib or rnore of tri -,2 busins-- Except as prcwlaed nai,� secoarl Farnfly Codc, a social -qesnir�N nurrrb+ r is and may rre disclosed onmy forzhe ptjmc ose, of vsepordimg to a r---auest frr infnrn-iavon from an agenqy ope-raiing unoer tne provisons of Fart A and D to T its IV of titer Feiiero I :Social -Iecuhw Act, d42 Uv C; Ssation E�01 -a 1-, and et1-bQV). Unser Seactici-, 2:321-DOX, Fami4v Code., the venborsrapphaaru cerfifiss that the individual or business en named i I tnis cofA.a'-7 r bid, — appiir..-- tach is not inenpb+-- za receive She sme-cifieu grant.loan, or payment and acknowledges .ra, tni� conarazs may be ie rrmnatea and pavi-nent may be withne!d if thm cerfflcat orl is inaccuratte. -The jrfouma-nun co!Aq�-imped on this fanin wRl be mainzained by the Ckv cz, Drnmn W -*h few excepsons, Y)aLl are entibed cr) requesz n tre inionyi-ed abcjut �ne- infu�,rnauon 00lieCted abOUI VUL. Linde,- S-- ctpon5 552. D2'1 and 55e'-023 of tate , Texas Govemment Code, y-ju also are entitle d to nae f-qve and --view the jnforrnajori. Unoe> Section 55P-004 of the Govemrnent Code, yuj ars also en-nded to Kave information about you correoze-d that you believe is trtcorrec-- Signature DaTe John F. Gann 11 Printed Name THIS PROJEC-7 IS A J0*4T VEN-TURE. ALL PARTIES 70 7HE JOIN 7VEITFIRE MUSTFROVUE A COMPLETED FORM. JFB 6131 - Main Document Page 23 of 24 EXHIBIT 4 Exhibit I Form CIO lip llq��11;pllpl EXHIBIT 4 City of Denton IFB 6129 ATTACHMENT E - CONFLICT OF INTEREST QUESTIONNAIRE CONFLICT OF INTEREST QUE STIONNAIRE - FORM CIQ For vendor or other person doing business with local govern rnental,entin,_ This questionnaire reflects changes made to the hriv by H.E. 1491, 80th Leg, Regular Session, This questionnaire is being filed in accordance with Chapter 176 of the Local Government Code by a person who has a business relationship as defined by Section 176,001(1-a) with a local govertimental entity and the person meets requirements wider Section 176.006(a), By law this questionnaire must be filed with the records administrator of the local goverriment 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, Name of person who has a business relationship with local governmental entity. Check this box if you are filing an update to a previously filed questionnaire. (nie law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7" business day after the date the originally filed questionnaire becomes incomplete or inaccurate.) 3 Naruof local government officer with whom flier 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(]-a), Local Government Code. Attach additional pages to this Forni 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? = Yes No Is the filer of the questionnaire receiving orlikely to receive taxable income, other than investment income, from or at the direction ol'the local government officer named in this section AND the taxable income is not received from the local governmental entity? = Yes = No CIs 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. 1ZI have no Conflict of Interest to disclose. 8130/16 Si- re of person doing business with the governmental entity Date IFB 6131 - Main Document Page 22 of 24 EXHIBIT 4 I x'1lli 11 111q�jjllllllll iiiiiiiiiiii 1,," 111111111111 EXHIBIT 4 A Disadvantaged Business Enterprise (DBE) Race Conscious Goal of 5% has been established for this project by TxDOT See also Exhibit 3, Specifications, Special Provision to Itern 000, Section 000-0071., Disadvantaged Business Enterprise in Federal Aid Contracts and Exhibit 6, Special Conditions for Federal Grant Funded Projects, FHWA 1273 Form, Section 10 fbi- additional requirement details and instructions. The Contractor shall be required to submit the completed documents (Forms SMS 4901, 4901-T and 4901 -MS) or submit documentation of`` ood faith efforts" of attempting to obtain re required DBE participation in accordance with said Section 000-007L. Failure to submit required documentation will disqualify the Contractor's bid. Failure to adhere to the DBE Participation Plan submitted and approved by the City or to City approved modifications of that Plan meeting a minimum of 5% DBE Participation will result in a contract default by the Contractor. The Contractor, sub -recipient, or sub -contractor shall not discriminate oil the basis of race, color, national origin, or sex in the performance of this contract. The contractor shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT -assisted contracts. Failure by the contractor to carry out these requirements is a material breach of this agreement, which may result in the termination of this agreement or such other remedy as the recipient deems appropriate. See also the information and submission forms for this project at: 1. Reference for Texas Department of Transportation Disadvantaged Business Enterprise Program: 1-ittp://www.txdot.gov/business/partnerships/dbe.html 2. Reference for Texas Department of Transportation Disadvantaged Business Enterprises Forms: htlp://w-ww.txdot.gov/business/resources/doing-business/dbe-forii-is.html City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: ID 16-1244, Version: 1 DEPARTMENT: CM/ ACM: Date: Airport Jon Fortune October 18, 2016 Legislation Text Agenda Information Sheet SUBJECT Consider adoption of an ordinance of the City of Denton authorizing the City Manager, or his designee, to execute on behalf of the City of Denton an acceptance of an offer from the Texas Department of Transportation relating to a grant for Routine Airport Maintenance Program; authorizing the City Manager to expend funds provided for in the grant program; and declaring an effective date (TxDOT CSJ No.: M1718DNTO). The Airport Advisory Board recommends approval (5-0). BACKGROUND The City of Denton has entered into grant agreements known as the Routine Airport Maintenance Program (RAMP), with the TxDOT Aviation Division since 1996. The program includes "lower cost" airside and landside airport improvements. These items can be more than just maintenance and may be new or additional items of work. The RAMP Grant provides for a fifty percent (50%) state -funding match to the local government sponsor. The grant offers up to $50,000 of available state assistance. Airport Management has identified a number of Airport projects that could be completed with this grant for 2017. The following is a summary of actual RAMP Grant expenditures, including the local match, for the prior year: Project 2014-2015 Taxiway Improvements $72,511.45 Security Fencing $14,277.55 Control Tower Voice Recording Equipment $13,211.00 Total: $100,000.00 ESTIMATED SCHEDULE OF PROJECT The State must approve its share of funding prior to the start of any project and TxDOT Aviation requires all projects be completed by August 31, 2017. City of Denton Page 1 of 2 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-1244, Version: 1 PRIOR ACTION/REVIEW (Council, Boards, Commissions) The Airport Advisory Board recommends approval of the grant agreement 5-0. FISCAL INFORMATION The Airports fifty percent (50%) match for the grant is $50,000, which is reflected in the 2016-2017 Airport Budget. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Public Infrastructure Related Goal: 2.1 Optimize resources to improve quality of City Roadways EXHIBITS 1. Ordinance 2. TXDOT Grant for Routine Airport Maintenance Program Respectfully submitted: Quentin Hix Director of Aviation Prepared by: Dave Schaumburg Airport Operations Manager City of Denton Page 2 of 2 Printed on 10/14/2016 povveied by I_egist9i I;, ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO EXECUTE ON BEHALF OF THE CITY OF DENTON AN ACCEPTANCE OF AN OFFER FROM THE TEXAS DEPARTMENT OF TRANSPORTATION RELATING TO A GRANT FOR ROUTINE AIRPORT MAINTENANCE PROGRAM; AUTHORIZING THE CITY MANAGER TO EXPEND FUNDS PROVIDED FOR IN THE GRANT PROGRAM; AND DECLARING AN EFFECTIVE DATE (TxDOT CSJ No.: M 1718DNTO). WHEREAS, the City Manager recommends that the City accept an Agreement with the Texas Department of Transportation ("TxDOT") providing a grant of $50,000 for the Routine Airport Maintenance Program and requiring the City to provide $50,000 in matching funds, and WHEREAS, the City Council deems the acceptance of this Agreement with TxDOT to be in the public interest, NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Manager of the City of Denton, or his designee, is hereby authorized to execute on behalf of the City of Denton an acceptance of an offer from the Texas Department of Transportation relating to a grant for Routine Airport Maintenance Program, a copy of such grant being attached hereto and made a part hereof for all purposes (the "Grant Agreement"). SECTION 2. The City Manager is hereby authorized to expend such funds as are provided for in the Grant Agreement and to take all actions necessary to implement the Grant Agreement. SECTION 3. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY C APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: 2016. W.11 I A 03 'A guy V.11 WN I B10,119[ol am I in Pill 0 WM3 I )AN FURTUNN, Part I - Identification of the Project TO: The City of Denton, Texas FROM: The State of Texas, acting through the Texas Department of Transportation This Grant is made between the Texas Department of Transportation, (hereinafter referred to as the "State"), on behalf of the State of Texas, and the City of Denton, Texas, (hereinafter referred to as the "Sponsor"). This Grant Agreement is entered into between the State and Sponsor shown above, under the authority granted and in compliance with the provisions of the Transportation Code Chapter 21. The project is for airport maintenance at the Denton Enterprise Airport. For the purposes of this Grant, the annual routine maintenance project cost, Amount A, is estimated as found on Attachment A, Scope of Services, attached hereto and made a part of this grant agreement. State financial assistance granted will be used solely and exclusively for airport maintenance and other incidental items as approved by the State. Actual work to be performed under this agreement is found on Attachment A, Scope of Services. State financial assistance, Amount B, will be for fifty percent (50%) of the eligible project costs for this project or $50,000.00, whichever is less, per fiscal year and subject to availability of state appropriations. Scope of Services, Attachment A, of this Grant, may be amended, subject to availability of state funds, to include additional approved airport maintenance work. Scope amendments require submittal of an Amended Scope of Services, Attachment A. Services will not be accomplished by the State until receipt of Sponsor's share of project costs. 09/01/2016 Page 1 of 12 Only work items as described in Attachment A, Scope of Services of this Grant arA; reimbursable under this grant. Work shall be accomplished by August 31, 2017, unless otherwise approved by the State. 2. The State shall determine fair and eligible project costs for work scope. Sponsor's share of estimated project costs, Amount C, shall be as found on Attachment A and any amendments. It is mutually understood and agreed that if, during the term of this agreement, the State determines that there is an overrun in the estimated annual routine maintenance costs, the State may increase the grant to cover the amount of the overrun within the above stated percentages and subject to the maximum amount of state funding. The State will not authorize expenditures in excess of the dollar amounts identified in this Agreement and any amendments, without the consent of the Sponsor. 3. Sponsor, by accepting this Grant certifies and, upon request, shall furnish proof to the State that it has sufficient funds to meet its share of the costs. The Sponsor grants to the State the right to audit any books and records of the Sponsor to verify expended funds. Upon execution of this Agreement and written demand by the State, the Sponsor's financial obligation (Amount Q shall be due in cash and payable in full to the State. State may request the Sponsor's financial obligation in partial payments. Should the Sponsor fail to pay their obligation, either in whole or in part, within 30 days of written demand, the State may exercise its rights under Paragraph V-3. Likewise, should the State be unwilling or unable to pay its obligation in a timely manner, the failure to pay shall be considered a breach and the Sponsor may exercise any rights and remedies it has at law or equity. The State shall reimburse or credit the Sponsor, at the financial closure of the project, any excess funds provided by the Sponsor which exceed Sponsor's share (Amount Q. 4. The Sponsor specifically agrees that it shall pay any project costs which exceed the amount of financial participation agreed to by the State. It is further agreed that the Sponsor will reimburse the State for any payment or payments made by the State which are in excess of the percentage of financial assistance (Amount B) as stated in Paragraph 11-1. 5, Scope of Services may be accomplished by State contracts or through local contracts of the Sponsor as determined appropriate by the State. All locally contracted work must be approved by the State for scope and reasonable cost. Reimbursement requests for locally contracted work shall be submitted on forms provided by the State and shall include copies of the invoices for materials or services. Payment shall be made for no more than 50% of allowable charges. 09/01/2016 Page 2 of 12 The State will not participate in funding for force account work conducted by the Sponsor. 6. This Grant shall terminate upon completion of the scope of services. Part III - Sponsor Responsibilities In accepting this Grant, if applicable, the Sponsor guarantees that: a. it will, in the operation of the facility, comply with all applicable state and federal laws, rules, regulations, procedures, covenants and assurances required by the State in connection with this Grant; and b. the Airport or navigational facility which is the subject of this Grant shall be controlled by the Sponsor for a period of at least 20 years; and C. consistent with safety and security requirements, it shall make the airport or air navigational facility available to all types, kinds and classes of aeronautical use without discrimination between such types, kinds and classes and shall provide adequate public access during the period of this Grant; and d. it shall not grant or permit anyone to exercise an exclusive right for the conduct of aeronautical activity on or about an airport landing area. Aeronautical activities include, but are not limited to scheduled airline flights, charter flights, flight instruction, aircraft sales, rental and repair, sale of aviation petroleum products and aerial applications. The landing area consists of runways or landing strips, taxiways, parking aprons, roads, airport lighting and navigational aids; and e. it shall not enter into any agreement nor permit any aircraft to gain direct ground access to the sponsor's airport from private property adjacent to or in the immediate area of the airport. Further, Sponsor shall not allow aircraft direct ground access to private property. Sponsor shall be subject to this prohibition, commonly known as a "through -the -fence operation," unless an exception is granted in writing by the State due to extreme circumstances; and f. it shall not permit non -aeronautical use of airport facilities without prior approval of the State; and 9. the Sponsor shall submit to the State annual statements of airport revenues and expenses when requested; and h. all fees collected for the use of the airport shall be reasonable and nondiscriminatory. The proceeds from such fees shall be used solely for the development, operation and maintenance of the airport or navigational facility; and i. an Airport Fund shall be established by resolution, order or ordinance in the 09/01/2016 Page 3 of 12 treasury of the Sponsor, or evidence of the prior creation of an existing airport fund or a properly executed copy of the resolution, order, or ordinance creating such a fund, shall be submitted to the State. The fund may be an account as part of another fund, but must be accounted for in such a manner that all revenues, expenses, retained earnings, and balances in the account are discernible from other types of moneys identified in the fund as a whole. All fees, charges, rents, and money from any source derived from airport operations must be deposited in the Airport Fund and shall not be diverted to the general revenue fund or any other revenue fund of the Sponsor. All expenditures from the Airport Fund shall be solely for airport purposes. Sponsor shall be ineligible for a subsequent grant or loan by the State unless, prior to such subsequent approval of a grant or loan, Sponsor has complied with the requirements of this subparagraph; and the Sponsor shall operate runway lighting at least at low intensity from sunset to sunrise; and k. insofar as it is reasonable and within its power, Sponsor shall adopt and enforce zoning regulations to restrict the height of structures and use of land adjacent to or in the immediate vicinity of the airport to heights and activities compatible with normal airport operations as provided in Tex. Loc. Govt. Code Ann. Sections 241.001 et seq. (Vernon and Vernon Supp.). Sponsor shall also acquire and retain aviation easements or other property interests in or rights to use of land or airspace, unless sponsor can show that acquisition and retention of such interest will be impractical or will result in undue hardship to Sponsor. Sponsor shall be ineligible for a subsequent grant or loan by the State unless Sponsor has, prior to subsequent approval of a grant or loan, adopted and passed an airport hazard zoning ordinance or order approved by the State. mowing services will not be eligible for state financial assistance. Sponsor will be responsible for 100% of any mowing services. 2. The Sponsor, to the extent of its legal authority to do so, shall save harmless the State, the State's agents, employees or contractors from all claims and liability due to activities of the Sponsor, the Sponsor's agents or employees performed under this agreement. The Sponsor, to the extent of its legal authority to do so, shall also save harmless the State, the State's agents, employees or contractors from any and all expenses, including attorney fees which might be incurred by the State in litigation or otherwise resisting claim or liabilities which might be imposed on the State as the result of those activities by the Sponsor, the Sponsor's agents or employees. 3, The Sponsor's acceptance of this Offer and ratification and adoption of this Grant shall be evidenced by execution of this Grant by the Sponsor. The Grant shall comprise a contract, constituting the obligations and rights of the State of Texas and the Sponsor with respect to the accomplishment of the project and the operation and maintenance of the airport. 09/01/2016 Page 4 of 12 If it becomes unreasonable or impractical to complete the project, the State may void this agreement and release the Sponsor from any further obligation of project costs. 4. Upon entering into this Grant, Sponsor agrees to name an individual, as the Sponsor's Authorized Representative, who shall be the State's contact with regard to this project. The Representative shall receive all correspondence and documents associated with this grant and shall make or shall acquire approvals and disapprovals for this grant as required on behalf of the Sponsor, and coordinate schedule for work items as required. 5. By the acceptance of grant funds for the maintenance of eligible airport buildings, the Sponsor certifies that the buildings are owned by the Sponsor. The buildings may be ]eased but if the lease agreement specifies that the lessee is responsible for the upkeep and repairs of the building no state funds shall be used for that purpose. 6. Sponsor shall request reimbursement of eligible project costs on forms provided by the State. All reimbursement requests are required to include a copy of the invoices for the materials or services. The reimbursement request will be submitted no more than once a month. The Sponsor's acceptance of this Agreement shall comprise a Grant Agreement, as provided by the Transportation Code, Chapter 21, constituting the contractual obligations and rights of the State of Texas and the Sponsor with respect to the accomplishment of the airport maintenance and compliance with the assurances and conditions as provided. Such Grant Agreement shall become effective upon the State's written Notice to Proceed issued following execution of this agreement. The Sponsor designates the State as the party to receive and disburse all funds used, or to be used, in payment of the costs of the project, or in reimbursement to either of the parties for costs incurred. 2. The State shall, for all purposes in connection with the project identified above, be the Agent of the Sponsor. The Sponsor grants the State a power of attorney to act as its agent to perform the following services: a. accept, receive, and deposit with the State any and all project funds granted, allowed, and paid or made available by the Sponsor, the State of Texas, or any other entity; b. enter into contracts as necessary for execution of scope of services; C. if State enters into a contract as Agent: exercise supervision and direction of the project work as the State reasonably finds appropriate. Where there is an 09/01/2016 Page 5 of 12 irreconcilable conflict or difference of opinion, judgment, order or direction between the State and the Sponsor or any service provider, the State shall issue a written order which shall prevail and be controlling; d. receive, review, approve and pay invoices and payment requests for services and materials supplied in accordance with the State approved contracts; e. obtain an audit as may be required by state regulations; the State Auditor may conduct an audit or investigation of any entity receiving funds from TxDOT directly under this contract or indirectly through a subcontract under this contract. Acceptance of funds directly under this contract or indirectly through a subcontract under this contract acts as acceptance of the authority of the State Auditor, under the direction of the legislative audit committee, to conduct an audit or investigation in connection with those funds. An entity that is the subject of an audit or investigation must provide the state auditor with access to any information the state auditor considers relevant to the investigation or audit. f. reimburse sponsor for approved contract maintenance costs no more than once a month. This Grant is executed for the sole benefit of the contracting parties and is not intended or executed for the direct or incidental benefit of any third party. 2. It is the intent of this grant to not supplant local funds normally utilized for airport maintenance, and that any state financial assistance offered under this grant be in addition to those local funds normally dedicated for airport maintenance. This Grant is subject to the applicable provisions of the Transportation Code, Chapters 21 and 22, and the Airport Zoning Act, Tex. Loc. Govt. Code Ann. Sections 241.001 et seq. (Vernon and Vernon Supp.). Failure to comply with the terms of this Grant or with the rules and statutes shall be considered a breach of this contract and will allow the State to pursue the remedies for breach as stated below. a. Of primary importance to the State is compliance with the terms and conditions of this Grant. If, however, after all reasonable attempts to require compliance have failed, the State finds that the Sponsor is unwilling and/or unable to comply with any of the terms of this Grant, the State, may pursue any of the following remedies: (1) require a refund of any financial assistance money expended pursuant to this Grant, (2) deny Sponsor's future requests for aid, (3) request the Attorney General to bring suit seeking reimbursement of any financial assistance money expended on the project pursuant to this Grant, provided however, these remedies shall not limit the State's authority to enforce its rules, regulations or 09/01/2016 Page 6 of 12 orders as otherwise provided by law, (4) declare this Grant null and void, or (5) any other remedy available at law or in equity. b. Venue for resolution by a court of competent jurisdiction of any dispute arising under the terms of this Grant, or for enforcement of any of the provisions of this Grant, is specifically set by Grant of the parties in Travis County, Texas. 4. The State reserves the right to amend or withdraw this Grant at any time prior to acceptance by the Sponsor. The acceptance period cannot be greater than 30 days after issuance unless extended by the State. 5. This Grant constitutes the full and total understanding of the parties concerning their rights and responsibilities in regard to this project and shall not be modified, amended, rescinded or revoked unless such modification, amendment, rescission or revocation is agreed to by both parties in writing and executed by both parties. 6. All commitments by the Sponsor and the State are subject to constitutional and statutory limitations and restrictions binding upon the Sponsor and the State (including Sections 5 and 7 of Article 11 of the Texas Constitution, if applicable) and to the availability of funds which lawfully may be applied. 09/01/2016 Page 7 of 12 The City of Denton, Texas, does ratify and adopt all statements, representations, warranties, covenants, agreements, and all terms and conditions of this Grant. Executed this day of -,20 The Citv of Denton, Texas Sponsor Witness Signature Sponsor Signature Witness Title Sponsor Title Certificate of Attorney -,acting as attorney for the City of Denton, Texas, do certify tl have full evmj7pKed the G'ia'nt and the proceedings taken by the Sponsor relating to the acceptance of the Grant, and find that the manner of acceptance and execution of the Grant by the Sponsor, is in accordati-ce- wit h the laws of the State of Texas. Dated at�,Texas, this day Of 20 t - - ----- -_°w 1 WifricssTitle A 2zK 2�� Attol ire I/ " 09/01/2016 Page 8 of 12 Acceptance of the State Executed • and approved • the Texas Transportation Commission for the purpose and effect • activating and/or carrying • the orders, established policies • • programs and grants heretofore approved and authorized • the Texas Transportation Commission. STATE OF TEXAS It I CMI ITW; W. LM 09/01/2016 Page 9 of 12 Attachment A Scope of Services TxDOT Project ID: M1718DNTI#', Efigible Scope Item: Estimated Costs State Share Sponsor Share Amount A Amount B Amount C GENERAL MAINTENANCE $100,000.00 $50,000.00 $50,000.00 Special Project $0.00 $0.00 $0.00 '0 Special Project $0.00 $0.00 0 $0.0 3 Special Project $0.00 $0.00 $0.00 Special Project $0.00 $0.00 $0.010 Special Project $0.00 $0.00 $0.00 TOTAL $100,000.00 $50,000.00 $50,000.00 Accepted by: The City of Denton, Texas Signature Title: Date: GENERAL MAINTENANCE: As needed, Sponsor may contract for services/purchase materials for routine maintenance/improvement of airport navernent-, signage. drainage. AWOS systems, a1mroacli aids Irl Y11tillo s s erns, utility igfrasti-tictgre, fencitig, lierbicide/appi(LqLfloq. _— spogsor owiied and operated lbel systems, Dara gars, tennipal bUild,i,ngs I_Land securi(_y--.sy/steins- professional services for environmental compliance, approved project design. Special pro qeu to be determined and added by amendment. Only work items as described in Attachment A, Scope of Services of this Grant are reimbursable under this grant. 09/01/2016 Page 10 of 12 Ell DI 'A I I W [WIN 0 [119 go] TxDOT Project ID: M1718DNTO The City of Denton does certify that an Airport Fund has been established for the Sponsor, and that all fees, charges, rents, and money from any source derived from airport operations will be deposited for the benefit of the Airport Fund and will not be diverted for other general revenue fund expenditures or any other special fund of the Sponsor and that all expenditures from the Fund will be solely for airport purposes. The fund may be an account as part of another fund, but must be accounted for in such a manner that all revenues, expenses, retained earnings, and balances in the account are discernible from other types of moneys identified in the fund as a whole. The Citv of Denton, Texas (Sponsor) By: C" Title:—ZrC<+_1M / ^ Date: q rj8LO I We - '134 ME 111111! ITS i 1, U/n 6vl-q do certify that the City of Denton will comply with all (Designated Representalivd requirements of the State of Texas Single Audit Act if the City of Denton spends or receives more than the threshold amount in any grant funding sources during the most recently audited fiscal year. And in following those requirements, the City of Denton will submit the report to the audit division of the Texas Department of Transportation. If your entity did not meet the threshold in grant receivables or expenditures, please submit a letter indicating that your entity is not required to have a State Single Audit performed for the most recent audited fiscal year. Title 0/ &/ Date 09/01/2016 Page 11 of 12 TxDOT Project ID: M1718DNTO The City of Denton designates, vlU ///;7W7L (111Vr4W'V1W1 (Nance, Title) as the Sponsor's authorized representative, who shall receive all correspondence and documents associated with this grant and who shall make or shall acquire approvals and disapprovals for this grant as required on behalf of the Sponsor. City of [)egton, Terris (Sponsor) U013 Title: Date: DESIGNATED REPRESENTATIVE te, pv Mailing Address:—e�7�cz,,Z-!-�-,� 2� �r S-a-oa A2V J TK 71P zo -7 Overnight Mailing Address: -;./017 Telephone/Fax NLHnbcr:,_.C?OO 3 7 7 34 34/F - Email address: alavdr t 51 09/01/2016 Page 12 of 12 City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: ID 16-1250, Version: 1 DEPARTMENT: CM/ ACM: Date: Fire John Cabrales October 18, 2016 Legislation Text Agenda Information Sheet SUBJECT Consider adoption of an ordinance of the City of Denton, Texas authorizing the City Manager, or his designee, to enter into an Interlocal Agreement with the Denco Area 9-1-1 District (Denco) for providing a 911 database and related services for the benefit of the citizens of the City of Denton and providing an effective date. BACKGROUND The City of Denton maintains and operates an emergency notification system used to notify Denton residents and businesses of emergency situations. The current system, CodeRed, integrates mapping technology with phone and email databases comprised of publicly available data from white pages and yellow pages, as well as information gathered from citizens voluntarily subscribing to the system. The voluntary subscription, or citizen opt -in, is free of charge and is used primarily for cell phones. Evolving methods of communication coupled with the City's continued development and growth pose unique challenges in maintaining an accurate and effective notification system. Both impact the ability to keep current database information updated and the capacity for adding new information. The database of contact information directly ties to the number of residents that can be reached with emergency notifications. As a public safety support service, Denco Area 9-1-1 District develops, deploys, and maintains the addressing grid and response assignments for Denton County first responders. Denco uses advanced geographic information systems that go beyond traditional mapping to create a robust profile based on multiple data sources to process the addition of new streets and block ranges and make updates to existing streets and block ranges. Through an interlocal agreement, Denco will provide public safety entities the 9-1-1 contact information and location database for use in emergency notification systems. The data extract, along with periodic updates, will be at no cost. The data is for landline phones only and does not include nomadic VOID or wireless customer records. It will remain important for residents and businesses to register their mobile phone number via the opt -in registration available online. The addition of Denco's 9-1-1 contact database will help to further enhance the accuracy and reach of the emergency notification system. RECOMMENDATION City of Denton Page 1 of 2 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-1250, Version: 1 Staff recommends the adoption of the proposed ordinance and agreement. FISCAL INFORMATION There is no cost for the exchange of database information. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Safe, Liveable & Family -Friendly Community Related Goal: 4.1 Enhance public safety in the community EXHIBITS Exhibit I Interlocal Agreement Exhibit 2 Ordinance Respectfully submitted: Robin Paulsgrove Fire Chief Prepared by: Laura Behrens Fire Marshal City of Denton Page 2 of 2 Printed on 10/14/2016 povveied by I_egist9i I;, EXHIBIT 1 THE STATE OF TEXAS ) COUNTY OF DENTON } INTERLOCAL AGREEMENT TO OBTAIN 9 -1 - DA"TABA"SE EXTRACT FOR PUBLIC ALERTING This Interlocal Agreement (the "Agreement") is entered into by and between the City of Denton, Texas ("Denton") and the Denco Area 9-1-1 District ("Denco"), both entities being located in whole or in part in Denton County, Texas, and hereinafter referred to collectively as the "Parties" or individually as a "Party." The Parties execute this Agreement pursuant to Texas Government Code, Chapter 791, known as the Interlocal Cooperation Act. WHEREAS, Denco is a duly organized political subdivision of the State of Texas created pursuant to Subchapter D of Chapter 772 of the Texas Health & Safety Code engaged in providing the enhanced 9-1-1 equipment network for emergency services for the benefit of the citizens of Denton County. WHEREAS, Denton is a municipality engaged in providing emergency service response and related services for the benefit of the citizens of Denton County within its jurisdiction; and WHEREAS, Denton provides an emergency alerting system to the citizens of its respective municipality, and WHEREAS, upon request by partner governmental agencies in the Denco Area 9-1-1 District, the district has agreed to act as the liaison and serve as the single point of contact for the 9-1-1 database provider and Denton, and WHEREAS, Denco and Denton believe that it is in their mutual interest to enter into this Agreement, and WHEREAS, both Parties are authorized to perforrn the services contemplated herein as a governmental function, NOW, THEREFORE, Denco and Denton, for the mutual consideration hereinafter stated, agree as follows: 1. Purpose. The purpose of this Agreement is to establish the responsibilities of Denco and Denton in regard to the use of Denton's emergency notification system (ENS). Denco and Denton agree to abide by all pertinent federal, state and local laws and regulations; EXHIBIT 1 2. Tenn. The terra of this Agreement shall be for a period subsequent to Denco's current 9-1-1 database contract, and after the date of execution hereof subject to other termination rights of the parties as established in this document. Either party may terminate this Agreement upon thirty (30) days written notice to the other party. 3. Cost. The cost for operation of the EMS, to include all charges by the ENS provider and all operational costs, shall be the sole responsibility of Denton. Denco will not be liable for any costs incurred by Denton for any component or operation of the ENS. Denco shall acquire the customer record data maintained in the 9-1-1 database. The cost of acquisition of the 9-1-1 data shall be the sole responsibility of Denco. 4. Data. Release of the data contained in the 9-1-1 database is to be used for the purpose of warning or alerting citizens of an emergency situation where property or human life is in jeopardy, and is to be maintained as confidential and not subject to public inspection in accordance with Texas Health and Safety Code, Section 771.061 (a). It is not to be sold or provided in any way to any agency/business, but is to be used for the sole purpose of protecting life and property. In the event that this agreement is terminated by either party, Denton will immediately destroy all data provided by Denco under this agreement. 5. Notices. Notices. All notices pertaining to this Agreement shall be in writing and shall be deemed delivered (i) when received at the Party's address if hand delivered or sent via overnight delivery service by way of USPS, UPS, FedEx, or similar carrier, or (ii) on the third (3rd) business day after being deposited in the United States mail, postage prepaid, certified mail, return receipt requested, addressed to the Parties at the respective addresses set forth below or at other addresses as may have been previously specified by written notice delivered in accordance with this Agreement. City of Denton Attn: Chief Technology Officer 601 E. Hickory Suite A Denton, TX 76205 Denco Area 9-1-1 District Attn: Executive Director 1075 Princeton Street Lewisville, Texas 75067 P.Q. Box 293058 Lewisville, Texas 75067 EXHIBIT 1 6. Amendment. This Agreement may only be amended by the mutual agreement of the parties' hereto in writing and any amendments shall be attached to and incorporated into this Agreement. Entire Agreement. This Agreement supersedes any and all other agreements, either oral or in writing, between the parties hereto with respect to the subject matter hereof, and no other agreement, statement or promises relating to the subject matter of this Agreement which is not contained herein shall be valid or binding. DATE: City of Denton, City Manager iLin�2 DATE: }C) Mark Payne, Execut' hector sAlegal\our documents\ordinances\16\denco interlocal agreement.doc ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO ENTER INTO AN INTERLOCAL AGREEMENT WITH THE DENCO AREA 9-1-1 DISTRICT (DENCO) FOR PROVIDING A 911 DATA BASE AND RELATED SERVICES FOR THE BENEFIT OF THE CITIZENS OF THE CITY OF DENTON AND PROVIDING AN EFFECTIVE DATE. WHEREAS, Denco is a duly organized political subdivision of the State of Texas created pursuant to Subchapter D of Chapter 722 of the Texas Health and Safety Code. WHEREAS, this inter -local agreement is entered into pursuant to authority of Chapter 791 of the Texas government code; and WHEREAS, Denco is well equipped to provide a 911 database to the City of Denton; and WHEREAS, the City Council finds that the Interlocal Agreement is in the public interest; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The findings and recitations contained in the preamble of this Ordinance are incorporated herein by reference. SECTION 2. The City Manager, or his designee, is hereby authorized to execute the Interlocal Agreement on behalf of the City with DENCO. The City Manager, or his designee, is hereby authorized to carry out the rights and duties of the City under the Interlocal Agreement including the expenditure of funds provided for therein. SECTION 3. This Ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: Page I City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: ID 16-1259, Version: 1 Legislation Text AGENDA INFORMATION SHEET AGENDA DATE: October 18, 2016 DEPARTMENT: Parks and Recreation Department ACM: John Cabrales, Jr. SUBJECT Consider adoption of an ordinance approving a City sponsorship in an amount not to exceed $1,400 of in-kind services and resources for the Backing the Blue -Denton, to be held at the Civic Center at 321 E. McKinney Street, November 19, 2016; and providing an effective date. BACKGROUND This first-time event, Backing the Blue -Denton, is organized by the spouses and partners of members of Denton County Law Enforcement agencies who have united to raise funds for fallen and injured officers and their families. The Backing the Blue -Denton organization has reserved the Denton Civic Center to host a Family Fun Night fundraiser on November 19, and made a request of the City to waive the associated rental fee of approximately $1,400, by way of an in-kind sponsorship. The Backing the Blue -Event is open to the public and includes dinner, entertainment, and a silent auction. Organizers anticipate approximately 250 people will attend and hope to raise a minimum of $5,000. RECOMMENDATION Staff recommends approval. PRIOR ACTION/REVIEW None FISCAL INFORMATION As per the Legal Department, in-kind sponsorships that involve the gifting of City services and/or the use of City facilities at a free or reduced rate require City Council approval. Granting the in-kind sponsorship request consisting of waiver of the Civic Center rental fees on November 19, 2016, will not exceed $1,400. The City Council authorized a total of $418,643 (including HOT funds) in City support to six sponsored -events in the 2016 calendar year. If Council -approved funding continues at the current level, special event sponsorships will total approximately $440,333 (including HOT funds and two new special -event requests) by the end of this year. (Exhibit 2). STRATEGIC PLAN RELATIONSHIP City of Denton Page 1 of 2 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-1259, Version: 1 The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Safe, Livable & Family -Friendly Community Related Goal: Provide and support outstanding leisure, cultural, and educational opportunities EXHIBITS 1. Letter of Request 2. Running Total of In -Kind Support 3. Proposed Ordinance Respectfully submitted: Emerson Vorel, Director Parks and Recreation Prepared by: Janie McLeod, Community Events Coordinator City of Denton Page 2 of 2 Printed on 10/14/2016 povveied by I_egist9i I;, Exhibit 1 Dear Mr. Vorel, I am writing on behalf of Backing The Blue - Denton. Backing the Blue - Denton is a group of spouses and partners from Denton Law Enforcement agencies that have come together to raise funds for fallen and injured officers and their families. Last month, our group hosted a car wash and sold over 400 t -shirts to benefit the officers of the Dallas tragedy. As a result, we raised over $7,000.00. Those proceeds were distributed to the injured officers and the families of the fallen officers from the Dallas, DART and EI Centro Police Departments. Recently we reserved the Denton Civic Center to host a Family Fun Night on November 19, 2016 to benefit more fallen and injured officers and their families. This event will include dinner, entertainment, and a silent auction. We expect to attract over 250 people and our goal is to raise over $5,000.00. To maximize proceeds and minimize costs, we are asking for a reduced facility rental fee. A reduced fee will greatly increase the amount of money we can distribute to fellow Law Enforcement officers and families in need. On behalf of the Backing The Blue — Denton, thank you for your time and consideration in this matter. If you have any further questions contact us at backingthbludntonmail.com or call me at 918-407-6818. Sincerely, Julie Landolfo, Chair Backing The Blue — Denton N X W N LU U N Q lfl N c -I 0 0 L L 0 Q C)- L L U F-- 0 0 2 Y U Exhibit 2 OM M !}} � O O N N Cl V 00' N' O' c O cv,tt71 N N Rg a f6 4A 4A 4A O O O F T n 0) Q N M? N } F LL M? 4A bjo O O O 00 O O s h0 o 4/} r, 4/} m v ti O T 0 p d '6 u V N \ 0 O O O O {/} O O CO v 0 7 _ G pp v W N u N d O z V co m O0 � O � pO O ON v i O � L Oo c H v z vu rn w a D TO O O O C .++ p0 Ln M Ln M -O l0 l= V L) O O N in Y O O O a t C a a V L/) \ rn D > F N v N i° 4). 4). V1 c -I } LL O N N O O I, Ln n Ln to ti O i {r) Ln 7 � m 3 0 LnN 00, oo, I� O Y Rx = L N i Ln L o Ln Ln O O O ON m N m i v n n n \ Ln m a c � \ a o 0 0 O \ V � N O a) O N O o O m O m > O Ln ti a) ti p N Y � m Q w O F O n a - -- 01 m N to to N - > L} Ln Ln c -I in N N d X k` 01 u J OcL 2 0 L1) Ul ~ O_ 0) ? Q_ N D LU 0) 7 — E rn J In LL !- Q U H C 7 O ° Q n LU 2 U a) U) > o cn U Exhibit 2 S:\Legal\Our Documents\Ordinances\16\Back the Blue 2016.doc Exhibit 3 ORDINANCE NO. AN ORDINANCE APPROVING A CITY SPONSORSHIP IN AN AMOUNT NOT TO EXCEED $1,400.00 OF IN-KIND SERVICES AND RESOURCES FOR THE BACKING THE BLUE-DENTON TO BE HELD AT THE CIVIC CENTER AT 321 E. MCKINNEY STREET, NOVEMBER 19,2016; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the Backing the Blue -Denton is requesting the City of Denton to participate as a sponsor, up to $1,400.00 of in-kind services and resources, for the first Back the Blue - Denton event to provide assistance for Denton County Law Enforcement agencies fallen and injured officers and their families to be held in the Civic Center November 19, 2016; and WHEREAS, the City of Denton has sponsored up to $1,400.00 of in-kind services and resources for the event waiving $1,368.00 for the Civic Center rental fees; and WHEREAS, in exchange for the said support the City of Denton was considered to be an event sponsor of the said event at a sponsorship level equal to the value of the in-kind service tendered; and WHEREAS, the City Council finds that it is in the public interest and benefit to the citizens of the City of Denton to participate as a sponsor at a level not to exceed $1,400.00 of in- kind services for the event to be held in the Civic Center on November 19, 2016; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Council finds that it is in the public interest and benefit to the citizens of the City of Denton to participate as a sponsor at a level not to exceed $1,400.00 of in- kind services and resources, waiving the Civic Center rental fees, and the said participation is hereby approved. SECTION 2. This ordinance shall be effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2016. CHRIS WATTS, MAYOR S:\Legal\Our Documents\Ordinances\16\Back the Blue 2016.doc Exhibit 3 ATTEST: JENNIFER WALTERS, CITY SECRETARY m APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON Legislation Text File #: ID 16-1287, Version: 1 Agenda Information Sheet DEPARTMENT: Finance ACM: Bryan Langley Date: October 18, 2016 SUBJECT Consider adoption of an ordinance of the City of Denton, Texas to declare the intent to reimburse capital program expenditures of the Electric Utility ($65,000,000), Solid Waste ($23,580,000), and General Government ($12,335,000) with Tax Preferred Obligations (Certificates of Obligation and General Obligation Bonds) with an aggregate maximum principal amount equal to $100,915,000; providing an effective date. BACKGROUND The purpose of this item is to allow staff to begin these projects prior to the debt sale. Initially, funding for the expenditures will be provided with existing bond proceeds or unreserved fund balance. Once the debt is sold, these expenditures will be reimbursed from the debt proceeds. The debt sale is anticipated to be in early summer of 2017. The FY 2016-17 Capital Improvement Program (CIP) Budget includes capital projects for Electric, Solid Waste, and General Government. Denton Municipal Electric is proposing to utilize $65,000,000 to fund ongoing capital expansion of the distribution and transmission facilities approved as part of the FY 2016-17 CIP Budget. This amount represents the portion of the Electric Fund CIP Budget for FY 2016-17 to be funded by Certificates of Obligation (CO). A complete list of the Electric CO funded projects planned for FY 2016-17 is included with the attached ordinance. Solid Waste is proposing to utilize $23,580,000 to fund ongoing capital expenditures for disposal, processing and construction services approved as part of the FY 2016-17 CIP Budget. A complete list of the CO funded projects planned for FY 2016-17 is included with the attached ordinance. General Government is proposing to utilize $10,235,000 of Certificates of Obligation to fund vehicle/equipment replacements, replacement of facility HVAC, roofs and floorings, upgrade public safety radios to digital, replace the public safety computer aided dispatch system, and acquire a fleet fuel truck. In addition, General Government is proposing to utilize $2,100,000 of General Obligation Bonds to fund the various projects from the 2014 Bond Election. A complete list of the CO and GO funded projects is included with the attached ordinance. City of Denton Page 1 of 2 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-1287, Version: 1 RECOMMENDATION Staff recommends approval of the ordinance. PRIOR ACTION/REVIEW (Council, Boards, Commissions) On October 10, 2016, the Public Utility Board voted to recommend that a reimbursement ordinance for Denton Municipal Electric and Solid Waste be forwarded to the City Council for consideration. FISCAL INFORMATION This ordinance will allow the Certificates of Obligation to reimburse the respective funds totaling $100,915,000. These capital projects were included in the FY 2016-17 Adopted CIP Budget. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Organizational Excellence Related Goal: 1.1 Manage financial resources in a responsible manner FXHTRTTC 1. PUB Draft Minutes 2. Ordinance Respectfully submitted: Chuck Springer, 349-8260 Director of Finance Prepared by: Antonio Puente, Jr. Assistant Director of Finance City of Denton Page 2 of 2 Printed on 10/14/2016 povveied by I_egist9i I;, 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 DRAFT MINUTES PUBLIC UTILITIES BOARD Monday, October 10, 2016 9:01am Service Center Training Room After determining that a quorum of the Public Utilities Board of the City of Denton, Texas is present, the Chair of the Public Utilities Board will thereafter convene into an open meeting on Monday, October 10, 2016 at 9:01am in the Service Center Training Room at the City of Service Center, 901 A Texas Street, Denton, Texas. Present: Chair Randy Robinson, Vice Chair Susan Parker, Barbara Russell, Charles Jackson, Brendan Carroll, and Allen Bishop Ex Officio Members: Howard Martin, ACM Utilities Absent: Lilia Bynum OPEN MEETING CONSENT AGENDA B. PUB16-213 - Consider a recommendation for the adoption of an ordinance of the City of Denton, Texas, to declare the intent to reimburse capital program expenditures of the Electric Utility ($65,000,000) and Solid Waste ($23,580,000) with Tax Preferred Obligations (Certificates of Obligation) with an aggregate maximum principal amount equal to $88,580,000. Board Member Jackson motioned to approve item B. There was a second by Board Member Parker. Vote 6-0 approved. Adjournment 9:28 a.m. S:AI,.egal\Our Documents\Ordinances\16\Reimbursement Ord. doex ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS TO DECLARE THE INTENT TO REIMBURSE CAPITAL PROGRAM EXPENDITURES OF THE ELECTRIC UTILITY ($65,000,000), SOLID WASTE ($23,580,000), AND GENERAL GOVERNMENT ($12,335,000) WITH TAX -PREFERRED OBLIGATIONS (CERTIFICATES OF OBLIGATION AND GENERAL OBLIGATION BONDS) WITH AN AGGREGATE MAXIMUM PRINCIPAL AMOUNT EQUAL TO $100,915,000; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Denton (the "Issuer") is a municipal corporation/political subdivision of the State of Texas; and WHEREAS, the Issuer expects to pay, or have paid on its behalf, expenditures in connection with the ongoing capital expansion of the Electric Utility distribution and transmission facilities approved as part of the FY 2016-17 Capital Improvement Program Budget and described in Attachment 1 hereto (the "Electric Utility Projects") prior to the issuance of Certificates of Obligation for which a prior expression of intent to finance or refinance is required by Federal or state law to finance the Electric Utility Projects; and WHEREAS, the Issuer expects to pay, or have paid on its behalf, expenditures in connection with the ongoing capital expansion of the Solid Waste refuse and recycling activities approved as part of the FY 2016-17 Capital Improvement Program Budget and described in Attachment 2 hereto (the "Solid Waste Projects") prior to the issuance of Certificates of Obligation for which a prior expression of intent to finance or refinance is required by Federal or state law to finance the Solid Waste Projects; and WHEREAS, the Issuer expects to pay, or have paid on its behalf, expenditures in connection with the ongoing capital expansion of the General Government projects approved as part of the FY 2016-17 Capital Improvement Program Budget and described in Attachment 3 hereto (the "General Government Projects" and, together with the Electric Utility Projects, the Solid Waste Projects, the "Projects") prior to the issuance of Certificates of Obligation and General Obligation Bonds for which a prior expression of intent to finance or refinance is required by Federal or state law to finance the General Government Projects; and WHEREAS, the Issuer finds, considers, and declares that the reimbursement of the Issuer for the payment of such expenditures will be appropriate and consistent with the lawful objectives of the Issuer and, as such, chooses to declare its intention to reimburse itself for such payments at such time as it issues the obligations to finance the Projects; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The Issuer reasonably expects to incur debt, as one or more series of tax- exempt obligations, tax -credit obligations and/or obligations for which a prior expression of intent to finance or refinance is required by Federal or state law (collectively and individually, the "Tax - Preferred Obligations"), with an aggregate maximum principal amount equal to $100,915,000 for purpose of paying the costs of the Projects. S:ALega1\0ur Documents\Ordinances\16\Reimbursement Ord.docx SECTION 2. All costs to be reimbursed pursuant hereto will be capital expenditures. No Tax -Preferred Obligations will be issued by the Issuer in furtherance of this ordinance after a date which is later than 18 months after the later of (1) the date the expenditures are paid, or (2) the date on which the property, with respect to which such expenditures were made, is placed in service. SECTION 3. The foregoing notwithstanding, no 'Fax -Preferred Obligation will be issued pursuant to this ordinance more than three years after the date any expenditure which is to be reimbursed is paid. SECTION 4. The foregoing Sections 2 and 3 notwithstanding, all costs to be reimbursed with qualified tax credit obligations shall not be paid prior to the date hereof and no tax credit obligations shall be issued after 18 months of the date the original expenditure is made. SECTION 5. This Ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2016. ATTEST: JENNIFER WALTERS, CITY SECRETARY IIm APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: / c Page 2 CHRIS WATTS, MAYOR Attachment 1 CITY OF DENTON ESTIMATED USAGE OF 2016/17 BOND PROCEEDS 1,070,957 Line Item (000) Transmission Lines & Substation Related Projects 238,575 Locust Substation 3,020,509 Denton North Interchange 216,635 Hickory Substation 7,198,466 Eagle Substation 550,871 RD Wells Interchange 74,275 Mayhill Substation 4,970,222 Long Road Substation 1,145,070 Woodrow Substation (Switchgear & Main Control Bldg.) 1,411,221 North Lakes Substation 711,800 Underwood Substation 303,289 North of Loop 288 at TX428 Substation 519,924 Brinker Substation 7,922,646 Denton Energy Center Substation 1,454,548 TMPA Spencer Interchange 1,640,235 Various Subs RTU Installs 273,579 SCADA Computer Replacement 247,583 Other Substation Projects 306,384 Bonnie Brae - North Lakes 1,003,252 Pockrus - Mayhill 1,714,650 Spencer Switch - Locust 1,106,618 Denton North - North Lakes 1,903,140 Denton Energy Center Substation 261,454 Hickory - Locust 3,927,886 New 138 kV TI -from Woodrow to Brinker 370,899 New 138 kV TL to connect Brinker to Spencer 565,470 New 138 kV TL to connect Mayhill to Brinker/Spencer 188,490 New 138 kV TL to connect Brinker to Loop 288 747,879 Arco -Cooper Creek reconstruction 1,355,911 TL Routing Study 304,016 Total Substation and Transmission Line Related Projects 45,416,922 Distribution Line and Other Related Projects Automated Meter Reading 1,070,957 Building Construction 831,533 Communication Equipment 238,575 Distribution Transformers 1,939,614 Feeder & Extensions 10,864,057 New Residential & Commercial (less AIC) 3,611,129 Over -Under Conv / Power Factor Impr. 561,715 Street Lighting 331,300 Other Distribution Projects 134,198 Total Distribution Line and Other Related Projects 19,583,078 Total Estimated 2016.17 Bond Proceeds Usage 65,000,000 Attachment 2 FY 2017 SW&R CIP 1 Auto Side Load SW1157 294,000 2 Auto Side Load SW1158 294,000 3 Auto Side Load SW1159 327,000 4 Rear Load SW1053 231,000 5 Front -Load SW1055 290,000 6 Front -Load SW1148 352,000 7 Front -Load Addition 290,000 8 Roll -Off SW0870 222,000 9 Recycling Drop -Off Site Improvements 20,000 10 Leachate Recirculation Infrastructure Expansion 75,000 11 Landfill Excavator Addition 450,000 12 Electric Forklift Addition 30,000 13 TCEQ Authorized Facility Systems Infrastructure 525,000 14 TCEQ Ground Water Well and Methane Gas Monitoring System 25,000 15 Process Upgrades & Technology Improvements 400,000 16 Solid Waste & Environmental Engineering Services 150,000 17 Cell Development 3,000,000 18 TCEQ Permitted Control systems 1,050,000 19 MSW Facility Machinery & Equipment 150,000 20 Permit Amendment 250,000 21 Site Maintenance Improvements & Improvements 325,000 22 Solidification Equipment Addition 290,000 23 100 Yard Trailers Addition 180,000 24 Mobile Light Power Plants Addition 30,000 25 Roll -Off Containers Addition 50,000 26 Articulated Dump Truck SW0028 580,000 27 Track Loader Addition 500,000 28 Mining Material Diversion Equipment Addition 2,150,000 29 BMR Material Diversion Equipment Addition 300,000 30 BMR Excavator Material Handler SW1261 550,000 31 BMR Facility Improvements Addition 250,000 32 BMR Wheeled Excavator Addition 450,000 33 BMR Trommel Addition 580,000 34 Dump Truck SW0029 150,000 35 Solid Waste Fund Property Acquisition (T) 500,000 36 HCC Building Solar 400,000 37 Operations Building Expansion 1,200,000 38 Maintenance Building 2,000,000 39 NG Line Extension 400,000 40 Entrance Upgrade & Road Tie -In 1,300,000 41 Materials Processing Building 2,700,000 42 KDB Property Acquisition 220,000 43 KDB Building Design 50,000 23,580,000 FY 2017 Solid Waste & Recycling Reimbursement Ordinance CIP 23,580,000 Attachment 3 City of Denton General Government CIP FY 2016-17 PROGRAM DESCRIPTION FY 2016-17 1 Misc Traffic Signals $ 500,000 2 , Miscellaneous Roadways $ 100,000 3 PROPOSITION 1- 2014 Bond Election $ 600,000 4 5 Fire Station #3 Remodel/Rebuild - McCormick $ 1,000,000 6.Relocation of Communications Center & Criminal Investigations Bureau $ 500,000 7 PROPOSITION 2 - 2014 Bond Election 1,500,000. 8 9 Total - 2014 Bond Election GOs 2,100,000 10 11 Vehicle/Equipment Replacements $ 3,860,000 12 Facility Maintenance Program $ 1,175,000 13 Public Safety Radio Upgrades to Digital $ 2,000,000 14 Computer Aided Dispatch (CAD) System Replacement $ 3,000,000 15 Fleet Fuel Truck $ 200,000. 161 17 Total - COs 10,235,000 18 19 TOTALS 12,335,000 City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: ID 16-1288, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: October 18, 2016 SUBJECT Consider adoption of an ordinance of the City of Denton authorizing the City Manager or his designee to execute a contract through the State of Texas for the purchase of temporary labor services for various City departments as awarded by the State of Texas Contract 962-M3; and providing an effective date (File 5215 - Purchase of Temporary Labor Services awarded to Texas Industries for the Blind and Handicapped (TIBH Industries, Inc. in the not to exceed amount of $300,000). FILE INFORMATION The City of Denton has identified needs for temporary labor resources to clean various facilities and to perform other manual labor jobs as needed. After consultation with the City departments, it became readily apparent that these facilities could be maintained through a contracted resource, ensuring continuity and quality of services to our citizens. On April 2, 2013, the City of Denton awarded a contract to TIBH Industries, Inc. to provide these services for a three (3) year time period. The City of Denton has successfully utilized the temporary services in areas such as the Distribution Center and Denton Municipal Electric facilities. TIBH Industries, Inc. (TIBH) (<http://tibh.org/index.php>) has been identified as a resource that has effectively delivered similar services to many other cities, counties and government entities. TIBH serves as a catalyst in Texas for employment opportunities for people with disabilities, through its' statutory authorization as the State of Texas Central Non -Profit Agency. The program was first initiated in 1978, authorized by the Texas Legislature through Texas Human Resources Code, Title 8, Chapter 122, as a State of Texas set-aside program, which exempts government entities from competitive requirements. This statute also established the requirement for the State of Texas to maintain a state-wide contract for all government entities to access these types of services, identified previously as State of Texas Contract 962-M3. TIBH utilizes local Community Rehabilitation Programs (CRP's) across Texas to perform these types of services -effectively employing approximately 6,400 Texans with disabilities in 2012. For over 30 years, TIBH has been "working wonders" in service to our local communities and government entities. RECOMMENDATION Award a contract through the State of Texas for temporary labor services to TIBH Industries, Inc. beginning on October 18, 2016 in the three (3) year estimated amount not -to -exceed $300,000. City of Denton Page 1 of 2 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-1288, Version: 1 PRINCIPAL PLACE OF BUSINESS TIBH Industries, Inc. Austin, TX ESTIMATED SCHEDULE OF PROJECT This contract term is for an initial one year (1) period with two (2) additional one (1) year renewal options, with all terms and conditions remaining the same. FISCAL INFORMATION The temporary labor services will be funded by the using department on an as needed basis. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Organizational Excellence Related Goal: 1.1 Manage financial resources in a responsible manner EXHIBITS Exhibit l: Ordinance Exhibit 2: Agreement Respectfully submitted: Chuck Springer, 349-8260 Director of Finance For information concerning this acquisition, contact: Elton Brock at 349-7133. City of Denton Page 2 of 2 Printed on 10/14/2016 povveied by I_egist9i I;, EXHIBIT 1 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO EXECUTE A CONTRACT THROUGH THE STATE OF TEXAS FOR THE PURCHASE OF TEMPORARY LABOR SERVICES FOR VARIOUS CITY DEPARTMENTS AS AWARDED BY THE STATE OF TEXAS CONTRACT 962-M3; AND PROVIDING AN EFFECTIVE DATE (FILE 5215 -PURCHASE OF TEMPORARY LABOR SERVICES AWARDED TO TEXAS INDUSTRIES FOR THE BLIND AND HANDICAPPED (TIBH INDUSTRIES, INC. IN THE NOT TO EXCEED AMOUNT OF $300,000). WHEREAS, pursuant to Resolution 92-019, the State of Texas has solicited, received and tabulated competitive bids for the purchase of necessary materials, equipment, supplies or services in accordance with the procedures of state law on behalf of the City of Denton; and WHEREAS, the City Manager or a designated employee has reviewed and recommended that the herein described materials, equipment, supplies or services can be purchased by the City through the State of Texas Procurement programs at less cost than the City would expend if bidding these items individually; and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purchase of the materials, equipment, supplies or services approved and accepted herein; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. That the numbered items in the following numbered purchase order for materials, equipment, supplies, or services, shown in the File Number listed hereon, and on file in the office of the Purchasing Agent, are hereby approved: FILE NUMBER VENDOR AMOUNT 5215 TIBH Industries, Inc. $300,000 SECTION 2. That by the acceptance and approval of the above numbered items set forth in the attached purchase orders, the City accepts the offer of the persons submitting the bids to the State of Texas for such items and agrees to purchase the materials, equipment, supplies or services in accordance with the terms, conditions, specifications, standards, quantities and for the specified sums contained in the bid documents and related documents filed with the State of Texas, and the purchase orders issued by the City. EXHIBIT 1 SECTION 3. That should the City and persons submitting approved and accepted items set forth in File 5215 wish to enter into a formal written agreement as a result of the City's ratification of bids awarded by the State of Texas, the City Manager or his designated representative is hereby authorized to execute the written contract which shall be attached hereto; provided that the written contract is in accordance with the terms, conditions, specifications and standards contained in the Proposal submitted to the State of Texas, quantities and specified sums contained in the City's purchase orders, and related documents herein approved and accepted. SECTION 4. 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 5215 to the City Manager of the City of Denton, Texas, or his designee. SECTION 5. By the acceptance and approval of the above enumerated bids, the City Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approved bids. SECTION 6. That this ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this day of , 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: EXHIBIT 2 Docusign City Council Transmittal Coversheet Contract 5215 File Name 5215 TEXAS INDUSTRIES FOR THE BLIND HANDICAPPE Purchasing Contact Robyn Forsyth City Council Target Date October 18, 2016 Granicus # Ordinance # DocuSign Envelope ID: 590A73BA-AB5A-4DE2-B392-2437A89EC654 IN THE STATE OF TEXAS COUNTY OF DENTON INTERLOCAL COOPERATION AGREEMENT This Interlocal Cooperation Agreement (the "Agreement") is made and entered into this _day of , between The City of Denton, Texas, a political subdivision of the State of Texas (hereinafter "City") and the TIBH Industries, Inc. (TIBH, the contracted Central Nonprofit Agency for the Texas State Use Program, operating under Contract #962 -M3 -Temporary Personnel established by the State of Texas/ Comptroller of Public Accounts and The Council on Purchasing from People with Disabilities. The State Use Program assists persons with disabilities in achieving maximum personal independence by engaging in useful, productive employment activities. WHEREAS, both the City and TIBH have the authority to enter into this Agreement pursuant to Chapter 122, Title 8, Section 122.017Texas Human Resources Code, and Texas Local Government Code 271.083; and WHEREAS, the City of Denton Labor project and other City Projects contemplated under this Agreement are of mutual interest and benefit to TIBH and to the City and will further the instructional and technical objectives of TIBH in a manner consistent with its status as the Central Nonprofit Agency of the Texas State Use Program; and WHEREAS, it is mutuallv beneficial to both parties to execute this Agreement whereby each entity can achieve common objectives relating to the health, safety, and welfare of the citizens of Texas, and in the interest of saving the City of Denton and State of Texas taxpayer funding; and NOW THEREFORE, in consideration of the mutual representations, terms and covenants hereafter set forth, the parties herebv agree as follows: 1. STATEMENT OF WORK. TIBH agrees to use its reasonable efforts to perform the Labor program described in the Statement of Work appended hereto, and anv future agreed to statements of work between both parties. 2. PRINCIPAL CONTACT. The Labor Project will be administered by Good Will Services, Fort Worth, TX, or subsequent community rehabilitation program provider as identified by TIBH. 3. PERIOD OF PERFORMANCE. TIBH will conduct the Labor Project during the period of October 18, 2016 through October 18, 2019. This Agreement may be renewed annually through a written agreement executed by both parties. 4. TOTAL AMOUNT OF THE CONTRACT. The City of Denton agrees to pay TIBH, a not to exceed pearly amount of 5100,000, or as agreed to in a similar payment schedule, listed below. Payment shall be for services rendered only, and authorized by a City of Denton Purchase Order. The awarding or continuation of this contract is dependent upon the availability of funding. The City's payment obligations are payable only and solely from funds Appropriated and available for this contract. The absence of Appropriated or other lawfully available funds shall render the Contract null and void to the extent funds are not Appropriated or available and any deliverables delivered but unpaid shall be returned to the Contractor. The City shall provide the Contractor written notice of the failure of the City to make an adequate Appropriation for any fiscal year to pay the amounts due under the Contract, or the reduction of any Appropriation to an amount insufficient to permit the City to pay its obligations under the Contract. In the event of none or inadequate appropriation of funds, there will be no penalty nor removal fees charged to the City. 5. PAYMENT SCHEDULE. The City shall make payments upon receipt of invoices, in accordance with the statutory provisions of Texas Government Code; Chapter 2251.The payment schedule indentified below, strictiv follows a milestone performance schedule, in completion of the stated DELIVERABLES, and in the approval of invoices submitted to the City. Payment shall be made upon acceptance of invoices submitted to the City of Denton for services performed as detailed in the proposal. Invoices must be fully documented as to labor provided, and must reference the City of Denton Purchase Order number in order to be processed. No payments shall be made on invoices not listing an authorized City of Denton Purchase Order. Federal excise taxes, State taxes, or City sales taxes must not be included in the invoiced amount. The City will furnish a tax exemption certificate upon request. Page 1 of 3 OGC app. 6/2006 DocuSign Envelope ID: 590A73BA-AB5A-4DE2-B392-2437A89EC654 Invoices shall be sent to the following address: City of Denton, Accounts Payable Department 215 East McKinney Street Denton, TX 76201 Company Rep Name: Alma Vigil Phone: 940-349-8223 Email: accountspayable(cicit�-ofdenton.com 6. TERMINATION. This agreement may be terminated by either party, upon sixty (60) days prior written notice. 7. BREACH / OPPORTUNITY TO CURE. The parties hereto expressly covenant and agree that in the event either party is in default of its obligations herein, the party not in default shall provide to the party in default at least thirty (30) days written notice to cure said default before exercising any of its rights as provided for in this Agreement. 8. LIABILITY. The parties to this Agreement and their respective officers and employees shall not be deemed to assume any liability for the acts, omissions and negligence of the other party. 9. DISCLAIMER OF LIABILITY. TIBH MAKES NO REPRESENTATIONS AND EXTENDS NO WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED IN CONNECTION WITH THE TECHNICAL REPORTS, INVENTION DISCLOSURES OR RESEARCH DATA FURNISHED UNDER THIS AGREEMENT THERE ARE NO EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THAT USE OF SUCH MATERIALS OR MODIFICATION OF SUCH MATERIALS WILL NOT INFRINGE ON ANY PATENT, COPYRIGHT, TRADEMARK, OR OTHER PROPRIETARY RIGHT. 10. FORCE MAJUERE. Except for the obligation for the payment of money, if either party fails to fulfill its obligations hereunder when such failure is due to an act of God, or other circumstance beyond its reasonable control, then said failure shall be excused for the duration of such event and for such a time thereafter as is reasonable to enable the parties to resume performance under this Agreement. 11. DISPUTE RESOLUTION. The City must use the dispute resolution process provided in Chapter 2260 of the Texas Government Code to attempt to resolve a dispute arising under this contract and such process is a required prerequisite to suit in accordance with Chapter 107, Texas Civil Practice and Remedies Code. The City must submit written notice of a claim of breach of contract under this chapter to TIBH Industries, Inc., 1011 East 53 1/2 Street, Austin, Texas 78751. TIBH is the Central Nonprofit Agency for the Texas State Use Program, and nothing in this Agreement waives or relinquishes the right of TIBH to claim any exemptions, privileges and immunities as may be provided by law. 12. REMEDIES. This Agreement shall be construed by and governed by the laws of the State of Texas. Venue for any legal action necessary to enforce the Agreement will be in Denton County, Texas. No remedy herein conferred upon any party is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law, or in equity or by statute or otherwise. No single or partial exercise by any party of any right, power or remedy hereunder shall preclude any other or further exercise thereof. 13. ENTIRE REPRESENTATION. This Agreement contains the entire agreement between the parties and supersedes any prior oral or written agreements, commitments, understandings, or communications with respect to the subject matter of the Agreement. No amendments or modification of this Agreement shall be effective unless set forth in writing executed by duly authorized representatives of each party. This Agreement shall be construed in accordance with the laws of the State of Texas. 14. WAIVER. No waiver of any provision hereof or of any right or remedy hereunder shall be effective unless in writing and signed by the party against whom such waiver is sought to be enforced. No delay in exercising, no course of dealing with respect to, or no partial exercise of any right or remedy hereunder shall constitute a waiver of any right or remedy, or future exercise thereof. 15. ASSIGNMENT. This Agreement may not be assigned in whole or in part by any of the Parties without prior written consent of the other Party. 16. SEVERABILITY. In the event that any section, paragraph, sentence, clause or provision hereof is held by a court of competent jurisdiction to be invalid, such shall not affect the remaining portions of this Agreement and the same shall remain in full force and effect. 17. AMENDMENTS. This Agreement may be amended from time to time by written amendment by both parties. Page 2 of 3 OGC app. 6/2006 DocuSign Envelope ID: 590A73BA-AB5A-4DE2-B392-2437A89EC654 18. NOTICE. Any notice required to be given in connection with this Agreement shall be in writing and shall be deemed effective if hand delivered, or if sent by United States certified mail, return receipt requested, postage prepaid, or if sent by private receipted courier guaranteeing same-day or next -day deliyerv, addressed to the respective parte at its address provided below. If sent by U.S. certified mail in accordance with this Section, such notices shall be deemed given and received on the earlier of (a) actual receipt at the address of the named addressee, or (b) on the third (3rd) business day after deposit with the United States Postal Service. Notice given by any other means shall be deemed given and received only upon actual receipt at the address of the named addressee. TIBH Industries, Inc. City of Denton 1011 East 53 V2 Street 215 McKinney Street Austin, TX 78751 Denton, Texas 76201 Attn: Executive Director Attn: City Manager Telephone: 512-451-8145 Telephone: 940-349-7100 Email: information(-c!61h.ora1 Email: n urchasing(-ci:cit�-ofdenton.com 19. NO THIRD PARTY BENEFICIARIES. For purposes of this Agreement, including its intended operation and effect, the parties specifically agree and contract that: (1) the Agreement only affects matters/ disputes between the parties to this Agreement, and is in no way intended by the parties to benefit or otherwise affect any third person or entity notwithstanding the fact that such third person or entity may be in contractual relationship with TIBH or the City, or both; and (2) the terms of this Agreement are not intended to release, either by contract or by operation of law, any third person or entity from obligations owed by them to either TIBH or the City. 20. CONFIDENTIALITY. During the course of the work and/or services to be provided under this agreement, TIBH may come in contract with confidential information of the City of Denton. TIBH agrees to treat as confidential the information or knowledge that become known to TIBH during performance of this agreement and not to use, copy, or disclose such information to any third party unless authorized in writing by the City of Denton. This provision does not restrict the disclosure of any information that is required to be disclosed under applicable law. TIBH shall promptly notify the City of Denton of any misuse or unauthorized disclosure of its confidential information and upon expiration of this agreement shall return to the City of Denton all confidential information in TIBITs possession or control. TIBH shall further comply with all City of Denton information security policies that may apply. 21. ENTIRETY OF AGREEMENT. This Agreement represents the entire understanding between TIBH and the City and supersedes all other negotiations, representations or agreement, written or oral, relating to this Agreement. The parties have caused this Agreement to be executed by their duly authorized representative. TIBH Industries, Inc. Goeusigned by: By19BN9C48F2C634E9... b� :_ Title: State Sales Manager 10/11/2016 ACKNOWLEDGEMENT STATE OF TEXAS COUNTY OF DENTON This instrument was acknowledged before me on the behalf of the City of Denton, Texas. City of Denton, Texas 12 Title: Date: day of , 2016 by , on Notary Public in and for the State of Texas Page 3 of 3 OGC app. 6/2006 Certificate Of Completion Envelope Id: 590A73BAAB5A4DE2B3922437A89EC654 Subject: City Council Docusign Item - 5215 Source Envelope: Document Pages: 4 Signatures: 1 Certificate Pages: 6 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC -08:00) Pacific Time (US & Canada) Record Tracking Status: Original 10/11/201612:14:41 PM Signer Events Robyn Forsyth robyn.forsyth@cityofdenton.com Buyer City of Denton Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Roxy VanLoo rvanloo@tibh.org State Sales Manager Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 9/23/2016 9:24:11 AM ID: 7d 180bd3-ab53-4bfd-a433-bf129fade21 d 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: Howard Martin howard.martin@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Jennifer Walters jennifer.walters@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: EXHIBIT 2 Holder: Robyn Forsyth robyn.forsyth@cityofdenton.com Signature � Using IF Address: 129.120.6.150 �Es�by: rD&a5�Ics77 , .,stEa Using IP Address: 72.48.136.36 Status: Sent Envelope Originator: Robyn Forsyth robyn.forsyth@cityofdenton.com IF Address: 129.120.6.150 Location: DocuSign Timestamp Sent: 10/11/2016 12:20:47 PM Viewed: 10/11/2016 12:20:58 PM Signed: 10/11/2016 12:21:48 PM Sent: 10/11/2016 12:21:50 PM Viewed: 10/11/2016 1:16:39 PM Signed: 10/11/2016 1:26:55 PM Sent: 10/11/2016 1:26:59 PM Viewed: 10/11/2016 1:33:17 PM S e C U R t D Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Robin Fox Robin.fox@cityofdenton.com 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 Jennifer Bridges jennifer.bridges@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: EXHIBIT 2 In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Julia Winkley Sent: 10/11/2016 1:26:56 PM julia.winkley@cityofdenton.com COPIED L--q0-1 Contracts Administration Supervisor City of Denton Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Sherri Thurman Sent: 10/11/2016 1:26:56 PM sherri.thurman@cityofdenton.com P#�L]Viewed: 10/11/2016 1:29:00 PM Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: John Knight Sent: 10/11/2016 1:26:58 PM john.knight@cityofdenton.com OPI Deputy City Attorney City of Denton Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Robin Fox Robin.fox@cityofdenton.com 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 Jennifer Bridges jennifer.bridges@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: EXHIBIT 2 Carbon Copy Events Status Timestamp Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Christian Garcia christian.garcia@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Misty Willis misty.willis@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Notary Events Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 10/11/2016 1:26:59 PM Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 4/20/2015 7:25:38 AM Parties agreed to: Roxy Van Loo, Robin Fox EXHIBIT 2 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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EXHIBIT 2 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. City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: ID 16-1289, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: October 18, 2016 SUBJECT Consider adoption of an ordinance awarding a contract for the purchase of security products and continued vendor support of the Palo Alto Firewall software as awarded by the State of Texas Department of Information Resources (DIR) through the Go DIRect Program, Contract Number DIR-TSO-2700; providing for the expenditure of funds therefor and providing an effective date. (File 4970 -awarded to Solid Border, Inc. in the three (3) year not -to -exceed amount of $309,000). FILE INFORMATION City of Denton Information Technology operations are subject to a complex regulatory framework. Denton Municipal Electric systems must comply with North American Electric Reliability Corporation (NERC) Critical Infrastructure Protect (CIP) requirements. Public Safety systems must comply with Texas Law Enforcement Telecommunications Systems (TLETS) requirements. Utilities Customer Service computer systems must comply with Payment Card Industry Data Security Standards (PCI -DSS) requirements. In addition, external financial auditors place requirements on the JD Edwards financial systems. These regulatory requirements require a firewall in front of Web -facing applications such as QuickPay, UtilityWorks and eTrakIt. The Palo Alto Networks Firewall provides a wide suite of enterprise -level next generation firewalls, with a diverse range of security features to meet our various regulatory requirements. Palo Alto Network Firewall provides the best overall value with regard to protection, performance, and overall costs. It is essential for the City of Denton to keep current maintenance with the software vendor in order to ensure availability of upgrades, software fixes, and access to knowledge and support resources. The Technology Services department could not identify any local vendors that could provide software maintenance for this application. Technology Services obtained pricing from three different vendors on the Texas Departments of Information Resources (DIR) Go DIRect Program. Solid Border, Inc. provided the best available pricing. Therefore, procuring this maintenance from the above vendor is the best value for the City of Denton. Solid Border, Inc. is a woman owned Texas HUB vendor. The total cost for upgrades, maintenance, and upcoming projects is estimated to be $309,000. RECOMMENDATION Staff recommends awarding to Solid Border, Inc. for Palo Alto software maintenance and purchase of security City of Denton Page 1 of 2 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-1289, Version: 1 products for three (3) year not -to -exceed amount of $309,000. PRINCIPAL PLACE OF BUSINESS Solid Border, Inc. San Antonio, TX ESTIMATED SCHEDULE OF PROJECT October 1, 2016 through September 30, 2019. FISCAL INFORMATION Funding is budgeted in Technology Services operating account number 830200.6504. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Organizational Excellence Related Goal: 1.5 Utilize technology to enhance efficiency and productivity EXHIBITS Exhibit 1: Cost Analysis Exhibit 2: Solid Border Quotes Exhibit 3: Ordinance Respectfully submitted: Chuck Springer, 349-8260 Director of Finance For information concerning this acquisition, contact: Melissa Kraft at 349-7823. City of Denton Page 2 of 2 Printed on 10/14/2016 povveied by I_egist9i I;, N .EA . m C a r +, o .LA W Q U 0 0 0 0 0 0 0 0 ^ 0 0 0 0 0 0o o o N o 0 Ln m m N N N N �--� m N to N 01 m N �--� N 01 N N Ln O O O O O O O O O O n O O O O O a, O O N W 0:3 O co O O O O O O O O O O O o0 O O O O O o0 O M O Moo O O 00 O N O O o0 Ln O to O O N N N N In C.1 O 7 LO 7 LO 7 LO to 01 co O N Lf1 N N 01 N M N 00 I� 00 M n N N 00 N to l0 O Lf1 N J O EE ¢ M O O Ln to N M 7 N N n n N N N N O T � U G caW X � U an an an an an an an an an an an an an an an 'r, an an an an v� Q y 0 0 O O O O O O O O O O O O O O o0 O O N W O O O O O o0 O Ln 7 M M N N M O Ln to O N O M X L�t to N M N M W a 00 O N Lr� N 01 N lR m M 00 M 01 n LO W LO oc 01 I� 01 N N 00 N LO l0 O Lf1 L� '� M Lf1 Lf1 I� l0 N N N N N N N N N N N N N p O � Vi Vi Vi Vi Vi Vi Vi Vi Vi Vi Vi Vi Vi Vi Vi Vi Vi Vi Vi Vi O o0 O O O O O O O O O O O O O W N O G I� 0 O 0 to O O O O O O O O O O O O O O O O O O O O O O O O O O O O M c -I 01 MLn l0 p Ln � O N Mc N 00 O � O l0 N O N O � c O O W 01 7 00 7 00 to O O c O Lf1 M l0 N n W M to N N M Ln N N Il n N N N N cn co O G N O a N � � O 0 X W � an an an an an an an an an an an an an � an an an an an � O O N n O 7 M O O O O O O O O O O O O O O O O O O O O O O O O O O c -I I� M W N 01 Z XO O v 0 0 Ln O O O O O O O O O O O O O O c -I o0 M Ln O c -I O O O 7 N O N O n N O 7 to to 7 O N m O M O M M l0 Ln l0 Ln 00 l6 to N N Ln N 00 N m N a N a N a N N N Lf1 N l0 N 3 a ° tf� tf� LL CO y. K X 0 O 0 O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O a Q 00 O l6 N to 7 Ln O O to O M 7 7 N O M to co N pl O O I, N N L' � Ll� 01 N O O v� O Ln 01 oc� M 00 LO LO LO Ln O Ln N O Ln 01 Moo N CO (Y) U Q M 01 01 Ln to N N N N N to to N N N N N cn a o a n 'O cc N X O O O O O Oo O O o O O o O O O O O O O a X o v In O v .V 0 co 0 O O M O to O to O 7 O Ln O O O Ln O 00 O O co O M � O to O to O M � O O O M O to O W O N � ar N n W O v N M N N N l N LO N N N N N N N O � 0 a N a N to W Ln Q 2 N Q N Q QQ O O O Q Q O QInO O O O 0 = d O d O = d O 0 O Hd Z H N �7 M M z � Lu O O� U U U U U N N U M U M M U N U M M U Ln d d Ln Ln Ln Ln d d Ln d Ln d d Ln d Ln d d {� a z z z z z z z zz z z z z z z z z z z z O d d d d d d d d d d d d d d d d d d d d W N N N N N N N N N N N N zJ' zJ' zJ' N N N N N K 0 N N M Lf1 l0 n W 01 O N N N N N M N 7 N Lf1 N to N n N co N 01 N O N EXHIBIT 2 NETWORK SECURITY RESELLER I CONTACT Erica Stinson 800.213.8175 x811 toll-free 512.535.1934 office edca@solidborder.com TO City of Denton Clay Danford 901-B Texas Street Denton , TX 76201 (940) 349-7535 clay@cityofdenton.com PLEASE SEND PURCHASE ORDER BY EMAIL orders@solidborder.com BY FAX 800.887.9974 ITEM SKU DESCRIPTION QTY LIST PRICE ............ . ------ PAN-SVC-PREM-3050- Premium support year 1 renewal, PA -3050. Serial # R 001701009166. Support to Run 12/07/16 through 10/31/17 � III STATE CONTRACT DIR-TSO-2700 JR Include this contract number on all Purchase Orders QUOTE EXPIRES 10116/2016 PAYMENTTERMS 30 days SALES TAX (B.25%) Credit cards not accepted EMPLOYER iD# EIN # 33-1009121 REMIT TO SOLID BORDER, INC 1806 TURNM ILL ST SAN ANTONIO, TX 78248 $3,450.74 PER UNIT EXTENDED $3,278.00 $3,278.00: SHIPPING INCLUDED: SUBTOTAL $3,278.00: SALES TAX (B.25%) $0.00: TOTAL $3,278.00:: EXHIBIT 2 gas CONTACT Erica Stinson 800.213.8175 x81 toll-free 512.535.1934 office e(ica@soildborder.com 1Z paloafto ma,� PREMIER SECURITY PARTNER TO City of Denton Clay Danford 901-B Texas Street Denton , TX 76201 (940) 349-7535 clay@cityofdenton.corn . ................ PLEASE SEND PURCHASE ORDER BY EMAIL orders@soildborder.com BY FAX 800.887.9974 ITEM SKU DESCRIPTION QTY LIST PRICE PER UNIT EXTENDED Credit cards not accepted PAN-PA-5020-URL4 HA2- PANDB URL filtering subscription for device In an HA pair renewal, PA -5020. Serial Vs: 00110101986 & 0011C102059 2 $5,600.00 $4,760.00 $9,520.00: S0LK=F4DFRr'0M R Support to Run 10/31/16 through 10/31/17 PROTECT YOUR NETWORK SAN ANTONIO, TX 78246 HUB /I DIR 11 BUYBOARD Threat prevention subscription for device In an HA pair 2 PAN -PA -5020 -TP -HA2 -R renewal, PA -5020. Serial's: 0011C101986 & 0011C102059 2 $5,616.34 $4,773.00 $9,546.00; Support to Run 10/30116 through 10131117 4 -Hour Premium support renewal, PA -5020. Serial #'a: 3 PAN-SVC-4HR-5020-R 0011 C1 01986 & 0011 C1 02059 Support to Run 10/31/16 2 $8,400.00 $7,896.00 $15,792.00: through 10/31117 4 PAN -SVC -PREM -6020-R Premium support renewal, PA -5020. Serial # 002501001073. 1 $6,400.00 $6,016.00 $6,016.00:: Support to Run 10/31116 through 10/31117 5 PAN -SVC -PREM PRA -25- R Premium sup. renewal, Panorama 25 devices. Serial # 000702026 Support to Run 10131/16 through 10/31117 $1,600.00 $1,604.00 $1,604,00: '20 6 PAN -SVC -PREM -3020-R Premium support year I renewal, PA -3020. Serial #001801017929 , Support to Run 10/31/16 through 10/31117 $2,240.00 $2,105.00 $2,105.00: PA -200 Lab Unit Renewal Service Bundle (Threat Prevention, 7 PAN-PA-200-BND LAB4- PANDEI URL Filtering, GlobalProtect Portal and Gateway, $500.00 $250.00 $250.00:: R MdFlre, Standard Support). For Serial Number: 001606004885. SHIPPING INCLUDED:: STATE CONTRACT DIR-TSO-2700 SUBTOTAL $44,733.00 DIR Include this contract number on all Purchase Orders SALES TAX (8.25%) $0.00�: TOTAL ------------------ ------------------------------ $44,733.00 QUOTE EXPIRES 10/16/2016 PAYMENT TERMS 30 days Credit cards not accepted EMPLOYER ID# EIN # 33-1009121 REMIT TO SOLID BORDER, INC S0LK=F4DFRr'0M 1806 TURNMILL ST PROTECT YOUR NETWORK SAN ANTONIO, TX 78246 HUB /I DIR 11 BUYBOARD EXHIBIT 2 NETWORK SECURITY RESELLER CONTACT Erica Stinson 800.213.8176 x81 toll-free 512.536.1934 office erica@solidborder.com 12, patoalto NVV~" STATE CONTRACT DIR-TSO-2700 Include this contract number on all Purchase Orders QUOTE EXPIRES PREMIER SECURITY PARTNER ITEM SKU DESCRIPTION 1 PAN -PA -2020 -TP HA2- R Threat prevention subscription for device in an HA pair PA Serial ffs: 0004CI 04758 & 0004C104765 EMPLOYER ID# renewal, -2020. 2 PAN-SVC-4HR-2020 4 -Hour Premium support year 1, PA -2020 Serial Vs: $2,380.00 0004C104758 & 0004C104765 3 PAN -PA -3020 -TP -R Threat prevention subscription renewal, PA -3020. Serial # 001801004982 4 PAN-SVC-4HR-3020 4 -Hour premium support year 1, PA -3020 Serial 9 001801004982 SuDDott to Run 10131116 through 10131117 STATE CONTRACT DIR-TSO-2700 Include this contract number on all Purchase Orders QUOTE EXPIRES i Oil 5/2016 PAYMENTTERms 30 days $1,445.00 Credit cards not accepted EMPLOYER ID# EIN # 33-1009121 REMIT TO SOLID BORDER, INC $2,380.00 1806 TURNMILL ST SAN ANTONIO, TX 78248 TO City of Denton Clay Danford 901-B Texas Street Denton, TX 76201 (940) 349-7535 day@c7ityofdenton.com PLEASE SEND PURCHASE ORDER BY EMAIL orders@solidbarder.com BY FAX 800.887.9974 QTY LIST PRICE ............ PER UNITEXTENDED .... .. .. ........ I - ---- - ----- 2 $1,700.00 $1,445.00 $2,890,00: 2 $2,520.00 $2,368.00 $4.736.00 1 $2,800.00 $2,380.00 $2,380.00: $2,940.00 $2,763.00 $2,763.00 SHIPPING INCLUDED�i SUBTOTAL $12.769.00�; SALES TAX (8.25%) $0.001 TOTAL $12,769.00:: EXHIBIT 2 NETWORK SECURITY RESELLER CONTACT Erica Stinson 800.213.8175 x81 toll-free 512.535.1934 office edr-a@solidborder.com TO City of Denton Clay Danford 901-B Texas Street Denton . TX 76201 (940) 349-7535 clay@cityofdenton.com PLEASE SEND PURCHASE ORDER BY EMAIL orders@solidborder.com BY FAX 800.887.9974 STATE CONTRACT DIR-TSO-2700 Include this contract number on all Purchase Orders QUOTE EXPIRES 00 3 PAN-SVC-4HR-3020-R PREMIER SECURITY PARTNER ITEM SKU DESCRIPTION QTY PAN -PA -3020 -TP HA2- Threat prevention subscription renewal for devices in HA pair, R PA -3020. Serial $Ps: 001801006163, 001801006176, 4 001801000215 & 001801006207 PAN -PA -3020 -URI PANDB URL filtering subscription renewal for devices In HA -4 2 HA2 -R pair, PA -3020. Serial *Ps: 001801006163, 001801006176, 4 25-R 001801000215 & 001801006207 STATE CONTRACT DIR-TSO-2700 Include this contract number on all Purchase Orders QUOTE EXPIRES 4 -Hour premium support year I renewal, PA -3020. Serial #'s: 3 PAN-SVC-4HR-3020-R 001801006163, 001801006176, 001801000215 & $1,666.00 001801006207 PAN-PA-200-BND PA -200 Lab Unil Renewal Servia- BundleThreat Prevention, 4 LAB4-R PANDB URL FilIering, Gioba[Prolect Porta( and Gateway, WildFire, Standard Support). Serial # 001606034071 Support to Run 10131116 through 10131117 5 PAN -SVC -PREM -PRA- Premium support renewal, Panorama 25 devices, Serial # 25-R 000702192479 Support to Run 11/25/16 through 10131117 STATE CONTRACT DIR-TSO-2700 Include this contract number on all Purchase Orders QUOTE EXPIRES 10/20/2016 PAYMENTTERms 30 days $1,666.00 Credit cards not accepted EMPLOYER ID# EIN # 33-1009121 REMIT TO SOLID BORDER, INC 1806 TURNMILL ST SAN ANTONIO, TX 78248 LIST PRICE $1,960.00 $1,960.00 M0000192�r PER UNITEXTENDED ------ ----------------- $1,666.00 $6,664.00 $1,666.00 $6,664.00:: $2,763.00 $11,052.00; $260.00 $260.00'� $1,403.00 $1,403.00 SHIPPING INCLUDED: SUBTOTAL $26,033,00; 6ALES TAX (8,25%) $0.00: TOTAL $26,033.00�: EXHIBIT 2 NE RK SECURITY RESELLER DATE 9116/2016 QUOTE 47059 -RR CONTACT Erica Stinson 800.213.8175 x81 toll-free 512.535.1934 office edca@solidborder.com TO City of Denton Clay Danford 901-B Texas Street Denton, TX 76201 (940) 349-7535 clay@cityofdenton.com PLEASE SEND PURCHASE ORDER BY EMAIL orders@solidborder.com BY FAX 800.887.9974 ITEM SKU DESCRIPTION ------------------------------------- ....... .......... QTY LIST PRICE PER UNIT .......... - ----- EXTENDED ---------- ...... 1 PAN-PA-3020-URIL4-R PANDB URL filtering subscription renewal, PA -3020. Serial 9 $2,301.37 $1,956.00 $11'95600� 001801017929. Support to Run 01/04/17 through 10/31/17 SHIPPING INCLUDED; IT la �q STATE CONTRACT DIR-TSO-2700 SUBTOTAL $1.956.00' Do RE, I Include this contract number on all Purchase Orders SALES TAX (8.26%) $0.00: TOTAL ............. — $1'956.00�� QUOTE EXPIRES 1011612016 PAYMENTTERMS 30 days Credit cards not accepted EMPLOYER iD# EIN # 33-1009121 REMIT TO SOLID BORDER, INC SOLIDBORDER.COM ..... — - — --------------- , 1 1806 TURNMILL ST PROTECT YOUR NETWORK SAN ANTONIO, TX 78248 HUB // DIR /I BUYBOARD NETWORK SECURITY RESELLER CONTACT Erica Stinson 800.213.8176 x81 toll-free 612.535.1934 office edca@solidborder.com jj paloatto wmolaf= PREMIER SECURITY PARTNER EXHIBIT 2 TO City of Denton Clay Danford 901-B Texas Street Denton , TX 76201 (940) 349-7535 clay@cityofdenton.com ............ PLEASE SEND PURCHASE ORDER BY EMAIL orders@solidborder.com By FAX 800.887.9974 ITEM SKU ............ DESCRIPTION ...................... QTY LIST PRICE PER UNIT .......... ...... ............ EXTENDED ....... 1 PAN -PA -3020 -TP -R Threat prevention subscription renewal, PA -3020. 1 $2,516.00 $2,138.00 $2J38.00: 2 PAN-SVC-4HR-3020-R 4 -Hour premium support renewal, PA -3020. 1 $2,641.00 $2,482.00 $7,482.00; Serial #:001801028018 Support to run f2108116 through 10131117 SHIPPING INCLUDED: jvk qg�� STATE CONTRACT DIR-TSO-2700 SUBTOTAL $4,620.00: Include this Contract number on all Purchase Orders SALES TAX (8.26%) $0.00: TOTAL ------------ -- $4,620.00:: ........... QUOTE EXPIRES 10/2112016 PAYMENTTERMS 30 days Credit cards not accepted EMPLOYER ID EIN # 33-1009121 REMITTO SOLID BORDER, INC SOLIOBORDER.COM 1806 TURNMILL ST PROTECT YOUR NETWORK SAN ANTONIO, TX 78248 HUB // DIR // BUYBOARD EXHIBIT 3 ORDINANCE NO. AN ORDINANCE AWARDING A CONTRACT FOR THE PURCHASE OF SECURITY PRODUCTS AND CONTINUED VENDOR SUPPORT OF THE PALO ALTO FIREWALL SOFTWARE AS AWARDED BY THE STATE OF TEXAS DEPARTMENT OF INFORMATION RESOURCES (DIR) THROUGH THE GO DIRECT PROGRAM, CONTRACT NUMBER DIR- TSO-2700; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR AND PROVIDING AN EFFECTIVE DATE. (FILE 4970 -AWARDED TO SOLID BORDER, INC. IN THE THREE (3) YEAR NOT -TO -EXCEED AMOUNT OF $309,000. WHEREAS, pursuant to Resolution 92-019, the State of Texas has solicited, received and tabulated competitive bids for the purchase of necessary materials, equipment, supplies or services in accordance with the procedures of state law on behalf of the City of Denton; and WHEREAS, the City Manager or a designated employee has reviewed and recommended that the herein described materials, equipment, supplies or services can be purchased by the City through the State of Texas Department of Information Services Go Direct Program at less cost than the City would expend if bidding these items individually; and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purchase of the materials, equipment, supplies or services approved and accepted herein; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. That the numbered items in the following numbered purchase order for materials, equipment, supplies, or services, shown in the "File Number" listed hereon, and on file in the office of the Purchasing Agent, are hereby approved: FILE NUMER VENDOR AMOUNT 4970 Solid Border, Inc. $309,000 SECTION 2. That by the acceptance and approval of the above numbered items set forth in the attached purchase orders, the City accepts the offer of the persons submitting the bids to the State of Texas Department of Information Services Go Direct Program for such items and agrees to purchase the materials, equipment, supplies or services in accordance with the terms, conditions, specifications, standards, quantities and for the specified sums contained in the bid documents and related documents filed with the State of Texas Department of Information Services Go Direct Program, and the purchase orders issued by the City. EXHIBIT 3 SECTION 3. That should the City and persons submitting approved and accepted items set forth in the attached purchase orders wish to enter into a formal written agreement as a result of the City's ratification of bids awarded by the State of Texas Department of Information Services Go Direct Program, the City Manager or his designated representative is hereby authorized to execute the written contract which shall be attached hereto; provided that the written contract is in accordance with the terms, conditions, specifications and standards contained in the Proposal submitted to the State of Texas Department of Information Services Go Direct Program, quantities and specified sums contained in the City's purchase orders, and related documents herein approved and accepted. SECTION 4. By the acceptance and approval of the above enumerated bids, the City Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approved bids. SECTION 5. That this ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: ID 16-1290, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: October 18, 2016 SUBJECT Consider adoption of an ordinance authorizing the City Manager to execute a professional services agreement for survey services on a work order basis for various City of Denton departments; providing for the expenditure of funds therefor; and providing an effective date (File 6189 -awarded to Teague Nall and Perkins, Inc. in an amount not -to -exceed $500,000). FILE INFORMATION The City of Denton has contracted for survey services through a series of indefinite delivery (services on an as needed basis) type professional services agreements since fiscal year 2003. Since 2012, these contracts have been with Teague Nall and Perkins, Inc. Over that period of time, the City has executed two contracts and two extensions with Teague Nall and Perkins for a total amount of $1,080,000. The City has experienced a large amount of Capital Improvement Program (CIP) project activity over the previous four (4) years and has expended approximately $270,000 per year on average for survey services. Teague Nall and Perkins has performed well in the execution of professional surveying services for the City of Denton; delivering projects in a timely and efficient manner. Their qualifications to perform these services have been clearly demonstrated to the satisfaction of staff across the organization. Accordingly, the Engineering Services department requested a proposal from Teague Nall and Perkins to continue in their capacity as the City's provider of indefinite quantity survey services, again in the not -to -exceed amount of $500,000. The proposed fee amount for these professional services was set by staff and is thought to be sufficient to carry the contract through approximately two (2) fiscal years. In accordance with Texas Local Government Code 252.022, the procurement of professional services is exempt from the requirement of competition based selection. The City of Denton has previous successful experience with the recommended firm, and has elected to not seek qualification based competition for these identified services (Exhibit 1). RECOMMENDATION Staff recommends approval of the Professional Services Agreement between the City of Denton and Teague Nall and Perkins, Inc. in the not -to -exceed amount of $500,000. City of Denton Page 1 of 2 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-1290, Version: 1 PRINCIPAL PLACE OF BUSINESS Teague Nall and Perkins, Inc. Denton, TX ESTIMATED SCHEDULE OF PROJECT This contract will become effective upon Council approval with services to be performed through October 18, 2019, or until the not to exceed amount of $500,000 has been expended. FISCAL INFORMATION Survey services associated with this contract are to be paid for on an "as -needed" or "as -authorized" basis, depending on the availability of funds in the various using department budgets or in the Capital Improvement Plan projects on which Teague Nall and Perkins, Inc. is to be utilized. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Public Infrastructure Related Goal: 1.1 Manage financial resources in a responsible manner XHIBITS Exhibit 1: Staff Memo Exhibit 2: Ordinance Exhibit 3: Professional Services Agreement Respectfully submitted: Chuck Springer, 349-8260 Director of Finance For information concerning this acquisition, contact: Frank Payne at 349-8946. City of Denton Page 2 of 2 Printed on 10/14/2016 povveied by I_egist9i I;, EXHIBIT I Engineering Services 901-A Texas Street Denton, Texas 76209 (940) 349-8910 fax (940) 349-8951 To: Karen Stnitli — Assistant Purcliasing Manage Ferom: Frank G. Payne, P.E. — City Etigiiiecr � --"",gc Date: September 29, 2016 Re: Indefinite Quantity Contract for Survey Services witli Teague Nall and Perkins The City of Denton has contracted for survey services through a series of indefinite delivery type professional services agreements since fiscal year 2003. Since 2012, these contracts have been with Teague Nall and Perkins, Inc. Over that period of time, the City has executed two contracts and two extensions with Teague Nall and Perkins for a total amount of $1,080,000. The City experienced a large amount of Capital Improvement Program (CIP) project activity over the previous four years and expended approximately $270,000 per year on average for survey services. Teague Nall and Perkins has performed well in the execution of professional surveying services for the City of Denton, delivering projects in a timely and efficient manner. Their qualifications to perform these services have been clearly demonstrated to the satisfaction of staff across the organization. Accordingly, the Engineering Services department requested a proposal from Teague Nall and Perkins to continue in their capacity as the City's provider of indefinite quantity survey services, again in the not -to -exceed amount of $500,000. This direct solicitation to a single provider based on demonstrated and known qualifications is consistent with State law for the procurement of professional services. The proposed fee amount for these professional services was set by staff and is thought to be sufficient to carry the contract through approximately two fiscal years. A contract for these services has been provided to you for processing and approval by City Council. EXHIBIT 2 ORDINANCE NO. AN ORDINANCE AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT FOR SURVEY SERVICES ON A WORK ORDER BASIS FOR VARIOUS CITY OF DENTON DEPARTMENTS; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (FILE 6189—AWARDED TO TEAGUE NALL AND PERKINS, INC. IN AN AMOUNT NOT -TO -EXCEED $500,000). 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, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. That the City Manager is hereby authorized to enter into a professional service contract with Teague Nall and Perkins, Inc., to provide professional surveying services for the City of Denton, 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 6189 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 day of , 2016. EXHIBIT 2 CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: EXHIBIT 3 PROFESSIONAL SERVICES AGREEMENT FOR ARCHITECT OR ENGINEER Professional Surveying Services (CONTRACT 6189) THIS AGREEMENT is made and entered into this date by and between the City of Denton, Texas, a Texas municipal corporation, with its principal office at 215 East McKinney Street, Denton, Denton County, Texas 76201, hereinafter called "Owner" and Teague Nall and Perkins, Inc., with its corporate office at 1517 Centre Place Drive, Suite 320, Denton, TX 76205 hereinafter called "Design Professional," acting herein, by and through their duly authorized representatives. In consideration of the covenants and agreements herein contained, the parties hereto do mutually agree as follows: SECTION 1 EMPLOYMENT OF DESIGN PROFESSIONAL The Owner hereby contracts with the Design Professional, a licensed Texas architect or engineer, as an independent contractor. The Design Professional hereby agrees to perform the services as described herein and in the Proposal, the General Conditions, and other attachments to this Agreement that are referenced in Section 3, in connection with the Project. The Project shall include, without limitation, but shall not be limited to the following major components (for a more precise or comprehensive description of the Scope refer to Attachment B): BASIC SERVICES A. Surveying Services Professional surveying services as directed by Work Orders. See Attachment B for more detail. SECTION 2 COMPENSATION Total compensation for the Design Professional contemplated under the terms of this agreement shall be $500,000 for all services including reimbursable expenses. The Owner shall compensate the Design Professional as follows: 2.1 BASIC SERVICES 2.1.1 For Basic Services the total compensation shall be a maximum not -to -exceed amount of $500,000. 2.1.2 Progress payments for Basic Services shall be paid on the basis of the actual work satisfactorily completed per authorized purchase order. 2.1.3 Reimbursable Expenses shall be a multiple of 1.00 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. 2.2 TOTAL CONTRACT AMOUNT $ 500,000 DocuSign Envelope ID: 2C4B4DE5-31 BE-4B00-A580-A18897B58C29 EXHIBIT 3 CF,CTInN 3 INVOICES Invoices shall be sent directly to the City of Denton Accounts Payable Department, 215 E. McKinney St, Denton, TX, 76201-4299. A pro -forma invoice shall be sent to the contract administrator as identified in the Notice to Proceed. It is the intention of the City of Denton to make payment on completed orders within thirty days after receipt of invoice or items; whichever is later, unless unusual circumstances arise. Invoices must be fully documented as to labor, materials, and equipment provided, if applicable, and must reference the City of Denton Purchase Order Number in order to be processed. No payments shall be made on invoices not listing a Purchase Order Number. SECTION 4 ENTIRE AGREEMENT This Agreement includes this executed agreement and the following documents all of which are attached hereto and made a part hereof by reference as if fully set forth herein: 1. Certificate of Interested Parties Electronic Filing 2. City of Denton Insurance Requirements for Consultants/Contractors 3. Conflict of Interest Questionnaire 4. City of Denton General Conditions to Agreement for Architectural or Engineering Services. Attachment A — Schedule of Fees Attachment B — Scope of Services and Deliverables Attachment C - Schedule of Rates DocuSign Envelope ID: 2C4B4DE5-31 BE-4B00-A580-A18897B58C29 EXHIBIT 3 This Agreement is signed by the parties hereto effective as of the date first above written. APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: 5ocuSigned by: 6'6, C821996C2A213439... Attest: CITY OF DENTON, TEXAS A Municipal Corporation HOWARD MARTIN INTERIM CITY MANAGER TEAGUE NALL & PERKINS, INC. A Corporation BY: E�cuSigned by: n �.vt GAkY 7I635VRY, P.E. PRINCIPAL 2016-117744 TEXAS ETHICS COMMISSION CERTIFICATE NUMBER City of Denton Contract No. 6189 DocuSign Envelope ID: 2C4B4DE5-31BE-4BOO-A580-Al8897B58C29 EXHIBIT 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 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 an original notarized 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: htlps://www.ethics.state.tx.us/whatsnew/elf info forml295.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 the signature page of this contract. 5. Sign and notarize the Form 1295 6. Email the notarized 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. DocuSign Envelope ID: 2C4B4DE5-31 BE-4B00-A580-A18897B58C29 EXHIBIT 3 CITY OF DENTON INSURANCE REQUIREMENTS FOR CONS U LTAN TS/CONTRACTORS The Offeror'sBidder's attention is directed to the insurance requirements below. It is highly recommended that offerors/bidders confer with their respective insurance carriers or brokers to determine in advance of its proposal or bid submission the availability of insurance certificates and endorsements as prescribed and provided herein. If an offeror/apparent low bidder fails to comply strictly with the insurance requirements, that offeror/bidder may be disqualified from award of the contract. Upon award, all insurance requirements shall become contractual obligations, which the successful offeror/bidder shall have a duty to maintain throughout the course of this contract. STANDARD PROVISIONS: Without limiting any of the other obligations or liabilities of the Consultant/Contractor, the Consultant/Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. As soon as practicable after notification of award, Consultant/Contractor shall file with the Purchasing Department satisfactory certificates of insurance, containing the proposal/bid number and title of the project. Consultant/Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at any time; however, Consultants/Contractors are strongly advised to make such requests prior to proposal/bid opening, since the insurance requirements may not he modified or waived after proposal/bid opening unless a written exception has been submitted with the proposal/bid. Consultant/Contractor shall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Denton. All insurance policies proposed or obtained in satisfaction of these requirements shall comply with the following general specifications, and shall he maintained in compliance with these general specifications throughout the duration of the Contract, or longer, if so noted.- 9 oted: • Each policy shall be issued by a company authorized to do business in the State of Texas with an A.M. Best Company rating of at least A or better. • Any deductibles or self-insured retentions shall be declared in the proposal or bid. If requested by the City, the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its officials, agents, employees and volunteers; or, the Consultant/Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. • Liability policies shall be endorsed to provide the following: • Name as additional insured the City of Denton, its Officials, Agents, Employees and volunteers. DocuSign Envelope ID: 2C4B4DE5-31 BE-4B00-A580-A18897B58C29 EXHIBIT 3 • That such insurance is primary to any other insurance available to the additional insured with respect to claims covered under the policy and that this insurance applies separately to each insured against whom claim is made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. • Cancellation: City requires 30 day written notice should any of the policies described on the certificate be cancelled or materially changed before the expiration date. • Should any of the required insurance be provided under a claims -made form, Consultant/Contractor shall maintain such coverage continuously throughout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. • Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Consultant/Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. • Should any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. DocuSign Envelope ID: 2C4B4DE5-31 BE-4B00-A580-A18897B58C29 EXHIBIT 3 SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfaction of this Contract shall additionally comply with the following marked specifications, and shall be maintained in compliance with these additional specifications throughout the duration of the Contract, or longer, if so noted: [X] A. General Liability Insurance: General Liability insurance with combined single limits of not less than $500,000.00 shall be provided and maintained by the Contractor. The policy shall be written on an occurrence basis either in a single policy or in a combination of underlying and umbrella or excess policies. If the Commercial General Liability form (ISO Form CG 0001 current edition) is used: • Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. • Coverage B shall include personal injury. • Coverage C, medical payments, is not required. If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Form GL 0404) is used, it shall include at least: • Bodily injury and Property Damage Liability for premises, operations, products and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. • Broad form contractual liability (preferably by endorsement) covering this contract, personal injury liability and broad form property damage liability. [X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $500,000.00 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include bodily injury and property damage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used in conjunction with this contract. Satisfaction of the above requirement shall be in the form of a policy endorsement for: • any auto, or 0 all owned, hired and non -owned autos. DocuSign Envelope ID: 2C4B4DE5-31 BE-4B00-A580-A18897B58C29 EXHIBIT 3 [X] Workers' Compensation Insurance Contractor shall purchase and maintain Worker's Compensation insurance which, in addition to meeting the minimum statutory requirements for issuance of such insurance, has Employer's Liability limits of at least $100,000 for each accident, $100,000 per each employee, and a $500,000 policy limit for occupational disease. The City need not be named as an "Additional Insured" but the insurer shall agree to waive all rights of subrogation against the City, its officials, agents, employees and volunteers for any work performed for the City by the Named Insured. For building or construction projects, the Contractor shall comply with the provisions of Attachment 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Worker's Compensation Commission (TWCC). [ ] Owner's and Contractor's Protective Liability Insurance The Contractor shall obtain, pay for and maintain at all times during the prosecution of the work under this contract, an Owner's and Contractor's Protective Liability insurance policy naming the City as insured for property damage and bodily injury which may arise in the prosecution of the work or Contractor's operations under this contract. Coverage shall be on an "occurrence" basis, and the policy shall be issued by the same insurance company that carries the Contractor's liability insurance. Policy limits will be at least combined bodily injury and property damage per occurrence with a aggregate. [X] Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000.00 per claim with respect to negligent acts, errors or omissions in connection with professional services is required under this Agreement. [ ] Environmental Liability Insurance Environmental liability insurance for $1,000,000 to cover all hazards contemplated by this contract. [] Riggers Insurance The Contractor shall provide coverage for Rigger's Liability. Said coverage may be provided by a Rigger's Liability endorsement on the existing CGL coverage; through and Installation Floater covering rigging contractors; or through ISO form IH 00 91 12 11, Rigger's Liability Coverage form. Said coverage shall mirror the limits provided by the CGL coverage [ ] Builders' Risk Insurance Builders' Risk Insurance, on an All -Risk form for 100% of the completed value shall be provided. Such policy shall include as "Named Insured" the City of Denton and all subcontractors as their interests may appear. DocuSign Envelope ID: 2C4B4DE5-31 BE-4800-A580-A18897B58C29 EXHIBIT 3 ] Commercial Crime Provides coverage for the theft or disappearance of cash or checks, robbery inside/outside the premises, burglary of the premises, and employee fidelity. The employee fidelity portion of this coverage should be written on a "blanket" basis to cover all employees, including new hires. This type insurance should be required if the contractor has access to City funds. Limits of not less than each occurrence are required. ] Additional Insurance Other insurance may be required on an individual basis for extra hazardous contracts and specific service agreements. If such additional insurance is required for a specific contract, that requirement will be described in the "Specific Conditions" of the contract specifications. DocuSign Envelope ID: 2C4B4DE5-31 BE-4B00-A580-A18897B58C29 EXHIBIT 3 ATTACHMENT 1 Worker's Compensation Coverage for Building or Construction Projects for Governmental Entities A. Definitions: Certificate of coverage ("certificate") -A copy of a certificate of insurance, a certificate of authority to self -insure issued by the commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on the project until the contractor's/person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ("subcontractor" in §406.096) - includes all persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner -operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C. The Contractor must provide a certificate of coverage to the governmental entity prior to being awarded the contract. D. If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: 1) a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing coverage for all persons providing services on the project; and DocuSign Envelope ID: 2C4B4DE5-31 BE-4B00-A580-A18897B58C29 EXHIBIT 3 2) no later than seven days after receipt by the contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. F. The contractor shall retain all required certificates of coverage for the duration of the project and for one year thereafter. G. The contractor shall notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the contractor knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project. H. The contractor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. L The contractor shall contractually require each person with whom it contracts to provide services on aproject, to: 1) provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the project, for the duration of the project; 2) provide to the contractor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the project, for the duration of the project; 3) provide the contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 4) obtain from each other person with whom it contracts, and provide to the contractor: a) certificate of coverage, prior to the other person beginning work on the project; and b) a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 5) retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6) notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and DocuSign Envelope ID: 2C4B4DE5-31 BE-4B00-A580-A18897B58C29 EXHIBIT 3 7) contractually require each person with whom it contracts, to perform as required by paragraphs (1) - (7), with the certificates of coverage to be provided to the person for whom they are providing services. J. By signing this contract or providing or causing to be provided a certificate of coverage, the contractor is representing to the governmental entity that all employees of the contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self- insured, with the commission's Division of Self -Insurance Regulation. Providing false or misleading information may subject the contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. K. The contractor's failure to comply with any of these provisions is a breach of contract by the contractor which entitles the governmental entity to declare the contract void if the contractor does not remedy the breach within ten days after receipt of notice of breach from the governmental entity. DocuSign Envelope ID: 2C4B4DE5-31 BE-4B00-A580-A18897B58C29 EXHIBIT 3 CONFLICT OF INTERESTQUESTIONNAIRE - FORM CI 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. I Name of vendor who has a business relationship with local governmental entity. Teague Nall and Perkins, Inc. 2 El 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 7"' business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 1 Name of local government officer about whom the information in this section is being disclosed. Name of Officer This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the vendor 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 vendor? Yes E-1 No B. Is the vendor 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? Yes = 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 one percent or more? Yes = No D. Describe each employment or business and family relationship with the local government officer named in this section. 4 I have no Conflict of Interest to disclose. tr 'i Z' ' p r iYj r Signature of vendor doing business with the governmental entity Date 13 DocuSign Envelope ID: 2C4B4DE5-31 BE-4B00-A580-A18897B58C29 EXHIBIT 3 ATTACH M ENT 'A' SCHEDULE OF FEES A. BASIC SERVICES: For work performed by the Design Professional within the scope identified in Attachment B, Scope of Basic Services, the Design Professional will be reimbursed as described below: 1. Labor Design Professional shall be reimbursed on the basis of negotiated fees for each item of service provided, as mutually agreed to by the Design Professional and the Owner, or on the basis of labor or personnel employed by the Design Professional on an hourly basis in accordance with Attachment C, Standard Rate Schedule for Reimbursable/Multiplier Contracts. 2. Direct Expenses Direct expenses, such printing, reproductions, delivery/courier services, etc., will be reimbursed to the Design Professional at his direct invoice expense times a multiplier as set forth in SECTION 2 of the Professional Services Agreement. Where appropriate, a not - to -exceed amount will be established and agreed to for each item of services provided. Attachment A — Page 1 DocuSign Envelope ID: 2C4B4DE5-31 BE-4B00-A580-A18897B58C29 EXHIBIT 3 ATTACHMENT'B' SCOPE OF BASIC SERVICES The scope of Basic Services for this project generally consists of professional surveying services in support of the City of Denton (Owner) as administered by the City of Denton Engineering Services department. Services will be on an indefinite delivery basis for specific tasks or projects as requested by City staff. The total amount of work is undetermined and may be limited by the total maximum compensation indicated in Section 2, Compensation, of the Professional Services Agreement. Specific tasks may include the following: • Construction staking • Field design surveys • Topographic surveys • Boundary surveys and analysis • Preparation of easement or right-of-way exhibits • GPS monument placement • Other professional surveying services as requested All survey services will be performed under the direct supervision of a Registered Professional Land Surveyor (RPLS) licensed to practice in the State of Texas. The Design Professional will seal all boundary surveys and other documents requiring the seal of an RPLS. All surveying services will meet or exceed the minimum standards of practice established by the Texas Board of Professional Land Surveyors. In addition to field crew(s), the Design Professional will provide the services of an RPLS and/or survey technician to support the field crew, both to prepare materials prior to field work and to compile, analyze or map the information gathered by the field crew or to otherwise prepare the work of the field crew for delivery to the Owner. PROCEDURE A representative of the Owner will provide the Design Professional with a written Survey Request Form. This request will provide a minimum of forty-eight (48) hours notice of the need for specific services and will outline briefly the nature of the work to be provided along with the necessary timeline. If the Design Professional is unable to meet the required schedule, he will notify the Owner within twenty-four (24) hours so that other provisions or a revised schedule can be arranged. Once the Design Professional has reviewed the preliminary information provided with the Survey Request Form and has agreed to accept the specific assignment as detailed, the Owner will provide detailed information, including written instructions, construction plans or drawings, deeds, sketches, electronic drawing files, or any other information necessary to complete the assignment. Upon review of the detailed information, the Design Professional will provide an estimate of the effort and/or cost of services as well as a proposed schedule for completion from receipt of Notice to Proceed (NTP) to the Owner's designated representative. The City will then issue a purchase order for the work assignment. Upon completion of the work, the Design Professional will provide electronic files, plots, maps, exhibits, field notes, point files, and/or other materials as requested by the Owner. Deliverables will be produced Attachment B— Page 1 DocuSign Envelope ID: 2C4B4DE5-31 BE-4800-A580-A18897B58C29 EXHIBIT 3 and transmitted to the Owner using standards established and set forth by the City of Denton Engineering Services department. Attachment B— Page I DocuSign Envelope ID: 2C4B4DE5-31 BE-4B00-A580-A18897B58C29 EXHIBIT 3 ATTACHMENT C TEAGUE NALL AND PERKINS, INC. City of Denton Indefinite Delivery Survey Contract 2016 Surveying Hourly Rate Principal $215 Per Hour Survey Manager $165 Per Hour Registered Professional Land Surveyor $145 Per Hour S.I.T. / Senior Survey Technician $95 Per Hour Survey Technician $85 Per Hour 1 -Person Field Creww/Equipment** $115 Per Hour 2 -Person Field Crew w/Equipment** $130 Per Hour 3 -Person Field Crew w/Equipment** $150 Per Hour 4 -Person Field Crew w/Equipment** $175 Per Hour Abstractor (Property Deed Research) $85 Per Hour Clerical $50 Per Hour Direct Cost Reimbursables Photocopies, Scans & PDF Files: $0.10/page letter and legal size bond paper, B&W $0.20/page 11 " x 17" size bond paper, B&W $1.00/page letter, legal and 11"x 17" size bond paper, color $2.00/page 22" x 34" and larger bond paper or vellum, B&W $4.00/page 22" x 34" and larger bond paper or vellum, color Plots: $1.00/page 11"x 17" size bond paper, B&W $2.00/page 11"x 17" size bond paper, color $4.00/page 22" x 34" and larger bond paper or vellum, B&W $6.00/page 22" x 34" and larger bond paper or vellum, color $6.00/page 22" x 34" and larger mylar or acetate, B&W Mileage $0.54/mile All Subcontracted and outsourced services shall be billed at rates comparable to TNP's billing rates shown above. — Equipment includes Truck, ATV, Robotic Total Station, GPS Units and Digital Level. Certificate Of Completion Envelope Id: 2C4B4DE531BE4BOOA580A18897B58C29 Subject: City Council Docusign Item - 6189 Source Envelope: Document Pages: 18 Signatures: 2 Certificate Pages: 6 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC -06:00) Central Time (US & Canada) Record Tracking Status: Original 9/30/2016 9:24:02 AM Signer Events Karen E. Smith karen.smith@cityofdenton.com Assistant Purchasing Manager City of Denton Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Gary L. Vickery GVickery@TNPINC.com Principal Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 9/30/2016 9:41:39 AM ID:346c763c-25f0-4e28-88ba-53a146a9b59b 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: 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: Howard Martin howard.martin@cityofdenton.com Security Level: Email, Account Authentication (Optional) EXHIBIT 3 Holder: Karen E. Smith karen.smith@cityofdenton.com Signature Using IP Address: 129.120.6.150 ny: [DI-Si,n1d 6635A 0926E04B7� Using IP Address: 71.123.192.18 ODI-Si,nld ny: 6LL6�o- C821996C2A2B439... Using IP Address: 129.120.6.150 Status: Sent Envelope Originator: Karen E. Smith karen.smith@cityofdenton.com IP Address: 129.120.6.150 Location: DocuSign Timestamp Sent: 9/30/2016 9:29:43 AM Viewed: 9/30/2016 9:29:55 AM Signed: 9/30/2016 9:30:38 AM Sent: 9/30/2016 9:30:40 AM Viewed: 9/30/2016 9:41:39 AM Signed: 9/30/2016 9:42:03 AM Sent: 9/30/2016 9:42:06 AM Viewed: 10/3/2016 11:29:05 AM Signed: 10/3/2016 11:29:44 AM Sent: 10/3/2016 11:29:47 AM Viewed: 10/3/2016 11:40:47 AM S UR Signer Events Electronic Record and Signature Disclosure Not Offered via DocuSign ID: Jennifer Walters jennifer.walters@cityofdenton.com 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 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: Sherri Thurman sherri.thurman@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Robin Fox Robin.fox@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 10/9/2015 1:39:51 PM ID:04463961-03db-4c4d-9228-d660d6146ed6 Jennifer Bridges jennifer.bridges@cityofdenton.com Security Level: Email, Account Authentication (Optional) EXHIBIT 3 Signature Signature Status Status Status Status Status Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 9/30/2016 9:42:05 AM Sent: 9/30/2016 9:42:05 AM EXHIBIT 3 Carbon Copy Events Status Timestamp Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Frank Payne Frank.payne@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Notary Events Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 10/3/2016 11:29:47 AM Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 4/20/2015 9:25]@IBIT 3 Parties agreed to: Gary L. Vickery, 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. 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McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: ID 16-1291, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: October 18, 2016 SUBJECT Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving three (3) year software maintenance for continued vendor support of the Denton Municipal Electric (DME) ArcFM Solution and associated software modules along with new hardware and software upgrades, which is available from only one source and in accordance with Chapter 252.022 of the Texas Local Government Code such purchases are exempt from the requirements of competitive bidding; and providing an effective date (File 5770 awarded to Telvent USA, LLC for a three (3) year not -to -exceed amount of $129,401). FILE INFORMATION Denton Municipal Electric (DME) must maintain a master repository of records and maps for the installed electric system equipment. A geographic information/facilities management system (referred to as "GIS") was the method chosen by the City of Denton twenty years ago. GIS software assists utilities by increasing productivity, and improving services through effective management of spatial data. ArcFM is based on the industry-leading Esri ArcGIS platform, consists of a family of configurable models and a set of sophisticated tools designed to provide a highly efficient asset management solution for DME. The ArcFM electric GIS tool allows DME the capability to run database queries on the transmission and distribution electric systems infrastructure, fiber communications infrastructure, and create engineering and operations maps. The electric GIS has become a core product for DME and is now used to provide GIS data that assists with financial fixed asset accounting, budget preparations, and presentations requiring governing board approvals, distribution engineering analysis, and outage management tracking and reporting. It is essential for the City of Denton to keep current maintenance with the software vendor in order to ensure availability of upgrades, software fixes, and access to knowledge and support resources. The Technology Services department could not identify any local vendors in the city limits that could provide software maintenance for this application. Telvent USA, LLC is the sole -source vendor for maintenance for the ArcFM Solutions Software systems and associated software modules. They are a wholly owned subsidiary of Schneider Electric Holdings, Inc, operating under the Schneider Electric brand but maintain the legal name of Telvent USA, LLC (Exhibit 2). Section 252.022 of the Local Government Code provides that procurement of items that are only available from one source, do not have to be competitively bid. City of Denton Page 1 of 2 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-1291, Version: 1 RECOMMENDATION Staff recommends awarding to Telvent USA, LLC for new servers, software and associated modules maintenance in the three (3) year not -to -exceed amount of $129,401. PRINCIPAL PLACE OF BUSINESS Telvent USA, LLC Fort Collins, CO 80528 ESTIMATED SCHEDULE OF PROJECT December 16, 2016 through December 15, 2019. FISCAL INFORMATION Funding is budgeted in Electric Operating Fund for the annual maintenance and associated purchases. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Organizational Excellence Related Goal: 1.5 Utilize technology to enhance efficiency and productivity EXHIBITS Exhibit l: Quote Exhibit 2: Vendor Sole Source/Ownership Letters Exhibit 3: Staff Sole Source Memo Exhibit 4: Ordinance Respectfully submitted: Chuck Springer, 349-8260 Director of Finance For information concerning this acquisition, contact: Melissa Kraft at 349-7823. City of Denton Page 2 of 2 Printed on 10/14/2016 povveied by I_egist9i I;, Telvent USA LLC 4701 Royal Vista Circle Fort Collins CO 80528 EXHIBIT 1 T - -- ------- I -I i "0110 R RNT QUOTE Date: 21 -Jul -2016 Quote: 2016-8676 To: City of Denton Attn: Sam Mall For: Maintenance and Support Program Service Provided 11/1/16-10/31/19 Maintenance QTY DESCRIPTION Maintenance Provided: 1111116-10131117 1 Responder 1 SEULA Maintenance Provided: 1111117-10131118 1 Responder 1 SEULA Maintenance Provided: 1111118-10131119 1 Responder 1 SEULA Fort Collins Phone (970)223-1888 Fort Collins Fax (970)223-5577 Denver Phone (303) 623-3119 We are pleased to submit the following Quote: Valid for 60 UNIT LIST PRICE I MAINTENANCE TOTAL 350.00 10, 670.00 10, 670.00 000.00 28,000.00 350.00 11,203.50 11,203.50 000.00 28,000.00 53, 350.00 11, 763.68 11, 763.68 28,000.00 28,000.00 Maintenance Total IS 117.637.18 Total does not include sales tax, where applicable * Client is responsible for any additional Duties, Taxes, or Fees. EXHIBIT I Schneider 0 E I ectric Small Utility Enterprise License Agreement City of Denton, Texas, a Texas Municipal Corporation Amendment No. 1 In accordance with the terms and conditions of the Small Utility Enterprise License Agreement ("Agreement' or "ELA") between City of Denton, Texas, a Texas Municipal Corporation ("Licensee") and Telvent USA LLC ("Telvent"), Contract No. 2013-402, the parties hereby wish to amend the Agreement for the purpose of renewing the Agreement for an additional three-year period. The terms of the Agreement shall be amended as follows. Article 6, Term, Termination, and Renewal The paragraph a. of Article 6 shall be deleted and replaced with the following provision. a. Term: The license granted by this ELA Amendment 1 is for a period of three (3) years from the Effective Date, unless terminated earlier as provided herein. The term of all licenses and the authorized period of use for all Enterprise Software deployed by Licensee shall be concurrent with the term of this ELA Amendment. No indefinite or perpetual term license grants are provided with this ELA. For the avoidance of doubt, the Effective Date for Year 1 under this Amendment 1 is August 1, 2016. Article 13, General Provisions The paragraph 1. of Article 13 references Exhibit 2 — Enterprise Software and Exhibit 3 — ELA Fees Schedule. Exhibit 2 — Enterprise Software, shall be deleted and replaced with the following. The ELA includes unlimited quantities of the following Telvent proprietary software: • ArcFM • ArcFM Viewer • Designer • Designer Express • Conduit Manager • Network Adapter • Fiber Manager • ArcFM Viewer with Redliner • ArcFM Viewer with Inspector • ArcFM Server Standard • ArcFM Geodatabase Manager Telvent USA, LLC Page 1 June 2016 EXHIBIT 1 Schneider 0, E I ectric Any additional Telvent software that is not included in the list above that Licensee wishes to obtain during the term of this ELA, whether such software exists at the time of signing this ELA or not, shall be available to Licensee under a separate agreement and at an additional price. Exhibit 3 — ELA Fees Schedule, shall be deleted and replaced with the following. Licensee shall pay the following ELA Fees for the duration of the Agreement. Payment for each year shall be due within 30 days of receipt of an invoice from Telvent. All terms and conditions of the Agreement not specifically amended as provided herein shall remain unchanged and in full force and effect. Accepted and Agreed: City of Denton, Texas, a Texas Telvent USA, LLC Municipal Corporation Signature: Printed Name: Title: Date: Signature: Printed Name: Title: Date: Telvent USA, LLC Page 2 June 2016 Year 1 Year 2 Year 3 Total November 1, 2016 — November 1, 2017 — November 1, 2018 — October 31, 2017 October 31, 2018 October 31, 2019 Total $28,000 $28,000 $28,000 $84,000 Annual Fee All terms and conditions of the Agreement not specifically amended as provided herein shall remain unchanged and in full force and effect. Accepted and Agreed: City of Denton, Texas, a Texas Telvent USA, LLC Municipal Corporation Signature: Printed Name: Title: Date: Signature: Printed Name: Title: Date: Telvent USA, LLC Page 2 June 2016 EXHIBIT 2 Schneider 0 E lectric August 16, 2016 City of Denton 1685 Spencer Rd Denton, TX 76205 Subject: Ownership of the ArcFM Solution Software To Whom It May Concern: This letter is intended to notify the City of Denton that Telvent USA, LLC (Telvent) is the sole owner of the ArcFM Solution Software. The source code for the ArcFM Solution is proprietary to Telvent and licensed to clients for their internal use. In addition, as the sole owner and producer of the suite of ArcFM Solution Software, Telvent is in a unique position to assist the City of Denton with services related to this software. Telvent has a deep familiarity with implementing its products and had developed a solid implementation methodology for all of its clients. This unparalleled configuration expertise and experience in the implementation of our products results in a reduction of risks to the client and increases Telvent's ability to finish a project on time and on budget. There are no other companies in the industry with the same*nowledge or experiences in implementing ArcFM Solution software products. Best Drew Ditter Schneider Electric Telvent USA, LLC 4701 Royal Vista Circle Fort Collins, Colorado 80528 (970) 223-1888 hftp://www.schneider-electric.com EXHIBIT 2 f October 3, 2016 City of Denton Subject: Ownership of the ArcFM Solution Software To Whom it May Concern, This letter is intended to notify the City of Denton that Telvent USA, LLC (Telvent) is the sole owner of the ArcFM Solution software, as well as the sole domestic provider of maintenance and support for that software. Telvent is a wholly owned subsidiary of Schneider Electric Holdings, Inc., operating under the Schneider Electric brand while maintaining the legal name of Telvent USA, LLC. The source code for the ArcFM Solution is proprietary to Telvent and our software solutions are licensed to clients solely for their internal use. In addition, as the sole owner and producer of the suite of ArcFm Solution software, Telvent is in a unique position to assist the City of Denton with services related to this software. Telvent has a deep familiarity with implementing its products and has developed a solid implementation methodology for all of its clients. This unparalleled configuration expertise and experience in the implementation of our products results in a reduction of risks to the client and increases Telvent's ability to finish a project on time and on budget. There are no other companies in the industry with the same knowledge or experienc in implementing ArcFM software products. Sincere Drew Ditter Director of Operations Telvent USA, LLC 4701 Royal Vista Circle Fort Collins, Colorado 80528 (970) 223-1888 http://www.schneider-electric.com EXHIBIT 3 TO: Elton Brock, Purchasing Manager, 01 CC: Bryan Langley, Assistant City Manager FROM: Melissa Kraft, Chief Technology Officer 1�k 1111111��g�gj� �11111 !9 1 R � r01=1111111111.223 N 1 1111" 1 IRR ­� 1 111,111 !111 The City of Denton Electric Engineering department utilizes the Schneider Electric ArcFM to support asset management across the enterprise. ArcFM is based on the industry-leading Esri ArcGIS platform, consists of a family of configurable models and a set of sophisticated tools designed to provide a highly efficient asset management solution for energy and water/wastewater utilities. ArcFM takes advantage of industry -standard architecture and programming to offer: easy customization as needed, selectable functionality extensions scalability, ftom. project GIS to enterprise spatial initiatives and maintenance and viewing of data using business rules The City of Denton Electric Engineering department utilizes the Schneider Electric ArcFM electric GIS tool for the capability to run data queries on the transmission and distribution electric systems infrastructure, fiber communications infrastructure, and create engineering and operations maps that are used daily. The source code for the ArcFM Solution is propriety to Schneider Electric and licensed clients for their internal use. In addition, as the sole owner and producer of the suite of ArcFM Solution Software, Schneider Electric assists the City of Denton with services related to this software. Schneider has a deep familiarity with implementing its products and had developed a solid implementation methodology for all of its clients, including DME. DME has been using the ' ArcFM Solution Software since 2004 and has been, using Schneider products since the 1990's. "Dedicated to Quality Service" www.cityofdenton.com EXHIBIT 4 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS PROVIDING FOR, AUTHORIZING, AND APPROVING THREE (3) YEAR SOFTWARE MAINTENANCE FOR CONTINUED VENDOR SUPPORT OF THE DENTON MUNICIPAL ELECTRIC (DME) ARCFM SOLUTION AND ASSOCIATED SOFTWARE MODULES ALONG WITH NEW HARDWARE AND SOFTWARE UPGRADES, WHICH IS AVAILABLE FROM ONLY ONE SOURCE AND IN ACCORDANCE WITH CHAPTER 252.022 OF THE TEXAS LOCAL GOVERNMENT CODE SUCH PURCHASES ARE EXEMPT FROM THE REQUIREMENTS OF COMPETITIVE BIDDING; AND PROVIDING AN EFFECTIVE DATE (FILE 5770 AWARDED TO TELEVENT USA, LLC FOR A THREE (3) YEAR NOT -TO -EXCEED AMOUNT OF $129,401). WHEREAS, Section 252.022 of the Local Government Code provides that procurement of items that are only available from one source, including; items that are only available from one source because of patents, copyrights, secret processes or natural monopolies; films, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted to competitive bids; and WHEREAS, the City Council wishes to procure one or more of the items mentioned in the above paragraph; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The following purchase of materials, equipment or supplies, as described in the "File" listed hereon, and on file in the office of the Purchasing Agent, are hereby approved: FILE NT TMRFR VFNT)(1R A M(1T TNT 5770 Televent USA, LLC $129,401 SECTION 2. The City Council hereby finds that this bid, and the award thereof, constitutes a procurement of items that are available from only one source, including, items that are only available from one source because of patents, copyrights, secret processes or natural monopolies; films, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted to competitive bids. EXHIBIT 4 SECTION 3. The acceptance and approval of the above items shall not constitute a contract between the City and the person submitting the quotation for such items until such person shall comply with all requirements specified by the Purchasing Department. SECTION 4. The City Manager is hereby authorized to execute any contracts relating to the items specified in Section 1 and the expenditure of funds pursuant to said contracts is hereby authorized. SECTION 5. 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 5770 to the City Manager of the City of Denton, Texas, or his designee. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: ID 16-1293, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: October 18, 2016 SUBJECT Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving three (3) year software maintenance for continued vendor support of the Municipal Court Incode software and hosted Insite web service, which is available from only one source and in accordance with Chapter 252.022 of the Texas Local Government Code such purchases are exempt from the requirements of competitive bidding; and providing an effective date (File 4771 awarded to Tyler Technologies, Inc. in the three (3) year not -to -exceed amount of $337,471). FILE INFORMATION Municipal Courts uses the Incode software and hosted Insite web service to easily track and manage all day-to- day tasks and critical information. Incode offers greater functionality and exceptional flexibility to help manage everything from the most extensive tasks to the most sensitive information. Incode's fully integrated software suites are used for case management, document processing, and probation tracking. Public Safety uses Brazos eCitation software to provide an advanced mobile electronic citation solution. Instead of hand-written citations that have to be re-entered into the court or public safety records management systems, patrol officers can easily enter citation information in a mobile device, which is automatically uploaded to the City's systems. This assists in reducing time spent on traffic stops and parking citations, eliminates data entry errors on citation and increases officer and violator safety. It is essential for the City of Denton to keep current maintenance with the software vendor in order to ensure availability of upgrades, software fixes, and access to knowledge and support resources. Tyler Technologies, Inc. is the sole -source vendor for maintenance for the Incode Software Suite of modules. Section 252.022 of the Local Government Code provides that procurement of items that are only available from one source, do not have to be competitively bid. RECOMMENDATION Staff recommends awarding to Tyler Technologies, Inc. for Incode software maintenance and hosted web service in the three (3) year not -to -exceed amount of $337,471. City of Denton Page 1 of 2 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-1293, Version: 1 PRINCIPAL PLACE OF BUSINESS Tyler Technologies, Inc. Dallas, TX ESTIMATED SCHEDULE OF PROJECT October 1, 2016 through October 31, 2019. FISCAL INFORMATION Funding is budgeted in Technology Services Operating Fund account number 830400.6504. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Organizational Excellence Related Goal: 1.5 Utilize technology to enhance efficiency and productivity EXHIBITS Exhibit l: Quote Exhibit 2: Sole Source Letter Exhibit 3: Staff Memo Exhibit 4: Ordinance Respectfully submitted: Chuck Springer, 349-8260 Director of Finance For information concerning this acquisition, contact: Melissa Kraft at 349-7823. City of Denton Page 2 of 2 Printed on 10/14/2016 povveied by I_egist9i I;, 4�ti iftyler 0 technologies Customer: Denton, TX, City of City of Denton Account Payable 215 E. McKinney Street Denton TX, 76201-4299 Brazos eCitation Maintenance Maintenance Period: 2/1/2016 to 1/31/2017 Brazos eCitation Maintenance - Addl. Maintenance Period: 2/1/2016 to 1/31/2017 Incode Interface Maintenance Maintenance Period: 2/1/2016 to 1/31/2017 RMS Interface Maintenance Maintenance Period: 2/1/2016 to 1/31/2017 Brazos eCitation Maintenance - Addl. Maintenance Period: 3/1/2016 to 2/28/2017 EXHIBIT 1 Renewals Quote Customer No. Date Page 42792 09/26/2016 1 of 1 Ship To: 13189 Denton, TX, City of Denton Police Department Account Payable 215 E. McKinney Street Denton TX, 76201-4299 Quantity Current Fee Renewal Fee 34.00 $8,500.00 $8,925.00 22.00 $5,500.00 $5,775.00 1.00 $0.00 $0.00 1.00 $650.00 $682.50 4.00 $1,400.00 $1,400.00 Does not include any applicable taxes Quote Total: $16,782.50 THIS IS NOT AN INVOICE 4�ti iftyler 0 technologies Customer: Denton, TX, City of City of Denton Account Payable 215 E. McKinney Street Denton TX, 76201-4299 System Software - Maintenance Maintenance Period: 1/1/2050 to 12/31/2050 General Ledger (non-Incode) Interface (payment import) Maintenance Period: 11/1/2016 to 10/31/2017 DMV/Scofflaw Program Interface Maintenance Period: 11/1/2016 to 10/31/2017 LP Reader Export Maintenance Period: 11/1/2016 to 10/31/2017 Brazos RDC Software Maintenance Maintenance Period: 11/1/2015 to 10/31/2016 Incode Brazos Citation Device Interface Maintenance Period: 10/1/2016 to 9/30/2017 Brazos RDC Software Maintenance Maintenance Period: 11/1/2015 to 10/31/2016 Incode Court Case Management Suite - Jury Module Maintenance Maintenance Period: 11/1/2016 to 10/31/2017 Brazos eCitation Maintenance Maintenance Period: 1/1/2050 to 12/31/2050 Automated Macro Scheduling - Maintenance Maintenance Period: 11/1/2016 to 10/31/2017 Court Case Management - Maintenance Maintenance Period: 11/1/2016 to 10/31/2017 Central Cash Collection - Maintenance Maintenance Period: 11/1/2016 to 10/31/2017 Citation Issuing Device Interface - Maintenance Maintenance Period: 11/1/2016 to 10/31/2017 General Ledger Interface - Maintenance Maintenance Period: 11/1/2016 to 10/31/2017 Secure Signatures - Maintenance Maintenance Period: 11/1/2016 to 10/31/2017 Tyler Output Processor Server - Maintenance Maintenance Period: 11/1/2016 to 10/31/2017 EXHIBIT 1 Renewals Quote Customer No. Date Page 42792 09/26/2016 1 of 2 Ship To: 13190 Denton, TX, City of City of Denton Account Payable 215 E. McKinney Street Denton TX, 76201-4299 Quantity Current Fee Renewal Fee 1.00 $250.00 $250.00 1.00 $2,924.51 $3,070.74 1.00 $1,504.81 $1,580.05 1.00 $1,102.50 $1,157.63 1.00 $1,750.00 $1,750.00 1.00 $0.00 $0.00 1.00 $1,000.00 $1,000.00 1.00 $2,309.99 $2,425.49 4.00 $1,400.00 $1,400.00 1.00 $1,675.13 $1,758.89 1.00 $38,695.26 $40,630.02 1.00 $4,187.80 $4,397.19 1.00 $754.49 $792.21 1.00 $1,842.65 $1,934.78 1.00 $460.99 $484.04 1.00 $1,934.76 $2,031.50 THIS IS NOT AN INVOICE 4�ti iftyler 0 technologies Customer: Denton, TX, City of City of Denton Account Payable 215 E. McKinney Street Denton TX, 76201-4299 Laserfiche Output Channel - Maintenance Maintenance Period: 11/1/2016 to 10/31/2017 LF Court Suite Interface - Maintenance Maintenance Period: 11/1/2016 to 10/31/2017 Acu Corp - Maintenance Maintenance Period: 11/1/2016 to 10/31/2017 Accu ODBC - Maintenance Maintenance Period: 11/1/2016 to 10/31/2017 Annual fee to support and host Web Site Maintenance Period: 11/1/2016 to 10/31/2017 INCODE Court Online Component - Annual Fee Maintenance Period: 11/1/2016 to 10/31/2017 Online Record Search Maintenance Period: 11/1/2016 to 10/31/2017 EXHIBIT 1 Renewals Quote Customer No. Date Page 42792 09/26/2016 2 of 2 Ship To: 13190 Denton, TX, City of City of Denton Account Payable 215 E. McKinney Street Denton TX, 76201-4299 Quantity Current Fee Renewal Fee 1.00 $1,474.11 $1,547.82 1.00 $1,547.82 $1,625.21 1.00 $2,189.72 $2,299.21 1.00 $2,412.19 $2,532.80 1.00 $1,200.00 $1,200.00 1.00 $1,800.00 $1,800.00 1.00 Does not include any applicable taxes $3,950.04 $3,950.04 Quote Total: $79,617.61 THIS IS NOT AN INVOICE 4�ti iftyler 0 technologies Customer: Denton, TX, City of City of Denton Account Payable 215 E. McKinney Street Denton TX, 76201-4299 TxDOT Registered Vehicle Owner Module - Annual Fee Maintenance Period: 7/1/2016 to 6/30/2017 EXHIBIT 1 Renewals Quote Customer No. Date Page 42792 09/26/2016 1 of 1 Ship To: 14415 Denton, TX, City of City of Denton Attn: Diane Johnson Judicial Coordinator - Judge's Office 601 E Hickory St., Suite D Denton TX, 76205 Quantity Current Fee 1.00 $4,500.00 Renewal Fee $4,500.00 Does not include any applicable taxes Quote Total: $4,500.00 THIS IS NOT AN INVOICE EXHIBIT 2 May 26, 2016 To Whom It May Concern: Tyler Technologies is the publisher and sole provider of annual licensing and support for the Incode Software. No other businesses or entities are licensed for sale or support in Texas. Sincerely, Janet Joiner EVP — Finance Local Government Division EXHIBIT 3 DATE: October 18, 2016 TO: Elton Brock, Purchasing Manager 0111 - CC: Bryan Langley, Assistant City Manager FROM: Melissa Kraft, Chief Technology Office SUBJECT: Single -Sole Source Request — Tyler Technologies The City of Denton Municipal Courts and Public Safety departments utilize the Tyler Technology software and hosted web services to manage all day-to-day tasks and critical information. Incode offers greater functionality and exceptional flexibility to help manage everything • the most extensive tasks to the most sensitive information. Incode's fully integrated software suites is used for case management, document processing and probation tracking. Public Safetj,,j uses Brazos eCitation software to an advanced molplile e 6 lgkwi solution. Instead of hand-written citations that have to be re-entered into the court or public safety records management systems, patrol officers can easily enter citation information in a mobile device, which is automatically uploaded to our systems. This assists in reducing time spent on traffic stops and parking citations, eliminates data entry errors on citation and increases officer and violator safety. It is essential for the City of Denton to keep current maintenance with the software vendor in order'to ensure availability of upgrades, software fixes, and access to knowledge and support resources. The Technology Services department could not identify any vendors within the city limit that could provide software maintenance for this application. Therefore, purchasing this maintenance from the above vendor is the best value for the City of Denton. Tyler Technologies is the publisher and sole provider of annual licensing and support for the Incode software. No other business or entities are licensed for sale or support in Texas. 111111�!!� 11111�11111!1111 jjipji!1�11�� www.cityofdenton.com EXHIBIT 4 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS PROVIDING FOR, AUTHORIZING, AND APPROVING THREE (3) YEAR SOFTWARE MAINTENANCE FOR CONTINUED VENDOR SUPPORT OF THE MUNICIPAL COURT INCODE SOFTWARE AND HOSTED INSITE WEB SERVICE, WHICH IS AVAILABLE FROM ONLY ONE SOURCE AND IN ACCORDANCE WITH CHAPTER 252.022 OF THE TEXAS LOCAL GOVERNMENT CODE SUCH PURCHASES ARE EXEMPT FROM THE REQUIREMENTS OF COMPETITIVE BIDDING; AND PROVIDING AN EFFECTIVE DATE (FILE 4771 AWARDED TO TYLER TECHNOLOGIES, INC. IN THE THREE (3) YEAR NOT -TO -EXCEED AMOUNT OF $337,471). WHEREAS, Section 252.022 of the Local Government Code provides that procurement of items that are only available from one source, including; items that are only available from one source because of patents, copyrights, secret processes or natural monopolies; films, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted to competitive bids; and WHEREAS, the City Council wishes to procure one or more of the items mentioned in the above paragraph; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The following purchase of materials, equipment or supplies, as described in the "File" listed hereon, and on file in the office of the Purchasing Agent, are hereby approved: FILE NUMBER VENDOR AMOUNT 4771 Tyler Technologies, Inc. $337,471 SECTION 2. The City Council hereby finds that this bid, and the award thereof, constitutes a procurement of items that are available from only one source, including, items that are only available from one source because of patents, copyrights, secret processes or natural monopolies; films, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted to competitive bids. EXHIBIT 4 SECTION 3. The acceptance and approval of the above items shall not constitute a contract between the City and the person submitting the quotation for such items until such person shall comply with all requirements specified by the Purchasing Department. SECTION 4. The City Manager is hereby authorized to execute any contracts relating to the items specified in Section 1 and the expenditure of funds pursuant to said contracts is hereby authorized. SECTION 5. 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 4771 to the City Manager of the City of Denton, Texas, or his designee. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY r BY: City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: ID 16-1294, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: October 18, 2018 SUBJECT Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving the acquisition of one (1) Frazer Type I Ambulance for the City of Denton Fire Department which is available from only one source and in accordance with Chapter 252.022 of the Texas Local Government Code such purchases are exempt from the requirements of competitive bidding; and providing an effective date (File 6256 -awarded to Knapp Chevrolet not -to -exceed amount of $223,875). FILE INFORMATION This item is a fleet addition ambulance for Fire Station 48 when it is built. The ambulance will be staged at the Denton Regional Complex in the interim. The Frazer Type I ambulance body will be mounted on a Chevrolet Model 3500 diesel chassis. The addition was approved as a supplemental package in the Fiscal Year 2016-17 budget in an effort to improve response time. This Frazer equipment is considered a sole source due to increased savings in parts stocking, repair familiarity, and operator training, by standardizing the units across the ambulance fleet of the City (Exhibit 1). The ambulance is quoted by Frazer through Knapp Chevrolet who is their licensed franchise dealer (Page 5 of Exhibit 1). RECOMMENDATION Award the purchase of one (1) Frazer Type I ambulance body and Chevrolet Model 3500 chassis from Knapp Chevrolet in the amount of $221,875. PRINCIPAL PLACE OF BUSINESS Knapp Chevrolet Houston, TX ESTIMATED SCHEDULE OF PROJECT The purchase and delivery the ambulance will occur within 180 days of purchase order issuance. City of Denton Page 1 of 2 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-1294, Version: 1 FISCAL INFORMATION The Ambulance (Fleet ID417D17103) will be funded from Fire Department operating budget. A requisition will be entered in the purchasing software system after a reimbursement ordinance is approved and funding is available. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Safe, Liveable & Family -Friendly Community Related Goal: 4.1 Enhance public safety in the community EXHIBITS Exhibit l: Quote Exhibit 2: Staff Memo Exhibit 3: Ordinance Respectfully submitted: Chuck Springer, 349-8260 Director of Finance For information concerning this acquisition, contact: Terry Kader at 349-8729. City of Denton Page 2 of 2 Printed on 10/14/2016 povveied by I_egist9i I;, EXHIBIT 1 t September 30, 2016 Monty Perry Captain Denton Fire Department monty.perry@cityofdenton.com Captain Perry, Quote # 10522B Per your request we are quoting (1) Frazer Type 112' Generator Powered Module mounted on a 2016 Chevrolet C3500 diesel chassis with a variety of suspension systems. For your convenience all pricing been itemized below. Frazer Type 112' Generator Powered Module $ 91,000.00 2017 Chevrolet C3500 6.7L diesel chassis (order Chevy Red) $ 44,750.00 Granning air suspension $ 7,000.00 Heat shielding for diesel chassis $ 1,500.00 Chassis Exterior $ 1,950.00 Chassis Interior $ 1,700.00 Module Exterior $ 8,550.00 Module Interior $ 64,425.00 Total $ 220,875.00 Frazer Type 112' Generator Powered Module $ 91,000.00 2017 Chevrolet C3500 6.7L diesel chassis (order Chevy Red) $ 44,750.00 Liquid Spring suspension $ 10,000.00 Heat shielding for diesel chassis $ 1,500.00 Chassis Exterior $ 1,950.00 Chassis Interior $ 1,700.00 Module Exterior $ 8,550.00 Module Interior $ 64,425.00 Total $ 223,875.00 Items included in above total: Chassis Exterior: 1 Stainless steel wheel covers $ incl. 2 . Black Ranch Hand powder coated grille guard $ incl. 3 (2) Federal Signal AS 124 speakers on grille guard $ incl. 4 . (4) Whelen M6 red/clear split grille & intersect LEDs w/ clear lenses in lieu of standard $ 200.00 EXHIBIT 1 Chassis Interior: 12 layout: (C/R-C/R-RIC RIQ $ incl. 5 Frazer aluminum rear window pass through plate $ incl. 6 . Route chassis exhaust to standard location under passenger's side bumper end cap $ incl. 7 . Provide weight slip with delivery book $ incl. 8 (2) Mega fuses on chassis frame rail $ incl. 9 Black nerf bars $ 450.00 10 . 10" Buell air horn through front bumper on passenger's side of the license plate I $ 1,500.00 with truck horn/air horn switch on console, compressor below the shelf in the $ incl. 15 electrical compartment $ 1,300.00 11 Route chassis exhaust to standard location under passenger's side bumper end ca $ incl. 17 Total $ 1,950.00 Chassis Interior: 12 . Custom powder coated 6 -slot aluminum center console: $ incl. 13 Slot 1/2: Double slot switch panel with genset fuel gauge $ incl. Layout: PRIMARY — SECONDARY — OPTICOM — TUCK/AIR HORN — LOW $ 2,200.00 POWER BLUE -BLANK -BLANK -INTERIOR LIGHT -REAR LOAD- SIDE *Striping and lettering to match your fleet $ SCENE (1 way switch — controls one side) — SIDE SCENE (1 way switch — 26 3M diamond grade fluorescent yellow/green conspicuity with red translucent controls one side) — START STOP (Genset) 14 Slot 3: Federal Signal PA 300 siren in lieu of standard Whelen 295SLSA1 siren. $ 1,500.00 Mic on D/S slot 1. Tap 2 on primary siren $ incl. 15 Slot 4: Additional Federal Signal PA 300 siren- mic on D/S slot 2 $ 600.00 16 Slot 5/6: Double blank insert $ 150.00 17 . Spotlight sent loose $ incl. 18 (2) large map holders at the rear of the console $ 350.00 19 . (2) small map holders on passenger side of console ((1) centered on rear half of 31 (1) Whelen M6 series LED load light with flange on rear of module (come console and (1) centered on front half of console 300.00 20 . Exhaust warning buzzer inside the console w/ Genset shutdown circuit $ incl. 21 Furnish and install a switch for the blue lights on rear of unit to be low power/off (2) Whelen M6 series red brake/tail/turn LEDs $ incl. $ 250.00 22 Coax runs: (2) terminating in electrical compartment with 8' extra, (2) terminating 100.00 under the driver's side seat in the chassis 5' extra $ incl. 23 Coax run 3: NMOB connector on coax on module roof $ 50.00 Total $ 1,700.00 Module Exterior: 24 . Paint module two tone Chevy Red and Frazer white on roof and side trim around roof $ 2,200.00 25 *Striping and lettering to match your fleet $ 2,400.00 26 3M diamond grade fluorescent yellow/green conspicuity with red translucent overlay in a chevron pattern on entire rear of module $ 1,500.00 27 All clear lenses on emergency LEDs $ N/C 28 (8) Whelen M6 series red LED box lights $ incl. 29 (5) Whelen M6 series LEDs on front wall (A -B -C -R -A) $ incl. 30 (4) Whelen M6 series LEDs on rear wall (B -A -A -B) $ incl. 31 (1) Whelen M6 series LED load light with flange on rear of module (come ON w/ reverse) $ incl. 32 (2) Whelen M6 series red brake/tail/turn LEDs $ incl. 33 (2) Whelen M6 series red/clear wheel well LEDs (red to front) $ 100.00 EXHIBIT 1 34 (2) Fire Research Corp. 900 series Spectra LED scene lights — on 2 switches $ incl. 35 . ICC clearance lights above corner/box lights $ incl. 36 (2) Grote 4" round BTT red LEDS in the rear bumper panel on each side $ incl. 37 . (2) Grote 4" round back-up clear LEDS in the rear bumper panel on each side $ incl. 38 3M -GTT Opticom on front wall (non -latching, on/off switch at console and off w/ incl. 58 chassis door switch) $ 1,800.00 39 . Eberhard automotive style latches $ incl. 40 Dual 20 amp Kussmaul auto -eject shore power outlets with red covers in lieu of $ incl. 60 standard on driver side front wall $ 500.00 41 Cummins Onan 5.5kW commercial generator system w/ fuel gauge on console & $ incl. locking gas cap $ incl. 42 . Diamond plate on front corners, wheel wells, and rear $ incl. 43 Rear outside only storage compartment, angle with (2) double hooks on the 1 "x2" $ 825.00 angle the ceiling $ 50.00 44 . 02 compartment with a laydown "H" cylinder & shelf 20" from floor of Sharps container and bracket at the action wall in standard location $ incl. compartment $ incl. 45 Standard long lower storage compartment w/ gas hold open $ incl. 46 . Standard radio compartment $ incl. 47 . Electrical system decal applied to interior of compartment access door $ incl. 48 Standard electrical compartment w/ 30 amp On -board chassis battery charger $ incl. 49 . Standard rear backboard compartment $ incl. 50 . Single step well $ incl. 51 Spare tire — loose $ incl. 52 5 J236 keys $ incl. 53 Double 6061-T6 structural members welded at all vertical and horizontal wall intersections $ incl. 54 . LED flex strip lighting in applicable compartments $ incl. Total $ 8,550.00 Module Interior: 55 120VAC Dometic filtered air conditioning and heat w/ thermostat at the action'V Location 3 $ incl. 56 . Aluminum powder coated interior cabinets $ incl. 57 Powder coated aluminum countertops $ incl. 58 SpecTape-Insulfab insulation and sound deadening material in ceiling, walls and doors $ incl. 59 Double -pane entry door windows $ incl. 60 . Stainless steel grab handles $ incl. 61 SSCOR brand suction at action wall — Location 6 $ incl. 62 . 3 place switch panel (Interior lights, Front interior light, blank switch) — Location 1 $ incl. 63 Ferno LifePak 12/15 bracket at action wall (FER 0822238 ID 15176) $ 825.00 64 . Standard dump bypass/rear load switch plate $ incl. 65 Sharps container and bracket at the action wall in standard location $ incl. 66 . Small acrylic holder at the end of the action wall $ incl. 67 . (2) acrylic holders stacked above the CPR seat ((1) TM4 on the bottom in lieu of acrylic holder to the rear of seat and (1) TM5 above it) $ 300.00 68 Cabinet aft of CPR seat $ 900.00 69 22 pocket acrylic organizer above the squad bench $ 450.00 70 Small needle/misc. pouch centered between squad bench cushions 150.00 71 72 73 74 75 76 77 78 79 80 81 91 92 93 94 95 96 97 98 99 100 101 102 103 EXHIBIT 1 Squad bench cabinet w/ padded trim $ Fabricated 2" wide aluminum stehoscope holder above squad bench (item#13822 under 02 outlet) $ Extra sharps container on rear wall in module above squad bench in upper positi $ 2 high glove box holder on rear wall in module above squad bench in center pos $ Stainless steel squad bench and action wall wrappers $ (8) Grote LED interior ceiling lights $ Standard overhead grab rails $ (2) IV hangers in ceiling $ Lonseal "Lonfloor" vinyl flooring -sapphire $ Alucabond aluminum & polyethylene plastic sub -floor $ Furnish and drop ship Stryker Power Pro XT power load compatible cot per Stryker reference number 4704621. $ Furnish Stryker Power Load system per Stryker reference number 4704621 $ Stryker Power Load 7 year warranty $ Stryker Power Pro XT 7 year warranty $ Install Stryker Power Load system with plating in base frame. $ Cot plates & mount for Stryker Power Load $ Dual 02 outlet at action wall (Location 2), single 02 outlet above squad bench $ 5 lb. ABC fire extinguisher on floor in the inside coner of front I/O towards front of module $ Magnetically attached seamless cushions $ 120VAC duplex outlet 24" from the floor of the UO compartment (typically above shelf) $ 120VAC duplex at the laydown 02 box in standard location $ 120 VAC quad outlet at the action wall — Location 7 $ Double locking aluminum drug box $ Standard laydown 02 box w/ Lexan lid $ 2 high "D" cylinder holder next to laydown 02 - see previous units $ Engel 15 qt. refrigerator w/ 120VAC adapter and locking hasp $ Standard front wall cabinets $ Standard front corner area $ Grey trash can in the top opening at the head of the squad bench $ Standard Front UO w/ compartment below $ Ribbed rubber on front UO shelf/shelves $ Lip at bottom of I/O $ Lip on front UO shelf 104. Blue Akro bins —48 small and 6 large 105. Oxygen regulator and wrench 50.00 75.00 125.00 incl. incl. incl. incl. incl. incl. 22,050.00 25,950.00 5,800.00 3,000.00 1,500.00 incl. incl. incl. incl. incl. incl. incl. 250.00 incl. 150.00 900.00 incl. incl. incl. incl. incl. 50.00 $ 50.00 $ 350.00 $ 150.00 106. Blue captain's chair with built in child safety seat $ 700.00 107. Blue cushions including single CPR seat w/ non-locking lid, squad bench, & cushion above the rear entry door $ N/C 108. Ship loose (2) coat hooks mounted on plates $ 50.00 Total $ 64,425.00 Additional items for your consideration (not included in above total): EXHIBIT 1 Furnish and install 6.3 kW MEPS system in lieu of Cummins Onan gasoline commercial generator system $ Liquid Spring hydraulic suspension system in lieu of air suspension $ Arm rests on console $ Whelen 295HFSC9 siren in lieu of standard $ Dual aluminum cup holder mounted on console (discuss location) $ 3 high glove box holder on rear wall of truck cab $ 3M Diamond Grade 2'x2' white conspicuity squares on inside of side and rear entry doors panels $ Voyager back up camera system w/ color LCD monitor mounted in cab $ Voyager camera mounted inside module $ 3 high glove box/end rail combination at end of squad bench $ Knox MedVault w/ WiFi upgradability $ Knox MedVault software (this is a one time charge and will not be necessary on future units). $ 4,850.00 10,000.00 200.00 225.00 125.00 150.00 Air Liquide electric oxygen system with digital monitor and oxygen regulator $ Single oxygen outlets at action wall, in ceiling above patient, and above squad bench in lieu of standard double outlet at action wall $ Extra 02 outlet in the ceiling raceway $ Radio speakers in module off chassis radio w/ volume control at action wall $ Stryker antler and bar $ Ferno LifePak 12/15 bracket at action wall $ 3 receptacle 12VDC outlet with a medical diode isolator (discuss location) $ 250.00 1,600.00 550.00 450.00 1,900.00 275.00 1,350.00 150.00 350.00 450.00 750.00 800.00 150.00 Extra overhead grab rail $ 225.00 I e • e • 1 This quote is valid for 90 days. 2 All pricing is F.O.B. Houston. 3 Per TMVCC we are quoting this through our licensed franchise dealer, Knapp Chevrolet. 4 Please make your purchase order out to Knapp Chevrolet (P.O. Box 4179, Houston, TX 7721 Please email a copy of your purchase order and this quote to Bob Flanders with Knapp Chevr bflanders@knappchevy.com and to Adam Fischer at sales@frazerbilt.com. 5 Please note, payment for the entire purchase is due upon receipt and acceptance of completed 6 . To minimize delays, customer provided items should be present prior to unit production start. 7 . Frazer will provide a weight slip with accompanying scale calibration certification. Your local registration office may require a state certified weight slip for registration. Should that be the you will need to weigh the vehicle at a local weigh station that provides a weight slip with the department of agriculture seal prior to registration. 8 *Striping and lettering pricing may be adjusted based on the company's scheme. Striping and lettering pricing includes two hours' design time in the base price. Additional design time for 1 extensive uanhics and/or multiple cham4es is auoted at $100/hour. Thank you for the opportunity to quote this job. If you have any questions please call me at 888-372-9: Best Regards, EXHIBIT 1 Laura Richardson Frazer, Ltd. LGR: EF EXHIBIT 2 MUKUTUBINTIM'"I I DATE: August 28, 2016 TO: Elton Brock FROM: Terry Kader Fleet Services Superintendent CC-. Antonio Puente Fleet Services is recommending the purchase of services from Frazer LTD, the Texas manufacturer of EMS modules (ambulance bodies). Frazer LTD has been utilized by the City of Denton Fire Department for many years as a provider of high quality, long lasting EMS modules. They manufacture, perform upgrades and re -mount Frazer EMS modules in their manufacturing facility located in Houston Texas. Fleet Services recommends continuing the past practice of remounting and upgrading Frazer ambulance bodies on new chassis, thereby extending the life of the body and providing significant cost savings to the City. This represents the best value for the City of Denton and I ' am requesting authorization to continue the purchase of refurbishing services from Frazer LTD. Terry Kader Fleet Services Superintendent EXHIBIT 3 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS PROVIDING FOR, AUTHORIZING, AND APPROVING THE ACQUISITION OF ONE (1) FRAZER TYPE I AMBULANCE FOR THE CITY OF DENTON FIRE DEPARTMENT WHICH IS AVAILABLE FROM ONLY ONE SOURCE AND IN ACCORDANCE WITH CHAPTER 252.022 OF THE TEXAS LOCAL GOVERNMENT CODE SUCH PURCHASES ARE EXEMPT FROM THE REQUIREMENTS OF COMPETITIVE BIDDING; AND PROVIDING AN EFFECTIVE DATE (FILE 6256 -AWARDED TO KNAPP CHEVROLET. NOT -TO -EXCEED AMOUNT OF $223,875). WHEREAS, Section 252.022 of the Local Government Code provides that procurement of items that are only available from one source, including; items that are only available from one source because of patents, copyrights, secret processes or natural monopolies; films, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted to competitive bids; and WHEREAS, the City Council wishes to procure one or more of the items mentioned in the above paragraph; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The following purchase of materials, equipment or supplies, as described in the "File" listed hereon, and on file in the office of the Purchasing Agent, are hereby approved: FILE NUMBER VENDOR AMOUNT 6256 Knapp Chevrolet $223,875 SECTION 2. The City Council hereby finds that this bid, and the award thereof, constitutes a procurement of items that are available from only one source, including, items that are only available from one source because of patents, copyrights, secret processes or natural monopolies; films, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted to competitive bids. SECTION 3. The acceptance and approval of the above items shall not constitute a contract between the City and the person submitting the quotation for such items until such person shall comply with all requirements specified by the Purchasing Department. EXHIBIT 3 SECTION 4. The City Manager is hereby authorized to execute any contracts relating to the items specified in Section 1 and the expenditure of funds pursuant to said contracts is hereby authorized. SECTION 5. 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 6256 to the City Manager of the City of Denton, Texas, or his designee. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: ID 16-1295, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: October 18, 2016 SUBJECT Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving three (3) year software maintenance for continued vendor support of the hosted Millennium Library System and associated hardware and software modules, which is available from only one source and in accordance with Chapter 252.022 of the Texas Local Government Code such purchases are exempt from the requirements of competitive bidding; and providing an effective date (File 3224 awarded to Innovative Interfaces, Inc. in the three (3) year not -to -exceed amount of $186,490). FILE INFORMATION The City of Denton uses Innovative Interfaces Inc. Sierra Services platform for maintaining Library patron accounts, managing the Library collection, and processing fines and fees. It is essential for the City of Denton to upkeep current maintenance with the software vendor in order to ensure availability of upgrades, software fixes, and access to knowledge and support resources. The Technology Services department could not identify any vendors within the city limits that could provide software maintenance for this application. The Sierra product cannot be purchased from any third party or supplier other than Innovative Interfaces Inc., as it is a proprietary product and requires Innovative' s knowledge and expertise to install and maintain. Innovative Interfaces, Inc. is the sole source vendor for maintenance for the Sierra Services platform and associated hardware and software modules. Section 252.022 of the Local Government Code provides that procurement of items that are only available from one source, do not have to be competitively bid. RECOMMENDATION Staff recommends awarding to Innovative Interfaces, Inc. for hosted Millennium software and associated modules in a three (3) year not -to -exceed amount of $186.490. PRINCIPAL PLACE OF BUSINESS Innovative Interfaces, Inc. Emeryville, CA ESTIMATED SCHEDULE OF PROJECT City of Denton Page 1 of 2 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-1295, Version: 1 November 1, 2016 through October 31, 2019. FISCAL INFORMATION Funding is budgeted in Technology Services operating account number 830400.6504. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Organizational Excellence Related Goal: 1.5 Utilize technology to enhance efficiency and productivity EXHIBITS Exhibit l: Quote Exhibit 2: Sole Source Letter Exhibit 3: Staff Memo Exhibit 4: Ordinance Respectfully submitted: Chuck Springer, 349-8260 Director of Finance For information concerning this acquisition, contact: Melissa Kraft at 349-7823. City of Denton Page 2 of 2 Printed on 10/14/2016 povveied by I_egist9i I;, sow 1111 1 n n ova t i ve 8/12/2016 Site Code: dentp EXHIBIT 1 World Headquarters 5850 Shellmound Way Emeryville CA 94608 QUOTE ("in"s is not, "In invoice DENTON PUBLIC LIBRARY Annual Renewal Notice: Sierra Maintenance Term: November 1, 2016 - October 31, 2017 Amount: $49,207.79 Annual Renewal Notice: Hosting Fee Term: January 1, 2017 - December 31, 2017 Amount: $7,304.14 Total:$ 56,511.93 THIS INFORMATION IS CONFIDENTIAL BETWEEN DENTON PUBLIC LIBRARY AND INNOVATIVE INTERFACES. Notes: 1. The prices quoted maybe subject to change where new software has been purchased or changes have been made to existing software. 2. Taxes are not included in the quoted price but, if applicable, may be charged by Innovative at the point of invoicing. www.iii.com EXHIBIT 2 sow IMMIL11 i n n ova t i ve Trey Ford Denton Public Library 901 B Texas Street Denton, TX 76209 Dear Trey Ford: August 9, 2016 This letter confirms that Innovative Interfaces Incorporated is the sole supplier for all application software products and services running on the Sierra platform. The Sierra product cannot be purchased from any third party or supplier other than Innovative, as it is a proprietary product and requires Innovative's knowledge and expertise to install and maintain. All application software is maintained solely by Innovative. Accordingly, Innovative is the sole supplier and provider of Innovative software. Sincerely yours, -00Z '000`� Russell Boltwood General Counsel EXHIBIT 3 DATE: October 18, 2016 /C 0TO: Elton Brock, Purchasing Manager CC: Bryan Langley, Assistant City Manager FROM: Melissa Kraft, Chief Technology Officer —4 SUBJECT: Single -Sole Source Request — Innovative Interfaces Inc. The City • • Public Libraries use Innovative Interfaces Inc. Sierra Services platforni W--9&WPz 5511-�W 5teff, - management with the power and scale of open systems architecture. They offer a complete integrated approach to library management automation. Some of the key features include; sta capabilities in a web browser, proven print and electronic resource management with fulfillme ,n] functionality, integrated digital asset management capabilities, SQL -based database with Sie DNA Documentation, APIs for intig,iiijAitl otleriv for tablets. The Sierra Services platform also includes a management dashboard with a comple] picture • library operations. In addition, the Sierra platform assist the City • • Public Libraries in maintaining citizen accounts, managing collections, and processing fines and fees. The Sierra product cannot be purchased • any third •. •' supplier other than Innovative Interfaces Inc., as it is a proprietary product and requires Innovative' s knowledge and expertise to install and maintain. The City of Denton's Public Libraries has utilized the Innovative Interfaces Inc.'s software since 2002. www.cifyofdenton.com EXHIBIT 4 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS PROVIDING FOR, AUTHORIZING, AND APPROVING THREE (3) YEAR SOFTWARE MAINTENANCE FOR CONTINUED VENDOR SUPPORT OF THE HOSTED MILLENNIUM LIBRARY SYSTEM AND ASSOCIATED HARDWARE AND SOFTWARE MODULES, WHICH IS AVAILABLE FROM ONLY ONE SOURCE AND IN ACCORDANCE WITH CHAPTER 252.022 OF THE TEXAS LOCAL GOVERNMENT CODE SUCH PURCHASES ARE EXEMPT FROM THE REQUIREMENTS OF COMPETITIVE BIDDING; AND PROVIDING AN EFFECTIVE DATE (FILE 3224 AWARDED TO INNOVATIVE INTERFACES, INC. IN THE THREE (3) YEAR NOT -TO -EXCEED AMOUNT OF $186,490). WHEREAS, Section 252.022 of the Local Government Code provides that procurement of items that are only available from one source, including; items that are only available from one source because of patents, copyrights, secret processes or natural monopolies; films, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted to competitive bids; and WHEREAS, the City Council wishes to procure one or more of the items mentioned in the above paragraph; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The following purchase of materials, equipment or supplies, as described in the "File" listed hereon, and on file in the office of the Purchasing Agent, are hereby approved: FILE NUMBER VENDOR AMOUNT 3224 Innovative Interfaces, Inc. $186,490 SECTION 2. The City Council hereby finds that this bid, and the award thereof, constitutes a procurement of items that are available from only one source, including, items that are only available from one source because of patents, copyrights, secret processes or natural monopolies; films, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted to competitive bids. EXHIBIT 4 SECTION 3. The acceptance and approval of the above items shall not constitute a contract between the City and the person submitting the quotation for such items until such person shall comply with all requirements specified by the Purchasing Department. SECTION 4. The City Manager is hereby authorized to execute any contracts relating to the items specified in Section 1 and the expenditure of funds pursuant to said contracts is hereby authorized. SECTION 5. 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 3224 to the City Manager of the City of Denton, Texas, or his designee. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY alm APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY r BY: City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON Legislation Text File #: ID 16-1296, Version: 1 Agenda Information Sheet DATE: October 18, 2016 DEPARTMENT: Parks and Recreation CM/ACM: John Cabrales, Jr. SUBJECT Consider adoption of an ordinance of the City of Denton authorizing the City Manager, or his designee, to execute on behalf of the City of Denton a lease of office space located in the North Lakes Annex Building, 1117 Riney Road between the City of Denton and Denton Explorium; and providing for an effective date. BACKGROUND The North Lakes Annex is a Parks and Recreation Department facility located at 1117 Riney Road, and is also the future site of the 2014 CIP-approved Tennis Center Complex. The North Lakes Preschool is presently housed there, as was Keep Denton Beautiful prior to its recent relocation to The Railyard. Pending City Council's approval, the Parks and Recreation Department would like to offer Explorium Denton a low -cost - lease to allow them to occupy the vacated office space in the West Meeting Room. Parks staff raised the prospect of the Parks Department leasing vacant office space in the North Lakes Annex to Denton Explorium with Parks, Recreation and Beautification Board at their monthly meeting on September 12, 2016. Board Members expressed their support of the Denton Explorium mission, endorsed their use of the space, and favored the arrangement. Proposed terms of the agreement were conveyed to members of City Council via Informal Staff Report 2016-048, dated June 25, 2016, and supplemental Informal Staff Report 2016 -087, dated October 7, 2016. The Parks and Recreation Department has partnered with the Legal Department to develop a one-year lease agreement with an annual option to renew. Explorium Denton will commit to pay the sum of $5 per year to the City of Denton Parks and Recreation Department to secure the use of the West Meeting Room located in the North Lakes Annex for office space; an agreement which will lapse and/or not be renewed upon the start of CIP -funded construction of the Tennis Center Complex, currently scheduled for Fiscal Year 2018-2019. RECOMMENDATION Staff recommends adoption of this ordinance. PRIOR ACTION/REVIEW The Parks, Recreation and Beautification Board supports the Denton Explorium mission, endorsed their use of the space, and favored the arrangement. FISCAL INFORMATION Explorium Denton will pay the sum of $5 per year to the City of Denton Parks and Recreation Department to City of Denton Page 1 of 2 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-1296, Version: 1 secure the use of the West Meeting Room in the North Lakes Annex. This agreement will lapse and/or not be renewed when CIP-funded construction begins on the Tennis Center Complex in Fiscal Year 2018-2019. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Safe, Livable & Family -Friendly Community Related Goal: 4.4 Provide and support outstanding leisure, cultural, and educational opportunities EXHIBITS Ordinance with Lease Agreement Respectfully submitted: Emerson Vorel, Director Parks and Recreation Prepared by: D'Lee Covey Williams, Assistant Director City of Denton Page 2 of 2 Printed on 10/14/2016 povveied by I_egist9i I;, SALegal\Our Documents\Ordinances\16\L'aplorium Denton.doe ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO EXECUTE ON BEHALF OF THE CITY OF DENTON A LEASE OF OFFICE SPACE LOCATED IN T14E NORTH LAKES ANNEX BUILDING, 1117 RINEY ROAD BETWEEN THE CITY OF DENTON AND DENTON EXPLORIUM; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City Council of the City of Denton hereby finds that the Lease Agreement between the City and Denton Explorium, attached hereto and made a part hereof by reference (the "Lease"), serve a municipal and public purpose and is in the public interest; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The findings set forth in the preamble of this Ordinance are incorporated by reference into the body of this Ordinance as if fully set forth herein. SECTION 2. The City Manager, or his designee, is hereby authorized to execute the Lease attachment and incorporated herein as Attachment "A", and to exercise all rights and duties of the City under the Lease, including authorizing and ratifying the expenditure of funds. SECTION 3. This Ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY IC • APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY:1. c:Ausers\2278217\desktop\local pending\nl - explorium\denton children's museum.doc Attachment A LEASE OF CITY PROPERTY This Lease Agreement is made and executed to be effective this 24th day of October, 2016 at Denton, Texas, by and between the City of Denton, Texas, a Texas home rule municipal corporation, hereinafter referred to as "Landlord" or "City", and Denton Explorium , a Texas limited liability company, hereinafter referred to as "Tenant". WITNESSETH: WHEREAS, Tenant has requested that it be allowed to lease the Northwest room of the North Lakes Annex building, 1117 Riney Road owned by Landlord in order to construct, occupy and maintain an office space; and NOW, THEREFORE, for and in consideration of the promises and the mutual covenants contained in this Agreement, the parties agree as follows: L LEASED PREMISES Landlord, for and in consideration of the covenants and agreements herein contained, to be kept by Tenant, does hereby demise and lease, without warranty of title, unto Tenant, and Tenant does hereby lease from Landlord, for the lease term described in Article H, the following described land situated in Denton County, Texas: A. IMPROVEMENTS PROVIDED BY LANDLORD. NONE: There will be no improvements provided by Landlord. B. IMPROVEMENTS PROVIDED BY TENANT. NONE: There will be no improvements provided by Tenant. C. LEASEHOLD CONNECTED TO TENANT' PROPERTY. This leasehold shall not be severable from the ownership interests of Tenant's Property and the covenants, terms and conditions under this Agreement shall be binding upon and inure to the benefit of the owners and subsequent owners of Tenant's Property. Nothing contained herein shall be construed to allow assignment or sublease of this Lease Agreement without the consent of Landlord as prescribed in Article VI. D. LEASEHOLD CONDITION. THE LEASED PREMISES IS LEASED TO TENANT IN ITS PRESENT CONDITION "AS IS," "WHERE IS" AND "WITH ALL FAULTS". TENANT STIPULATES THAT IT HAS THOROUGHLY INSPECTED THE LEASED PREMISES AND FINDS THAT THE LEASED PREMISES IS CURRENTLY SUITABLE FOR THE USES PERMITTED BY THIS LEASE AGREEMENT. LANDLORD MAKES NO REPRESENTATION OR WARRANTIES OF ANY KIND OR NATURE CONCERNING THE LEASED PREMISES, INCLUDING WITHOUT LIMITATION, WARRANTIES OF HABITABILITY OR FITNESS FOR PARTICULAR PURPOSE OF USE. TENANT HEREBY STIPULATES TO LANDLORD THAT, DUE TO ITS INSPECTION OF THE LEASED PREMISES, IT IS AWARE OF THE CONDITION OF THE LEASED PREMISES. II. TERM The term of this Lease Agreement shall be for a period of 1 year, with option for renewal, commencing on the 24th day of October, 2016 and continuing through the 30th day of September, 2017 unless earlier terminated under the provisions of the Lease Agreement. III. PAYMENTS. RENTALS AND FEES Tenant covenants and agrees to pay Landlord, as consideration for this Lease Agreement, the following payments, rentals and fees: A. LAND RENTAL. Rent shall be due and payable annually in the sum of $5 payable on the 24th of October, 2016, and on or before the 24th of October each successive year of tenancy, inclusive of youth programming as mutually agreed upon and scheduled between Landlord and Tenant. B. PAYMENT, PENALTY, ADJUSTMENTS. All payments due Landlord from Tenant shall be made to Parks and Recreation offices, Civic Center, 321 McKinney St. Denton, Texas, 76201, unless otherwise designated in writing by the Landlord. C. TAXES. Should any taxes be levied against the Leased Premises or the Improvements, payment of such taxes shall be the sole responsibility of the Landlord. IV. RIGHTS AND OBLIGATIONS OF TENANT A. STANDARDS. Tenant shall meet or exceed the following standards: 1. Address. Tenant shall file with the City Manager, or his designee and keep current its mailing addresses, telephone numbers and contacts where it can be reached in an emergency. 2. List. Tenant shall file with the City Manager, or his designee and keep current a list of its permitted tenants and subtenants. 3. Conduct. Tenant shall contractually require its employees and permitted subtenants (and subtenant's invitees) to abide by the terms of this Lease Agreement. Tenant shall promptly enforce its contractual rights in the event of a default of such covenants. 4. Laws. Tenant shall comply with all current and future federal, state and local laws, rules, ordinances and regulations which may apply to the conduct of business contemplated on the Leased Premises, including without limitation, rules, regulations and ordinances promulgated by Landlord, and Tenant shall keep in effect and post in a prominent place all necessary and/or required Page 2 licenses or permits. 5. Maintenance of Leased Premises. Tenant shall keep the Leased Premises neat, clean and in respectable condition, as determined by Landlord, free from any objectionable matter or thing, including trash or debris. 6. Unauthorized use of Leased Premises. Tenant may not use any of the Leased Premises for any use not authorized herein unless Landlord gives Tenant prior written approval of such additional or different use. 7. Quit Possession. Tenant shall quit possession of the Leased Premises at the end of the Lease Term, or upon cancellation or termination of the Lease Agreement, and deliver up the Leased Premises to Landlord in the condition originally leased to Tenant, with the Improvements being removed as provided in Article L C., above. 8. Indemnity. Tenant shall indemnify, hold harmless and defend and hereby releases the Landlord, its officers, agents, elected officials and employees, from and against liability, of any kind, type or nature, for or related to any and all claims, liens, suits, demands, losses and/or actions for damages, injuries to persons (including death), property damage, (including loss of use), and expenses, including court costs, attorneys' fees and other reasonable costs, occasioned by, related to or incidental to the Tenant's, Tenant's invitees, licensees, customers, visitors, employees, agents and any other persons occupancy or use of the Leased Premises or activities conducted in connection with or incidental to this Lease Agreement, including without limitation, all such claims, liens, suits, demands, losses and/or actions based on common, constitutional or statutory law, or based in whole or in part upon the negligent or intentional acts or omissions of Tenant, its officers, agents, employees, invitees, licensees, customers, visitors or any other persons. Tenant shall at all times exercise reasonable precautions on behalf of, and be solely responsible for, the safety of its officers, employees, agents, customers, visitors, invitees, licensees and other persons, as well as their property and the Leased Premises, while in, on, or involved in any way with the use of the Leased Premises. The Landlord is not liable or responsible for the negligence or intentional acts or omissions of the Tenant, its officers, agents, employees, customers, licensees, invitees, visitors and other persons and Tenant hereby releases Landlord, its officers, agents, elected officials, and employees from same. The Landlord shall assume no responsibility or liability for harm, injury, or any damaging events which are directly or indirectly attributable to premise defects, whether real or alleged, which may now exist or which may hereafter arise upon the Leased Premises, responsibility for all such defects being expressly assumed by the Tenant. Without limiting the general nature of the foregoing, the Tenant agrees that this indemnity provision applies to, among all matters as prescribed herein, all claims, suits, demands, and actions arising from all premise defects or conditions. Page 3 THE LANDLORD AND THE TENANT EXPRESSLY INTEND THIS INDEMNITY AND RELEASE PROVISION TO REQUIRE TENANT AND HEREBY DOES REQUIRE TENANT TO INDEMNIFY, HOLD HARMLESS AND DEFEND THE LANDLORD, ITS OFFICERS, AGENTS, ELECTED OFFICIALS AND EMPLOYEES AND TENANT HEREBY RELEASES LANDLORD, AND LANDLORD'S OFFICERS, AGENTS, ELECTED OFFICIALS AND EMPLOYEES FROM THE CONSEQUENCES OF THE LANDLORD'S OWN NEGLIGENCE, OF ANY KIND, TYPE OR DEGREE, WHERE THAT NEGLIGENCE IS A CAUSE, IN WHOLE OR IN PART, OF THE INJURY, DEATH, OR DAMAGE. THE INDEMNITY CONTAINED IN THIS PARAGRAPH (A) IS INDEPENDENT OF TENANT'S INSURANCE, (B) WILL NOT BE LIMITED BY COMPARATIVE NEGLIGENCE STATUTES OR DAMAGES PAID UNDER THE WORKERS' COMPENSATION ACT OR SIMILAR EMPLOYEE BENEFIT ACTS, (C) WILL SURVIVE THE END OF THE TERM, AND (D) WILL APPLY EVEN IF AN INJURY IS CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE OR STRICT LIABILITY OF LANDLORD, BUT WILL NOT APPLY TO THE EXTENT AN INJURY IS CAUSED BY THE LANDLORD'S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF LANDLORD. B. SIGNS. No signs, posters, or other similar devices ("Signage") shall be placed on the exterior of the Improvements or on any portion of the Leased Premises without the prior written approval of Landlord and shall be in conformance with the Denton City Code. Tenant, at its sole expense, shall be responsible for the creation, installation and maintenance of all such Signage. Without limiting the generality of Article IV.B.9., above, Tenant shall pay to Landlord any and all damages, injuries, or repairs resulting from the installation, maintenance or repair of any such Signage. Any Signage placed on the Leased Premises shall be maintained, at all times, safely, neatly, and good physical condition. All Signage shall be removed from the Leased Premises by Tenant immediately upon receipt of instructions for removal of same from Landlord, including without limitation, upon expiration or termination of this Lease Agreement. If Tenant fails to remove the Signage within 90 days after termination or upon instruction by Landlord, as the case may be, then the Landlord may do so at the sole cost and expense of the Tenant. Tenant shall pay Landlord such costs of removal within 30 days after receipt of an invoice from the Landlord. If the invoice is not paid within said time period a lien is hereby granted by Tenant and is established against Tenant's Property to secure payment. In such case Landlord is authorized by Tenant to file an affidavit in the Denton County Real Property Records against Tenant's Property to evidence the lien. C. ENTRY. Landlord and its designees shall have the right to enter the Leased Premises upon reasonable advance notice (written or oral) and at any reasonable times Page 4 for the purposes of inspecting the Leased Premises, and performing any work which Landlord elects to perform under this Lease Agreement. Nothing in this section shall imply any duty upon Landlord to do any work, which under any other provision of this Lease Agreement Tenant is required to perform, and any performance by Landlord shall not constitute a waiver of Tenant's default. In the event of an emergency, as determined by Landlord, Landlord, by and through the City of Denton Fire Department, City of Denton Police Department, or other department or agent of the Landlord, as applicable, may enter the Leased Premises without the notice prescribed herein. V. COVENANTS BY LANDLORD Landlord hereby agrees as follows: A. PEACEFUL ENJOYMENT. Upon payment of all rent, fees, and performance of the covenants and agreements on the part of Tenant to be performed hereunder, and subject to the terms of this Lease Agreement, Tenant shall peaceably hold and enjoy the Leased Premises and all rights and privileges herein granted. Notwithstanding the foregoing, the parties understand and stipulate that the Leased Premises constitutes city property. In that regard, Landlord shall not be liable to Tenant in the event a court of competent jurisdiction enjoins Tenant from using the Leased Premises under this Lease Agreement for any reason. In such case, Tenant's sole and exclusive remedy will be termination of the Lease Agreement. VI. ASSIGNMENT OF LEASE Tenant shall not assign or sublet this Lease Agreement, in whole or in part, without the written consent of Landlord, which consent will not be unreasonably withheld. Any attempted assignment or sublease of this Lease Agreement without the written consent of Landlord shall be void. VII. INSURANCE A. REQUIRED INSURANCE. Tenant shall maintain continuously in effect at all times during the Lease Term, at Tenant's sole expense, the following minimum insurance coverages: 1. Comprehensive Commercial (Public) General Liability covering the Tenant and its company, its employees, agents, tenants, customers, invitees and independent contractors. Coverage shall be in an amount not less than $1,000,000 per occurrence and provide coverage for premises/operations, products/completed operations and contractual liability. 2. All risk property insurance on a replacement cost basis covering loss or damage to the Improvements Without limiting the generality of Article IV.B.9., above, under no circumstances shall the Landlord be liable for any damages to fixtures, merchandise or other personal property of the Tenant or its tenants, including the Improvements. Page 5 B. COVERAGE REQUIREMENTS. All insurance coverages shall comply with the following requirements: 1. All liability policies shall name the City of Denton, and its officers and employees as additional named insureds and provide for a minimum of 30 days written notice to the City of any cancellation or material change to the policy. 2. All insurance required by this Lease Agreement must be issued by a company or companies of sound and adequate financial responsibility and authorized to do business in the State of Texas. All policies are subject to the examination and approval of the City's office of Risk Management for their adequacy as to content, form of protection and providing company. 3. Required insurance naming the City as an additional insured must be primary insurance and not contributing with any other insurance available to the City whether from a third parry liability policy or other. Said limits of insurance shall in no way limit the liability of the Tenant hereunder. 4. The Landlord shall be provided with a copy of all such policies and renewal certificates. Failure of Tenant to comply with the minimum specified amounts or types of insurance as required by Landlord shall constitute Tenant's default of this Lease Agreement. 5. During the Lease Term, or any extension thereof, Landlord herein reserves the right to adjust or increase the liability insurance amounts required of the Tenant, and to require any additional rider, provisions, or certificates of insurance, and Tenant hereby agrees to provide any such insurance requirements as may be required by Landlord. Tenant may cancel this Lease Agreement and terminate its obligations hereunder by thirty (30) days written notice to Landlord. VIII. DEFAULT OF TENANT/REMEDIES OF LANDLORD A. DEFAULT. In the event that Tenant shall file a voluntary petition in bankruptcy or proceedings in bankruptcy shall be instituted against it and Tenant thereafter is adjudicated bankrupt pursuant to such proceedings; or any court shall take jurisdiction of Tenant and its assets pursuant to proceedings brought under the provisions of any Federal reorganization act; or Tenant shall apply for or consent to the appointment of a receiver, trustee, or liquidator of itself or all or a substantial part of its assets; or Tenant shall be divested of its estate herein by other operation of law; or Tenant shall fail to perform, keep and observe any of the terms, covenants, or conditions herein contained, or on its part to be performed, Tenant shall be in default under this Lease Agreement and the Landlord may give Tenant written notice to correct such condition or cure such default and, if any condition or default shall be continuing thirty (30) days after the receipt of such notice by Tenant, then Landlord may exercise any right or remedy available to it by law, equity, contract or otherwise, including without limitation, termination of this Lease Agreement. Page 6 B. BREACH In the event of a material breach by Tenant of any of the covenants or agreements contained herein and the failure of Tenant to remedy such breach after ninety (90) days of receipt of written notice of the existence of such breach provided by Landlord to Tenant then the Landlord, as its sole and exclusive remedy for such breach by Tenant, may terminate this Lease Agreement. IX. CANCELLATION AND REMEDIES OF TENANT A. JUDICIAL ACTION. Tenant may cancel this Lease Agreement and terminate its obligations hereunder by thirty (30) days written notice to Landlord, upon or after the issuance by any court of competent jurisdiction of a permanent injunction preventing or restraining its use of the Leased Premises or any part thereof for purposes and uses authorized by this Lease Agreement. B. CONVENIENCE. Tenant may cancel this Lease Agreement and terminate its obligations hereunder any time after October 24, 2016, by thirty (30) days written notice to Landlord. C. RENT PAYMENTS/RESTORATION. In the event of the cancellation of this Lease Agreement pursuant to the terms of Article IX.A. or Article IX.B., above, Tenant shall promptly remove any and all improvements made to the Leased Premises and shall restore the Leased Premises to the condition found prior to possession pursuant to the terms stipulated in Article I.C. Landlord shall be entitled to retain the balance of any and all rent payments and the parties shall have no further obligations to each other, except for Tenant restoration of the Leased Premises as set forth herein. D. DEFAULT. In the event of a material breach by Landlord of any of the covenants or agreements contained herein and the failure of Landlord to remedy such breach after ninety (90) days of receipt of written notice of the existence of such breach provided by Tenant to Landlord, then the Tenant, as its sole and exclusive remedy for such breach by Landlord, may terminate this Lease Agreement. X. MISCELLANEOUS PROVISIONS A. ENTIRE AGREEMENT. This Lease Agreement constitutes the entire understanding between the parties and as of its Effective Date supersedes all prior or independent agreements between the parties covering the subject matter hereof. Any change or modification hereof shall be in writing signed by both parties. The Recitals of this Lease Agreement are represented by the parties hereto to be accurate, and constitute a part of the substantive agreement. B. BINDING EFFECT. All covenants, stipulations and agreements herein shall extend to, bind and inure to the benefit of the legal representatives, successors and permitted Page 7 assigns of the respective parties hereto. C. SEVERABILITY. If a provision hereof shall be finally declared void or illegal by any court or administrative agency having jurisdiction, the entire Lease Agreement shall not be void; but the remaining provisions shall continue in effect as nearly as possible in accordance with the original intent of the parties. D. NOTICE. Any notice given by one party to the other in connection with this Lease Agreement shall be in writing and shall be sent by certified mail, return receipt requested, with postage fees prepaid, or via facsimile as follows: 1. If to Landlord, addressed to: w/copy to: City Manager 215 E. McKinney Denton, Texas 76201 Fax No. 940.349.8596 Director of Parks and Recreation City of Denton 215 East McKinney Street Denton, Texas 76201 Fax No. 940.349.8596 2. If to Tenant, addressed to: Explorium Denton P.O. Box 52145 Denton, TX 76206 Phone No. 940-595-4001 Notice shall be deemed received for all purposes when placed in the United States mail, as set forth herein, or when delivered by telephonic facsimile to the other party at the facsimile number(s) provided above. E. HEADINGS. The headings used in this Lease Agreement are intended for convenience of reference only and do not define or limit the scope or meaning of any provision of this Agreement. F. GOVERNING LAW AND VENUE. This Lease Agreement is to be construed in accordance with the laws of the State of Texas and is fully performable in Denton County, Texas. Exclusive venue for any lawsuit to enforce the terms or conditions of this Lease Agreement shall be a court of competent jurisdiction in Denton County, Texas. G. NO WAIVER. No waiver by Landlord or Tenant of any default or breach of covenant or term of this Lease Agreement may be treated as a waiver of any subsequent Page 8 default or breach of the same or any other covenant or term of this Lease Agreement. H. NO AGENCY. During all times that this Lease Agreement is in effect, the parties agree that Tenant is and shall not be deemed an agent or employee of the Landlord. Nothing contained herein shall be construed to create a joint venture, partnership or joint enterprise. L SURVIVAL. The terms and provisions of Articles I.C., III.B., IV.B. and IV.C., shall survive the termination of this Lease Agreement. J. DELEGATION. Any action that is to be or could be taken by the Landlord hereunder is hereby delegated by the City Council of the City of Denton to the City Manager or his designee. K RECORDATION. This Lease Agreement shall be recorded in the Real Property Records of Denton County, Texas. Upon termination of this Lease Agreement as provided herein, either party may request the execution and delivery of a Memorandum of Release (herein so called) to be recorded in the Real Property Records, Denton County, Texas, as constructive notice of termination of this Lease Agreement. The execution and delivery of the Memorandum of Release shall not be unreasonably withheld by either party. IN WITNESS WHEREOF, the parties have executed this Lease Agreement as of the Effective Date first above written. LANDLORD: CITY OF DENTON, TEXAS ATTEST: JENNIFER WALTERS, CITY SECRETARY alm APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: HOWARD MARTIN, INTERIM CITY MANAGER Page 9 EXPLORIUM DENTON, LESSEE MN ACKNOWLEDGMENTS THE STATE OF TEXAS COUNTY OF DENTON § This instrument was acknowledged before me on the day of , 2016 by Howard Martin, Interim City Manager of the City of Denton, Texas, on behalf of said municipality. NOTARY PUBLIC, STATE OF TEXAS THE STATE OF TEXAS § COUNTY OF DENTON § This instrument was acknowledged before me on the day of , 2016 by NOTARY PUBLIC, STATE OF TEXAS Page 10 City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: ID 16-1298, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: October 18, 2016 SUBJECT Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving the expenditure of funds for the purchase of traffic signal hardware including traffic signal controllers, video detection systems, battery backup systems, and network switches, for the City of Denton Traffic Department, which is available from only one source and in accordance with Chapter 252.022 of the Texas Local Government Code such purchases are exempt from the requirements of competitive bidding; and providing an effective date (File 6248 awarded to Paradigm Traffic Systems in the annual estimated amount of $290,000 for a three (3) year not to exceed amount of $870,000). FILE INFORMATION This item is for the purchase of the following traffic signal hardware items for the signalized traffic intersections listed in Exhibit 1: • Econolite Traffic Signal Controllers and Vehicle Detection Systems • Alpha Battery Backup Systems for Traffic Signals • Etherwan Network Communication Switches In order to maintain product uniformity and to limit the replacement inventory, these specific models are required as part of the City's traffic signal specifications. All other traffic controllers and network switches are not compatible with the current traffic signal software package. Chapter 252.022 of the Texas Local Government Code exempts from the competitive bid process those supplies and resources protected by copyright or patent and available from only one source. Paradigm Traffic Systems is the exclusive distributor in Texas for these items and therefore, this is a sole source acquisition (Exhibit 2). RECOMMENDATION Award the purchase of traffic signal hardware in the unit prices shown on Exhibit 3, to Paradigm Traffic Systems in the annual estimated amount of $290,000 for a for a three (3) year not to exceed amount of $870,000. PRINCIPAL PLACE OF BUSINESS City of Denton Page 1 of 2 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-1298, Version: 1 Paradigm Traffic Systems Arlington, Texas ESTIMATED SCHEDULE OF PROJECT These items can be delivered and installed within 30-45 days of receipt of an order. FISCAL INFORMATION These items will be funded on an as needed basis through capital project accounts. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Organizational Excellence Related Goal: 2.1 Optimize resources to improve quality of City Roadways EXHIBITS Exhibit 1: List of Signalized Intersections Exhibit 2: Sole Source Letters Exhibit 3: Pricing from Paradigm Traffic Systems Exhibit 4: Staff memo Exhibit 5: Ordinance Exhibit 6: Contract Respectfully submitted: Chuck Springer, 349-8260 Director of Finance For information concerning this acquisition, contact: Scott Wilson at 349-8491. City of Denton Page 2 of 2 Printed on 10/14/2016 povveied by I_egist9i I;, EXHIBIT 1 Intersections Projected for Traffic Signal Installation/Replacement/Repair Carroll at Mulberry Mayhill at Colorado Mayhill at Spencer Mayhill at Morse State School at Unicorn Lake State School at FM 2499 University at 1-35 University at Bonnie Brae University at Malone University at Fulton University at Alice University at Carroll University at Elm Bell & Sherman Bell & Mingo Bell & Eagle Oak & Fry Oak & Jagoe Teasley & Dallas Elm & Eagle Elm & Oak Elm & Hickory Locust & Oak Locust & Hickory EXHIBIT 2 September 21, 2016 City of Denton 801 Texas Street Denton, Texas 76209 Attention: Scott Wilson Traffic Operations FS Supervisor Dear Mr. Wilson This letter is to confirm that Paradigm Traffic Systems is the sole Distributor for Econolite Products Inc. in the state of Texas. Paradigm is the only approved source in Texas to sell our entire product offerings. Please contact the Paradigm Traffic Systems sales team for your entire Econolite product needs. Econolite Product Offerings: ASC Series NEMA Controllers ASC Series Master Controllers Cobalt NEMA Controllers Cobalt Rackmount Controllers AccuScan 1000 (Radar) AccuScan 600 (Radar) AccuScan 300 (Radar) AccuSense Autoscope VDS Products 2070 Controllers Aries Closed Loop System Centracs ATMS & Associated Modules CLARITY Centracs DCMS ASC/2070 Series Controller Software Aluminum and Polycarbonate Traffic Signals 12" and 16" Pedestrian Signals 16" Polycarbonate Pedestrian Signals 33X Style Traffic Cabinets, Safetran Brand by Econolite All product repairs are performed by Econolite. Paradigm is authorized to send their Customer repairs into our Repair Department. If you have any questions regarding this, please feel free to contact me. Sincerely, X;-5— Gus Nunez Director of Distribution Econolite Group, Inc. 714.575.5756 Office 949.212.1493 Cell Email:gnunez@econolite.com 336 fE. La Parna Ave * fi#naheirn, CA 92806-2856 * PH: (714) 630-3700 * FAX: (714) 630-6349 P,O, Box 6150 * fi#naheirn, CA 92816-0150 * www,econof e,corn F'.. E C!ST E � E 0 EXHIBIT 2 IMMWAME, City of Denton I I I R-.K*111111 -RIZ-1111 CAVA-�U-Mltf 1: Not— 7700 Rave front Gate BUrnaby, 60 V5J 5M4, Canada Tq: 604 436 5900 F!s 604 436 1233 wwwalpha.Ga This incfudes the following Alpha Products: FXM full line of UPS power modules Full line of Alpha GXL & XTV Batteries Alpha Bypass, U -ATS and Gi-ATS transfer switches. Battery cable kits Alpha BBS Traffic Enclosures. 11 0 1111111 1 0111 1 1161611111111 M if Sincerely, Dennis, Bennett Director -Traffic & ITS Alpha Technologies Ltd, 972-637-3527 Off 214-585-1699 Cell Your Powefe Solution�fner foolo" EtherWAN Paradigm Traffic Systems 2201 East Division Street Arlington, TX 76011 To Whom It May Concern, EXHIBIT 2 EtherWAN Systems, Inc. 2341 East Winston Road Anaheim, CA 92806 Tel.+1-714-779-3800 Fax:+1-714-779-3806 September 26, 2016 Paradigm Traffic Systems has been an authorized reseller for EtherWAN Systems, Inc. products since 2001. Paradigm is the sole EtherWAN Systems reseller in TX that is focused on the Traffic and Intelligent Transportation Market. Paradigm Traffic Systems, as a preferred EtherWAN Systems reseller, is authorized to sell and install EtherWAN products. If you have any questions, please contact me at 817-812-3138, email me at bill. starkey(a,etherwan.com. Sincerely, Bill Starkey Manager, South/Southeastern xegion EtherWAN Systems, Inc. EXHIBIT 3 P.O. Box 5508 - Arlington - Texas - 76005-5508 817.831.9406 - fax 817.831.9407 PARAD u" M www.paradigmtraffic.com Traffic Systems - QUOTATION TO: City of Denton RFQ: Scott Wilson 801 Texas Street Denton, Ti 76209 Cit} of Cr and Prairie Contract #! 13104 attn: Scott Wilson ph: 940-349-8491 email: scott.wilson(i�,cityofdenton.com DATE SLSMN DELIVERY /2312016 DJ Days ARO 9/2312016 FREIGHT SHIP VIA PPD & Allowed Best Way F.0.13 Destination TERMS Net 30 QTE NUMBER Q20102DJ ITEM QTY** DESCRIPTION UNIT PRICE TOTAL PRICE 2 1 ,Encore Camera Pigtail, 80' $82.00 $82.00 9 1 Encore Image Sensor $3,495.00 $3,495.00 10 1 Cabinet Interface Module (CIM) $1,700.00 $1,700.00 11 1 Com Interface Panel (CIP) $570.00 $570.00 12 1 Com Interconnect Cable Kit (CIM to CIP Cable Only) $17.00 $17.00 13 1 Com Interconnect Cable Kit (CIM to CIP & 8 1/0 Cable) $55.00 $55.00 14 1 Com Interconnect Cable Kit (CIM to CIP & 24 1/0 Cable) $85.00 $85.00 15 1 Com. Cable Connector, Quick Release, Female $15.00 $15.00 16 1 Power & Communication Cable, 3c/16 $0.75 $0.75 17 1 Lightning Protection Panel (NEMA Cabinet) $200.00 $200.00 19 1 C4 G/R I/F Cable $138.00 $138.00 22 1 C -Channel Nuts $1.50 $1.50 23 1 Set -Up Software & Manuals N/C NIC 24 1 CAT -5E Patch Cable, T(ft) $6.00 $6.00 25 1 9" B/W TV Monitor $130.00 $130.00 26 1 RG -59 Video Cable, 4'(ft) $15.00 $15.00 27 1 USB Mouse $15.00 $15.00 28 1 Turn -On Assistance $350.00 $350.00 29 1 Camera Bracket, Luminaire Arm (EM -1109) $71.00 $71.00 30 1 Camera Bracket, Side -of -Pole (EM -2000) $97.00 $97.00 31 1 Camera Bracket, Pelee (AS -0166-4-62) $138.00 $138.00 32 1 Camera Bracket, Pelco (AS -0166-4-84) $148.00 $148.00 I 33 1 Camera Bracket, Pelee (AS -0166-4-120) $152.00 $152.00 34 1 Encore 4 Camera System $17,158.00 $17,158.00 35 1 PNC Threaded Tee $12.00 $12.00 36 1 One Piece Camera Mount $25.00 $25.00 OFFERED BY: Dan Jaynes Paradigm Traffic Systems, Inc. FederalID# 75-2520341 EXHIBIT 3 P.O. Box 5508 — Arlington — Texas — 76005-5508 817.831.9406 — fax 817.831.9407 W parad igmtraffic.com AIVAD G" M Traffic Systems City of Denton TO: 801 Texas Street Denton, TX 76209 Scott Wilson attn: 940-349-8491 ph: 940-349-7307 fx: scott.wilson(i>citvofcienton.com QUOTATION RFQ: BuyBoard Contract 4 432-13 Public Safety, Fire House SUPPly & Equipment & Trailic Signals 1-�00-211-5454 tax DATE 9/2312016 SLSMN DJ DELIVERY FREIGHT 30-45 Days ARO PPD & Allowed SHIP VIA F.O.B Best Way !I, Destination TERMS Net 30 CITE NUMBER Q20110DJ ITEM QTY** DESCRIPTION UNIT PRICE TOTAL PRICE 1 1 Econclite Cobalt Controller 21100110000 $3,100.00 $3,100.00 2 1 Customer Discount ($150.00) ($150.00)', NOTE: PURCHASE ORDER MUST BE PROCESSED THROUGH WWW.BUYBOARD.COM TOTAL 1 $2,950.001 OFFERED BY: Dan Jaynes Paradigm Traffic Systems, Inc. FederalID# 75-2520341 EXHIBIT 3 P.O. Box 5508 — Arlington — Texas — 76005-5508 817.831.9406 — fax 817.831.9407 PARAU G M viww.paradigmtraffic.com Traffic I systems QUOTATION City of Denton TO: 801 Texas Street RFQ: BuyBoard Contract 4 432-13 Denton, TX 76209 Public Safety, Fire House Supply Equipment Scott Wilson Traffic Signals attn:940-349-8491 512-467-0222 pn ph: 940-349-7307 1-800-211-5454 fax fx: scott.wilson(ii)cityofdcnton.com DATE SLSMN DELIVERYFREIGHT SHIP VIA F.0.13TERMS QTE NUMBER 912312016 DJ 30-45 Days ARO PPD& Allowed Best Way Destination Net 30 Q20113DJ ITEM QTY** DESCRIPTION UNIT PRICE TOTAL PRICE 1 PA 1 III UPS BATTERY BACKUP SYSTEM C/O: 1 each Alpha FXM 2000 - SNMP UPS 1 each Automatic / Manual Transfer Switch 4 each 220 GXL Battery 1 each Battery Cable Kit I each Alpha Guard Battery Balancer I each UPS Side Mount Cabinet Customer Discount NOTE: PURCHASE ORDER MUST BE PROCESSED THROUGH W WW.BUYBOARD.COM OFFERED BY: Dan Jaynes Paradigm Traffic Systems, Inc. Federal Ill 75-2520341 $5,000.00 $5,000.00 ($400.00) ($400.00)' TOTAL $4,600.00 M Ii PARAU Taatfic Systems City of Denton TO: 801 Texas Street Denton, TX 76209 Scott Wilson attn: 940-349-8491 ph: 940-349-7307 fx: scott.wilson(i.)cityofdentou.com EXHIBIT 3 P.O. Box 5508 — Arlington — Texas — 76005-5508 817.831.9406 — fax 817.831.9407 www.paradigmtraffic.com QUOTATION RFQ: BuyBoard Contract # 432-13 Public Safety, Fire Ilouse Supply Equipment "Traffic Signals 512-467-0222 pn 1-800-211-5454 fax DATE SLSMN DELIVERY FREIGHT SHIP VIA F.O.B TERMS CITE NUMBER 912 312 0 1 6 DJ 30-45 Days ARO PPD & Allowed Best Way Destination Net 30 Q20113DJ ITEM QTY** DESCRIPTION UNIT PRICE TOTAL PRICE TBD3-A 1 1 EtherWAN Hardened Managed Ethernet Switch with 12 Ports 10/100 $1,500.00 $1,501 + 2 Ports 1000LX, P/N EX72129-OAB 2 1 Customer Discount ($237.00) ($237.00) $1,263.00 TBD3-B 3 1 EtherWAN Hardened Managed Ethernet Switch with 12 Ports 10/100 $1,500.00 $1,500.00 + 2 Ports 1Oil 00/1000T/SFP Combo, P/N EX72129-OVB 4 1 Customer Discount ($237.00); ($237.00) $1,263.00 5 1 EtherWAN Hardened Power Supply, PIN 41-136044-1 $61.00 i $61.00 fi 1 Customer Discount ($10.00) ($10.00) $51.00 3 1 EtherWAN Hardened SFP Module, Gigabit SM TTL 1OKM $213.00 $213.00 P/N EX1250TSP-4MB4L-A 6 1 Customer Discount ($36.37) ($36.37) $176.63 NOTE: PURCHASE ORDER MUST BE PROCESSED THROUGH - -- — it-- WWW.BUYBOARD.COM OFFERED BY: Dan Jaynes Paradigm Traffic Systems, Inc. Federal ID# 75-2520341 EXHIBIT 4 [! � 21s r. FROM: Scott Wilson Traffic Operations Field Services Supervisor �cf SUBJECT: Traffic Signal Hardware Standardization -Sole Source Justification The Traffic Operations Division currently utilizes only Econolite Traffic Signal Controllers and Vehicle Detection Systems, Alpha Battery Backup Systems for Traffic Signals, and Etherwan Network Communication Switches for their traffic signal hardware needs. In order to maintain product uniformity and to limit the replacement inventory, these specific models are required as part of the City's traffic signal specifications. All other traffic controllers, network switches, and UPS units are not compatible with the current traffic signal software package. Paradigm Traffic Systems is the exclusive distributor in Texas for all Econolite products, Etherwan products, and Alpha Systems products. In accordance with Texas Local Government Code Section 252.022 (a) (7), the procurement of items that are only available from one source, are exempt from the requirements of competition. Therefore, Traffic Operations recommends the continued utilization of these products which are provided through Paradigm Traffic Systems, as the best value for the City of Denton. ) Z 41a&04 Keith Gabbard Streets and Drainage Superintendent EXHIBIT 5 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS PROVIDING FOR, AUTHORIZING, AND APPROVING THE EXPENDITURE OF FUNDS FOR THE PURCHASE OF TRAFFIC SIGNAL HARDWARE INCLUDING TRAFFIC SIGNAL CONTROLLERS, VIDEO DETECTION SYSTEMS, BATTERY BACKUP SYSTEMS, AND NETWORK SWITCHES, FOR THE CITY OF DENTON TRAFFIC DEPARTMENT, WHICH IS AVAILABLE FROM ONLY ONE SOURCE AND IN ACCORDANCE WITH CHAPTER 252.022 OF THE TEXAS LOCAL GOVERNMENT CODE SUCH PURCHASES ARE EXEMPT FROM THE REQUIREMENTS OF COMPETITIVE BIDDING; AND PROVIDING AN EFFECTIVE DATE (FILE 6248 AWARDED TO PARADIGM TRAFFIC SYSTEMS IN THE ANNUAL ESTIMATED AMOUNT OF $290,000 FOR A THREE (3) YEAR NOT TO EXCEED AMOUNT OF $870,000). WHEREAS, Section 252.022 of the Local Government Code provides that procurement of items that are only available from one source, including; items that are only available from one source because of patents, copyrights, secret processes or natural monopolies; films, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted to competitive bids; and WHEREAS, the City Council wishes to procure one or more of the items mentioned in the above paragraph; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The following purchase of materials, equipment or supplies, as described in the "File" listed hereon, and on file in the office of the Purchasing Agent, are hereby approved: FILE NUMBER VENDOR AMOUNT 6248 Paradigm Traffic Systems $870,000 SECTION 2. The City Council hereby finds that this bid, and the award thereof, constitutes a procurement of items that are available from only one source, including, items that are only available from one source because of patents, copyrights, secret processes or natural monopolies; films, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted to competitive bids. EXHIBIT 5 SECTION 3. The acceptance and approval of the above items shall not constitute a contract between the City and the person submitting the quotation for such items until such person shall comply with all requirements specified by the Purchasing Department. SECTION 4. The City Manager is hereby authorized to execute any contracts relating to the items specified in Section 1 and the expenditure of funds pursuant to said contracts is hereby authorized. SECTION 5. 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 6248 to the City Manager of the City of Denton, Texas, or his designee. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY r BY: EXHIBIT 6 Docusign City Council Transmittal Coversheet File 6248 File Name Paradigm Traffic Signal -Traffic Signals & Hardware Purchasing Contact Jody word City Council Target Date 10/18/2016 Granicus # Ordinance # DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND PARADIGM TRAFFIC SYSTEMS (FILE 6248) THIS CONTRACT is made and entered into this date , by and between Paradigm Traffic Systems a corporation, whose address is 2201 East Division Street, Arlington, TX 76011, hereinafter referred to as "Supplier," and the CITY OF DENTON, TEXAS, a home rule municipal corporation, hereinafter referred to as "City," to be effective upon approval of the Denton City Council and subsequent execution of this Contract by the Denton City Manager or his duly authorized designee. For and in consideration of the covenants and agreements contained herein, and for the mutual benefits to be obtained hereby, the parties agree as follows: SCOPE OF SERVICES Supplier shall provide products in accordance with the City's File # 6248 - Paradigm Traffic Systems, a copy of which is on file at the office of Purchasing Agent and incorporated herein for all purposes. The Contract consists of this written agreement and the following items which are attached hereto, or on file, and incorporated herein by reference: (a) Special Terms and Conditions (Exhibit "A"); (b) City of Denton's FILE # 6248 (Exhibit `B" on file at the office of the Purchasing Agent),- (c) gent);(c) City of Denton Standard Terms and Conditions (Exhibit "C") (d) Certificate of interested Parties Electronic Filing (Exhibit "D"); (e) Form CIQ — Conflict of Interest Questionnaire (Exhibit "E") (f) Supplier's Quote (Exhibit "F"); These documents make up the Contract 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 Contract documents, the inconsistency or conflict shall be resolved by giving precedence first to the written agreement then to the contract documents in the order in which they are listed above. These documents shall be referred to collectively as "Contract Documents." File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. SUPPLIER mocusigned by: Ov"P���v BY: t[F R77RR7Rr,4 F: AUTHORIZED SIGNATURE 10/10/2016 Date: Jerry Priester Name: President Title: 972880-1095 PHONE NUMBER JPriester@paradigmtraffic.com EMAIL jpriester@paradigmtraffic.com TEXAS ETHICS COMMISSION CERTIFICATE NUMBER CITY OF DENTON, TEXAS ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: HOWARD MARTIN INTERIM CITY MANAGER Date: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 Exhibit A Special Terms and Conditions The Quantities indicated on Exhibit E are estimates based upon the best available information. The City reserves the right to increase or decrease the quantities to meet its actual needs without any adjustments in the bid price. Individual purchase orders will be issued on an as needed basis. Product Changes During Contract Term The supplier shall not change specifications during the contract term without prior approval. Any deviation in the specifications or change in the product must be approved in advance by the City of Denton. Notice of a change shall be submitted in writing to entonp rc asin (i4cityof enton.co , with the above file number in the subject line, for review. Products found to have changed specifications without notification, and acceptance, will be returned at the supplier's expense. Products that have been installed will be replaced at the supplier's expense. Authorized Distributor The supplier shall be the manufacturer or authorized distributor of the proposed products. The distributor shall be authorized to sell to the City of Denton, and make available the manufacturer's representative as needed by the City. Contract Terms The contract term will be one (1) year, effective from date of award. The City and the Supplier shall have the option to renew this contract for an additional two (2) one-year periods. The contract shall commence upon the issuance of a Notice of Award by the City of Denton and shall automatically renew each year, from the date of award by City Council, unless either party notifies the other prior to the scheduled renewal date. At the sole option of the City of Denton, the contract may be further extended as needed, not to exceed a total of six (6) months. Price Escalation and De-escalation The City will implement an escalation/de-escalation price adjustment annually. The escalation/de- escalation will be based upon manufacturer published pricing sheets to the vendor. The price will be increased or decreased based upon the annually percentage change in the manufacturer's price list. The price adjustment will be determined quarterly from the award date. Should the change exceed or decrease a minimum threshold value of +/-1%, then the stated eligible bid prices shall be adjusted in accordance with the published price change. It is the supplier or the Cities responsibility to request a price adjustment annually in writing. If no request is made, then it will be assumed that the bid price will be in effect. The supplier must submit or make available the manufacturers pricing sheet used to calculate the bid proposal, to participate in the escalation/de-escalation clause. File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 Total Contract Amount The contract total shall not exceed $870,000. Delivery Lead Time Product or services shall be delivered to the City per the days/weeks noted in Exhibit E after receipt of the order. File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 Exhibit C City of Denton Standard Purchase Terms and Conditions These standard Terms and Conditions and the Terms and Conditions, Specifications, Drawings and other requirements included in the City of Denton's contract are applicable to contracts/purchase orders issued by the City of Denton hereinafter referred to as the City or Buyer and the Seller or respondent herein after referred to as Contractor or Supplier. Any deviations must be in writing and signed by a representative of the City's Procurement Department and the Supplier. No Terms and Conditions contained in the seller's proposal response, invoice or statement shall serve to modify the terms set forth herein. If there is a conflict between the provisions on the face of the contract/purchase order these written provisions will take precedence. The Contractor agrees that the contract shall be governed by the following terms and conditions, unless exceptions are duly noted and fully negotiated. Unless otherwise specified in the contract, Sections 3, 4, 5, 6, 7, 8, 20, 21, and 36 shall apply only to a solicitation to purchase goods, and sections 9, 10, 11, 22 and 32 shall apply only to a solicitation to purchase services to be performed principally at the City's premises or on public rights-of-way. 1. CONTRACTOR'S OBLIGATIONS. The Contractor shall fully and timely provide all deliverables described in the Solicitation and in the Contractor's Offer in strict accordance with the terms, covenants, and conditions of the Contract and all applicable Federal, State, and local laws, rules, and regulations. 2. EFFECTIVE DATE/TERM. Unless otherwise specified in the Solicitation, this Contract shall be effective as of the date the contract is signed by the City, and shall continue in effect until all obligations are performed in accordance with the Contract. 3. CONTRACTOR TO PACKAGE DELIVERABLES: The Contractor will package deliverables in accordance with good commercial practice and shall include a packing list showing the description of each item, the quantity and unit price unless otherwise provided in the Specifications or Supplemental Terms and Conditions, each shipping container shall be clearly and permanently marked as follows: (a) The Contractor's name and address, (b) the City's name, address and purchase order or purchase release number and the price agreement number if applicable, (c) Container number and total number of containers, e.g. box 1 of 4 boxes, and (d) the number of the container bearing the packing list. The Contractor shall bear cost of packaging. Deliverables shall be suitably packed to secure lowest transportation costs and to conform to all the requirements of common carriers and any applicable specification. The City's count or weight shall be final and conclusive on shipments not accompanied by packing lists. 4. SHIPMENT UNDER RESERVATION PROHIBITED: The Contractor is not authorized to ship the deliverables under reservation and no tender of a bill of lading will operate as a tender of deliverables. 5. TITLE & RISK OF LOSS: Title to and risk of loss of the deliverables shall pass to the City only when the City actually receives and accepts the deliverables. File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 6. DELIVERY TERMS AND TRANSPORTATION CHARGES: Deliverables shall be shipped F.O.B. point of delivery unless otherwise specified in the Supplemental Terms and Conditions. Unless otherwise stated in the Offer, the Contractor's price shall be deemed to include all delivery and transportation charges. The City shall have the right to designate what method of transportation shall be used to ship the deliverables. The place of delivery shall be that set forth the purchase order. 7. RIGHT OF INSPECTION AND REJECTION: The City expressly reserves all rights under law, including, but not limited to the Uniform Commercial Code, to inspect the deliverables at delivery before accepting them, and to reject defective or non -conforming deliverables. If the City has the right to inspect the Contractor's, or the Contractor's Subcontractor's, facilities, or the deliverables at the Contractor's, or the Contractor's Subcontractor's, premises, the Contractor shall furnish, or cause to be furnished, without additional charge, all reasonable facilities and assistance to the City to facilitate such inspection. 8. NO REPLACEMENT OF DEFECTIVE TENDER: Every tender or delivery of deliverables must fully comply with all provisions of the Contract as to time of delivery, quality, and quantity. Any non -complying tender shall constitute a breach and the Contractor shall not have the right to substitute a conforming tender; provided, where the time for performance has not yet expired, the Contractor may notify the City of the intention to cure and may then make a conforming tender within the time allotted in the contract. 9. PLACE AND CONDITION OF WORK: The City shall provide the Contractor access to the sites where the Contractor is to perform the services as required in order for the Contractor to perform the services in a timely and efficient manner, in accordance with and subject to the applicable security laws, rules, and regulations. The Contractor acknowledges that it has satisfied itself as to the nature of the City's service requirements and specifications, the location and essential characteristics of the work sites, the quality and quantity of materials, equipment, labor and facilities necessary to perform the services, and any other condition or state of fact which could in any way affect performance of the Contractor's obligations under the contract. The Contractor hereby releases and holds the City harmless from and against any liability or claim for damages of any kind or nature if the actual site or service conditions differ from expected conditions. The contractor shall, at all times, exercise reasonable precautions for the safety of their employees, City Staff, participants and others on or near the City's facilities. 10. WORKFORCE A. The Contractor shall employ only orderly and competent workers, skilled in the performance of the services which they will perform under the Contract. B. The Contractor, its employees, subcontractors, and subcontractor's employees may not while engaged in participating or responding to a solicitation or while in the course and scope of delivering goods or services under a City of Denton contract or on the City's property. i. use or possess a firearm, including a concealed handgun that is licensed under state law, except as required by the terms of the contract; or ii. use or possess alcoholic or other intoxicating beverages, illegal drugs or controlled substances, nor may such workers be intoxicated, or under the influence of alcohol or drugs, on the job. File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 C. If the City or the City's representative notifies the Contractor that any worker is incompetent, disorderly or disobedient, has knowingly or repeatedly violated safety regulations, has possessed any firearms, or has possessed or was under the influence of alcohol or drugs on the job, the Contractor shall immediately remove such worker from Contract services, and may not employ such worker again on Contract services without the City's prior written consent. Immigration: The Contractor represents and warrants that it shall comply with the requirements of the immigration Reform and Control Act of 1986 and 1990 regarding employment verification and retention of verification forms for any individuals hired on or after November 6, 1986, who will perform any labor or services under the Contract and the Illegal Immigration Reform and Immigrant Responsibility Act of 1996 ("IIRIRA) enacted on September 30, 1996. 11. COMPLIANCE WITH HEALTH, SAFETY, AND ENVIRONMENTAL REGULATIONS: The Contractor, it's Subcontractors, and their respective employees, shall comply fully with all applicable federal, state, and local health, safety, and environmental laws, ordinances, rules and regulations in the performance of the services, including but not limited to those promulgated by the City and by the Occupational Safety and Health Administration (OSHA). In case of conflict, the most stringent safety requirement shall govern. The Contractor shall indemnify and hold the City harmless from and against all claims, demands, suits, actions, judgments, fines, penalties and liability of every kind arising from the breach of the Contractor's obligations under this paragraph. Environmental Protection: The Respondent shall be in compliance with all applicable standards, orders, or regulations issued pursuant to the mandates of the Clean Air Act (42 U.S.C. §7401 et seq.) and the Federal Water Pollution Control Act, as amended, (33 U.S.C. § 1251 et seq.). 12. INVOICES: A. The Contractor shall submit separate invoices in duplicate on each purchase order or purchase release after each delivery. If partial shipments or deliveries are authorized by the City, a separate invoice must be sent for each shipment or delivery made. B. Proper Invoices must include a unique invoice number, the purchase order or delivery order number and the master agreement number if applicable, the Department's Name, and the name of the point of contact for the Department. Invoices shall be itemized and transportation charges, if any, shall be listed separately. A copy of the bill of lading and the freight waybill, when applicable, shall be attached to the invoice. The Contractor's name, remittance address and, if applicable, the tax identification number on the invoice must exactly match the information in the Vendor's registration with the City. Unless otherwise instructed in writing, the City may rely on the remittance address specified on the Contractor's invoice. C. Invoices for labor shall include a copy of all time -sheets with trade labor rate and deliverables order number clearly identified. Invoices shall also include a tabulation of work -hours at the appropriate rates and grouped by work order number. Time billed for labor shall be limited to hours actually worked at the work site. D. Unless otherwise expressly authorized in the Contract, the Contractor shall pass through all Subcontract and other authorized expenses at actual cost without markup. E. Federal excise taxes, State taxes, or City sales taxes must not be included in the invoiced amount. The City will furnish a tax exemption certificate upon request. File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 13. PAYMENT: A. All proper invoices need to be sent to Accounts Payable. Approved invoices will be paid within thirty (30) calendar days of the City's receipt of the deliverables or of the invoice being received in Accounts Payable, whichever is later. B. If payment is not timely made, (per paragraph A); interest shall accrue on the unpaid balance at the lesser of the rate specified in Texas Government Code Section 2251.025 or the maximum lawful rate; except, if payment is not timely made for a reason for which the City may withhold payment hereunder, interest shall not accrue until ten (10) calendar days after the grounds for withholding payment have been resolved. C. If partial shipments or deliveries are authorized by the City, the Contractor will be paid for the partial shipment or delivery, as stated above, provided that the invoice matches the shipment or delivery. D. The City may withhold or set off the entire payment or part of any payment otherwise due the Contractor to such extent as may be necessary on account of: i. delivery of defective or non -conforming deliverables by the Contractor; ii. third party claims, which are not covered by the insurance which the Contractor is required to provide, are filed or reasonable evidence indicating probable filing of such claims; iii. failure of the Contractor to pay Subcontractors, or for labor, materials or equipment; iv. damage to the property of the City or the City's agents, employees or contractors, which is not covered by insurance required to be provided by the Contractor; v. reasonable evidence that the Contractor's obligations will not be completed within the time specified in the Contract, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay, vi. failure of the Contractor to submit proper invoices with purchase order number, with all required attachments and supporting documentation, or vii. failure of the Contractor to comply with any material provision of the Contract Documents. E. Notice is hereby given that any awarded firm who is in arrears to the City of Denton for delinquent taxes, the City may offset indebtedness owed the City through payment withholding. F. Payment will be made by check unless the parties mutually agree to payment by credit card or electronic transfer of funds. The Contractor agrees that there shall be no additional charges, surcharges, or penalties to the City for payments made by credit card or electronic funds transfer. G. The awarding or continuation of this contract is dependent upon the availability of funding. The City's payment obligations are payable only and solely from funds Appropriated and available for this contract. The absence of Appropriated or other lawfully available funds shall render the Contract null and void to the extent funds are not Appropriated or available and any deliverables delivered but unpaid shall be returned to the Contractor. The City shall provide the Contractor written notice of the failure of the City to make an adequate Appropriation for any fiscal year to pay the amounts due under the Contract, or the reduction of any Appropriation to an amount insufficient to permit the City to pay its obligations under the Contract. In the event of none or inadequate appropriation of funds, there will be no penalty nor removal fees charged to the City. 14. TRAVEL EXPENSES: All travel, lodging and per diem expenses in connection with the Contract shall be paid by the Contractor, unless otherwise stated in the contract terms. During the term of this contract, the contractor shall bill and the City shall reimburse contractor for all reasonable and approved out of pocket expenses which are incurred in the connection with the performance of duties hereunder. Notwithstanding the foregoing, expenses for the time spent by the contractor in traveling to and from City facilities shall not be reimbursed, unless otherwise negotiated. File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 15. FINAL PAYMENT AND CLOSE-OUT: A. If a DBE/MBE/WBE Program Plan is agreed to and the Contractor has identified Subcontractors, the Contractor is required to submit a Contract Close -Out MBE/WBE Compliance Report to the Purchasing Manager no later than the 15th calendar day after completion of all work under the contract. Final payment, retainage, or both may be withheld if the Contractor is not in compliance with the requirements as accepted by the City. B. The making and acceptance of final payment will constitute: i. a waiver of all claims by the City against the Contractor, except claims (1) which have been previously asserted in writing and not yet settled, (2) arising from defective work appearing after final inspection, (3) arising from failure of the Contractor to comply with the Contract or the terms of any warranty specified herein, (4) arising from the Contractor's continuing obligations under the Contract, including but not limited to indemnity and warranty obligations, or (5) arising under the City's right to audit; and ii. a waiver of all claims by the Contractor against the City other than those previously asserted in writing and not yet settled. 16. SPECIAL TOOLS & TEST EQUIPMENT: If the price stated on the Offer includes the cost of any special tooling or special test equipment fabricated or required by the Contractor for the purpose of filling this order, such special tooling equipment and any process sheets related thereto shall become the property of the City and shall be identified by the Contractor as such. 17. RIGHT TO AUDIT: A. The City shall have the right to audit and make copies of the books, records and computations pertaining to the Contract. The Contractor shall retain such books, records, documents and other evidence pertaining to the Contract period and five years thereafter, except if an audit is in progress or audit findings are yet unresolved, in which case records shall be kept until all audit tasks are completed and resolved. These books, records, documents and other evidence shall be available, within ten (10) business days of written request. Further, the Contractor shall also require all Subcontractors, material suppliers, and other payees to retain all books, records, documents and other evidence pertaining to the Contract, and to allow the City similar access to those documents. All books and records will be made available within a 50 mile radius of the City of Denton. The cost of the audit will be borne by the City unless the audit reveals an overpayment of 1 % or greater. If an overpayment of 1 % or greater occurs, the reasonable cost of the audit, including any travel costs, must be borne by the Contractor which must be payable within five (5) business days of receipt of an invoice. B. Failure to comply with the provisions of this section shall be a material breach of the Contract and shall constitute, in the City's sole discretion, grounds for termination thereof. Each of the terms "books", "records", "documents" and "other evidence", as used above, shall be construed to include drafts and electronic files, even if such drafts or electronic files are subsequently used to generate or prepare a final printed document. 18. SUBCONTRACTORS: A. If the Contractor identified Subcontractors in a DBE/MBE/WBE agreed to Plan, the Contractor shall comply with all requirements approved by the City. The Contractor shall not initially employ any Subcontractor except as provided in the Contractor's Plan. The Contractor shall not substitute any Subcontractor identified in the Plan, unless the substitute has been accepted by the City in writing. No acceptance by the City of any Subcontractor shall constitute a waiver of any rights or remedies of the City with respect to defective deliverables provided by a Subcontractor. If a Plan has been approved, the Contractor is additionally required to submit a monthly Subcontract Awards and Expenditures Report to the Procurement Manager, no later than the tenth calendar day of each month. File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 B. Work performed for the Contractor by a Subcontractor shall be pursuant to a written contract between the Contractor and Subcontractor. The terms of the subcontract may not conflict with the terms of the Contract, and shall contain provisions that: i. require that all deliverables to be provided by the Subcontractor be provided in strict accordance with the provisions, specifications and terms of the Contract; ii. prohibit the Subcontractor from further subcontracting any portion of the Contract without the prior written consent of the City and the Contractor. The City may require, as a condition to such further subcontracting, that the Subcontractor post a payment bond in form, substance and amount acceptable to the City; iii. require Subcontractors to submit all invoices and applications for payments, including any claims for additional payments, damages or otherwise, to the Contractor in sufficient time to enable the Contractor to include same with its invoice or application for payment to the City in accordance with the terms of the Contract; iv. require that all Subcontractors obtain and maintain, throughout the term of their contract, insurance in the type and amounts specified for the Contractor, with the City being a named insured as its interest shall appear; and v. require that the Subcontractor indemnify and hold the City harmless to the same extent as the Contractor is required to indemnify the City. C. The Contractor shall be fully responsible to the City for all acts and omissions of the Subcontractors just as the Contractor is responsible for the Contractor's own acts and omissions. Nothing in the Contract shall create for the benefit of any such Subcontractor any contractual relationship between the City and any such Subcontractor, nor shall it create any obligation on the part of the City to pay or to see to the payment of any moneys due any such Subcontractor except as may otherwise be required by law. D. The Contractor shall pay each Subcontractor its appropriate share of payments made to the Contractor not later than ten (10) calendar days after receipt of payment from the City. 19. WARRANTY -PRICE: A. The Contractor warrants the prices quoted in the Offer are no higher than the Contractor's current prices on orders by others for like deliverables under similar terms of purchase. B. The Contractor certifies that the prices in the Offer have been arrived at independently without consultation, communication, or agreement for the purpose of restricting competition, as to any matter relating to such fees with any other firm or with any competitor. C. In addition to any other remedy available, the City may deduct from any amounts owed to the Contractor, or otherwise recover, any amounts paid for items in excess of the Contractor's current prices on orders by others for like deliverables under similar terms of purchase. 20. WARRANTY — TITLE: The Contractor warrants that it has good and indefeasible title to all deliverables furnished under the Contract, and that the deliverables are free and clear of all liens, claims, security interests and encumbrances. The Contractor- shall indemnify and hold the City harmless from and against all adverse title claims to the deliverables. 21. WARRANTY — DELIVERABLES: The Contractor warrants and represents that all deliverables sold the City under the Contract shall be free from defects in design, workmanship or manufacture, and conform in all material respects to the specifications, drawings, and descriptions in the Solicitation, to any samples furnished by the Contractor, to the terms, covenants and conditions of the Contract, and to all applicable State, Federal or local laws, rules, and regulations, and industry codes and standards. Unless otherwise stated in the Solicitation, the deliverables shall be new or recycled merchandise, and not used or reconditioned. File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 A. Recycled deliverables shall be clearly identified as such. B. The Contractor may not limit, exclude or disclaim the foregoing warranty or any warranty implied by law; and any attempt to do so shall be without force or effect. C. Unless otherwise specified in the Contract, the warranty period shall be at least one year from the date of acceptance of the deliverables or from the date of acceptance of any replacement deliverables. If during the warranty period, one or more of the above warranties are breached, the Contractor shall promptly upon receipt of demand either repair the non -conforming deliverables, or replace the non -conforming deliverables with fully conforming deliverables, at the City's option and at no additional cost to the City. All costs incidental to such repair or replacement, including but not limited to, any packaging and shipping costs shall be borne exclusively by the Contractor. The City shall endeavor to give the Contractor written notice of the breach of warranty within thirty (30) calendar days of discovery of the breach of warranty, but failure to give timely notice shall not impair the City's rights under this section. D. If the Contractor is unable or unwilling to repair or replace defective or non -conforming deliverables as required by the City, then in addition to any other available remedy, the City may reduce the quantity of deliverables it may be required to purchase under the Contract from the Contractor, and purchase conforming deliverables from other sources. In such event, the Contractor shall pay to the City upon demand the increased cost, if any, incurred by the City to procure such deliverables from another source. E. If the Contractor is not the manufacturer, and the deliverables are covered by a separate manufacturer's warranty, the Contractor shall transfer and assign such manufacturer's warranty to the City. If for any reason the manufacturer's warranty cannot be fully transferred to the City, the Contractor shall assist and cooperate with the City to the fullest extent to enforce such manufacturer's warranty for the benefit of the City. 22. WARRANTY — SERVICES: The Contractor warrants and represents that all services to be provided the City under the Contract will be fully and timely performed in a good and workmanlike manner in accordance with generally accepted industry standards and practices, the terms, conditions, and covenants of the Contract, and all applicable Federal, State and local laws, rules or regulations. A. The Contractor may not limit, exclude or disclaim the foregoing warranty or any warranty implied by law, and any attempt to do so shall be without force or effect. B. Unless otherwise specified in the Contract, the warranty period shall be at least one year from the Acceptance Date. If during the warranty period, one or more of the above warranties are breached, the Contractor shall promptly upon receipt of demand perform the services again in accordance with above standard at no additional cost to the City. All costs incidental to such additional performance shall be borne by the Contractor. The City shall endeavor to give the Contractor written notice of the breach of warranty within thirty (30) calendar days of discovery of the breach warranty, but failure to give timely notice shall not impair the City's rights under this section. C. If the Contractor is unable or unwilling to perform its services in accordance with the above standard as required by the City, then in addition to any other available remedy, the City may reduce the amount of services it may be required to purchase under the Contract from the Contractor, and purchase conforming services from other sources. In such event, the Contractor shall pay to the City upon demand the increased cost, if any, incurred by the City to procure such services from another source. File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 23. ACCEPTANCE OF INCOMPLETE OR NON -CONFORMING DELIVERABLES: If, instead of requiring immediate correction or removal and replacement of defective or non- conforming deliverables, the City prefers to accept it, the City may do so. The Contractor shall pay all claims, costs, losses and damages attributable to the City's evaluation of and determination to accept such defective or non -conforming deliverables. If any such acceptance occurs prior to final payment, the City may deduct such amounts as are necessary to compensate the City for the diminished value of the defective or non -conforming deliverables. If the acceptance occurs after final payment, such amount will be refunded to the City by the Contractor. 24. RIGHT TO ASSURANCE: Whenever one party to the Contract in good faith has reason to question the other party's intent to perform, demand may be made to the other party for written assurance of the intent to perform. In the event that no assurance is given within the time specified after demand is made, the demanding party may treat this failure as an anticipatory repudiation of the Contract. 25. STOP WORK NOTICE: The City may issue an immediate Stop Work Notice in the event the Contractor is observed performing in a manner that is in violation of Federal, State, or local guidelines, or in a manner that is determined by the City to be unsafe to either life or property. Upon notification, the Contractor will cease all work until notified by the City that the violation or unsafe condition has been corrected. The Contractor shall be liable for all costs incurred by the City as a result of the issuance of such Stop Work Notice. 26. DEFAULT: The Contractor shall be in default under the Contract if the Contractor (a) fails to fully, timely and faithfully perform any of its material obligations under the Contract, (b) fails to provide adequate assurance of performance under Paragraph 24, (c) becomes insolvent or seeks relief under the bankruptcy laws of the United States or (d) makes a material misrepresentation in Contractor's Offer, or in any report or deliverable required to be submitted by the Contractor to the City. 27. TERMINATION FOR CAUSE: In the event of a default by the Contractor, the City shall have the right to terminate the Contract for cause, by written notice effective ten (10) calendar days, unless otherwise specified, after the date of such notice, unless the Contractor, within such ten (10) day period, cures such default, or provides evidence sufficient to prove to the City's reasonable satisfaction that such default does not, in fact, exist. In addition to any other remedy available under law or in equity, the City shall be entitled to recover all actual damages, costs, losses and expenses, incurred by the City as a result of the Contractor's default, including, without limitation, cost of cover, reasonable attorneys' fees, court costs, and prejudgment and post- judgment interest at the maximum lawful rate. Additionally, in the event of a default by the Contractor, the City may remove the Contractor from the City's vendor list for three (3) years and any Offer submitted by the Contractor may be disqualified for up to three (3) years. All rights and remedies under the Contract are cumulative and are not exclusive of any other right or remedy provided by law. 28. TERMINATION WITHOUT CAUSE: The City shall have the right to terminate the Contract, in whole or in part, without cause any time upon thirty (30) calendar days' prior written notice. Upon receipt of a notice of termination, the Contractor shall promptly cease all further work pursuant to the Contract, with such exceptions, if any, specified in the notice of termination. The City shall pay the Contractor, to the extent of funds Appropriated or otherwise legally available for such purposes, for all goods delivered and services performed and obligations incurred prior to the date of termination in accordance with the terms hereof. 29. FRAUD: Fraudulent statements by the Contractor on any Offer or in any report or deliverable required to be submitted by the Contractor to the City shall be grounds for the termination of the Contract for cause by the City and may result in legal action. File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 30. DELAYS: A. The City may delay scheduled delivery or other due dates by written notice to the Contractor if the City deems it is in its best interest. If such delay causes an increase in the cost of the work under the Contract, the City and the Contractor shall negotiate an equitable adjustment for costs incurred by the Contractor in the Contract price and execute an amendment to the Contract. The Contractor must assert its right to an adjustment within thirty (30) calendar days from the date of receipt of the notice of delay. Failure to agree on any adjusted price shall be handled under the Dispute Resolution process specified in paragraph 49. However, nothing in this provision shall excuse the Contractor from delaying the delivery as notified. B. Neither party shall be liable for any default or delay in the performance of its obligations under this Contract if, while and to the extent such default or delay is caused by acts of God, fire, riots, civil commotion, labor disruptions, sabotage, sovereign conduct, or any other cause beyond the reasonable control of such Party. In the event of default or delay in contract performance due to any of the foregoing causes, then the time for completion of the services will be extended; provided, however, in such an event, a conference will be held within three (3) business days to establish a mutually agreeable period of time reasonably necessary to overcome the effect of such failure to perform. 31. INDEMNITY: A. Definitions: i. "Indemnified Claims" shall include any and all claims, demands, suits, causes of action, judgments and liability of every character, type or description, including all reasonable costs and expenses of litigation, mediation or other alternate dispute resolution mechanism, including attorney and other professional fees for: (1) damage to or loss of the property of any person (including, but not limited to the City, the Contractor, their respective agents, officers, employees and subcontractors; the officers, agents, and employees of such subcontractors; and third parties); and/or (2) death, bodily injury, illness, disease, worker's compensation, loss of services, or loss of income or wages to any person (including but not limited to the agents, officers and employees of the City, the Contractor, the Contractor's subcontractors, and third parties), ii. "Fault" shall include the sale of defective or non- conforming deliverables, negligence, willful misconduct or a breach of any legally imposed strict liability standard. B. THE CONTRACTOR SHALL DEFEND (AT THE OPTION OF THE CITY), INDEMNIFY, AND HOLD THE CITY, ITS SUCCESSORS, ASSIGNS, OFFICERS, EMPLOYEES AND ELECTED OFFICIALS HARMLESS FROM AND AGAINST ALL INDEMNIFIED CLAIMS DIRECTLY ARISING OUT OF, INCIDENT TO, CONCERNING OR RESULTING FROM THE FAULT OF THE CONTRACTOR, OR THE CONTRACTOR'S AGENTS, EMPLOYEES OR SUBCONTRACTORS, IN THE PERFORMANCE OF THE CONTRACTOR'S OBLIGATIONS UNDER THE CONTRACT. NOTHING HEREIN SHALL BE DEEMED TO LIMIT THE RIGHTS OF THE CITY OR THE CONTRACTOR (INCLUDING, BUT NOT LIMITED TO, THE RIGHT TO SEEK CONTRIBUTION) AGAINST ANY THIRD PARTY WHO MAY BE LIABLE FOR AN INDEMNIFIED CLAIM. 32. INSURANCE: The following insurance requirements are applicable, in addition to the specific insurance requirements detailed in Appendix A for services only. The successful firm shall procure and maintain insurance of the types and in the minimum amounts acceptable to the City of Denton. The insurance shall be written by a company licensed to do business in the State of Texas and satisfactory to the City of Denton. File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 A. General Requirements: i. The Contractor shall at a minimum carry insurance in the types and amounts indicated and agreed to, as submitted to the City and approved by the City within the procurement process, for the duration of the Contract, including extension options and hold over periods, and during any warranty period. ii. The Contractor shall provide Certificates of Insurance with the coverage's and endorsements required to the City as verification of coverage prior to contract execution and within fourteen (14) calendar days after written request from the City. Failure to provide the required Certificate of Insurance may subject the Offer to disqualification from consideration for award. The Contractor must also forward a Certificate of Insurance to the City whenever a previously identified policy period has expired, or an extension option or hold over period is exercised, as verification of continuing coverage. iii. The Contractor shall not commence work until the required insurance is obtained and until such insurance has been reviewed by the City. Approval of insurance by the City shall not relieve or decrease the liability of the Contractor hereunder and shall not be construed to be a limitation of liability on the part of the Contractor. iv. The Contractor must submit certificates of insurance to the City for all subcontractors prior to the subcontractors commencing work on the project. v. The Contractor's and all subcontractors' insurance coverage shall be written by companies licensed to do business in the State of Texas at the time the policies are issued and shall be written by companies with A.M. Best ratings of A- VII or better. The City will accept workers' compensation coverage written by the Texas Workers' Compensation Insurance Fund. vi. All endorsements naming the City as additional insured, waivers, and notices of cancellation endorsements as well as the Certificate of Insurance shall contain the solicitation number and the following information: City of Denton Materials Management Department 901 B Texas Street Denton, Texas 76209 vii. The "other" insurance clause shall not apply to the City where the City is an additional insured shown on any policy. It is intended that policies required in the Contract, covering both the City and the Contractor, shall be considered primary coverage as applicable. viii. If insurance policies are not written for amounts agreed to with the City, the Contractor shall carry Umbrella or Excess Liability Insurance for any differences in amounts specified. If Excess Liability Insurance is provided, it shall follow the form of the primary coverage. ix. The City shall be entitled, upon request, at an agreed upon location, and without expense, to review certified copies of policies and endorsements thereto and may make any reasonable requests for deletion or revision or modification of particular policy terms, conditions, limitations, or exclusions except where policy provisions are established by law or regulations binding upon either of the parties hereto or the underwriter on any such policies. x. The City reserves the right to review the insurance requirements set forth during the effective period of the Contract and to make reasonable adjustments to insurance coverage, limits, and exclusions when deemed necessary and prudent by the City based upon changes in statutory law, court decisions, the claims history of the industry or financial condition of the insurance company as well as the Contractor. File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 xi. The Contractor shall not cause any insurance to be canceled nor permit any insurance to lapse during the term of the Contract or as required in the Contract. xii. The Contractor shall be responsible for premiums, deductibles and self-insured retentions, if any, stated in policies. All deductibles or self-insured retentions shall be disclosed on the Certificate of Insurance. xiii. The Contractor shall endeavor to provide the City thirty (30) calendar days' written notice of erosion of the aggregate limits below occurrence limits for all applicable coverage's indicated within the Contract. xiv. The insurance coverage's specified in within the solicitation and requirements are required minimums and are not intended to limit the responsibility or liability of the Contractor. B. Specific Coverage Requirements: Specific insurance requirements are contained in the solicitation instrument. 33. CLAIMS: If any claim, demand, suit, or other action is asserted against the Contractor which arises under or concerns the Contract, or which could have a material adverse effect on the Contractor's ability to perform thereunder, the Contractor shall give written notice thereof to the City within ten (10) calendar days after receipt of notice by the Contractor. Such notice to the City shall state the date of notification of any such claim, demand, suit, or other action; the names and addresses of the claimant(s); the basis thereof; and the name of each person against whom such claim is being asserted. Such notice shall be delivered personally or by mail and shall be sent to the City and to the Denton City Attorney. Personal delivery to the City Attorney shall be to City Hall, 215 East McKinney Street, Denton, Texas 76201. 34. NOTICES: Unless otherwise specified, all notices, requests, or other communications required or appropriate to be given under the Contract shall be in writing and shall be deemed delivered three (3) business days after postmarked if sent by U.S. Postal Service Certified or Registered Mail, Return Receipt Requested. Notices delivered by other means shall be deemed delivered upon receipt by the addressee. Routine communications may be made by first class mail, telefax, or other commercially accepted means. Notices to the Contractor shall be sent to the address specified in the Contractor's Offer, or at such other address as a party may notify the other in writing. Notices to the City shall be addressed to the City at 901 B Texas Street, Denton, Texas 76209 and marked to the attention of the Purchasing Manager. 35. RIGHTS TO BID, PROPOSAL AND CONTRACTUAL MATERIAL: All material submitted by the Contractor to the City shall become property of the City upon receipt. Any portions of such material claimed by the Contractor to be proprietary must be clearly marked as such. Determination of the public nature of the material is subject to the Texas Public Tnformation Act, Chapter 552, and Texas Government Code. 36. NO WARRANTY BY CITY AGAINST INFRINGEMENTS: The Contractor represents and warrants to the City that: (i) the Contractor shall provide the City good and indefeasible title to the deliverables and (ii) the deliverables supplied by the Contractor in accordance with the specifications in the Contract will not infringe, directly or contributorily, any patent, trademark, copyright, trade secret, or any other intellectual property right of any kind of any third party; that no claims have been made by any person or entity with respect to the ownership or operation of the deliverables and the Contractor does not know of any valid basis for any such claims. The Contractor shall, at its sole expense, defend, indemnify, and hold the City harmless from and against all liability, damages, and costs (including court costs and reasonable fees of attorneys and other professionals) arising out of or resulting from: (i) any claim that the City's exercise anywhere in the world of the rights associated with the City's' ownership, and if applicable, license rights, and its use of the deliverables infringes the intellectual property rights of any third party; or (ii) File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 the Contractor's breach of any of Contractor's representations or warranties stated in this Contract. In the event of any such claim, the City shall have the right to monitor such claim or at its option engage its own separate counsel to act as co -counsel on the City's behalf. Further, Contractor agrees that the City's specifications regarding the deliverables shall in no way diminish Contractor's warranties or obligations under this paragraph and the City makes no warranty that the production, development, or delivery of such deliverables will not impact such warranties of Contractor. 37. CONFIDENTIALITY: In order to provide the deliverables to the City, Contractor may require access to certain of the City's and/or its licensors' confidential information (including inventions, employee information, trade secrets, confidential know-how, confidential business information, and other information which the City or its licensors consider confidential) (collectively, "Confidential Information"). Contractor acknowledges and agrees that the Confidential Information is the valuable property of the City and/or its licensors and any unauthorized use, disclosure, dissemination, or other release of the Confidential Information will substantially injure the City and/or its licensors. The Contractor (including its employees, subcontractors, agents, or representatives) agrees that it will maintain the Confidential Information in strict confidence and shall not disclose, disseminate, copy, divulge, recreate, or otherwise use the Confidential Information without the prior written consent of the City or in a manner not expressly permitted under this Agreement, unless the Confidential Information is required to be disclosed by law or an order of any court or other governmental authority with proper jurisdiction, provided the Contractor promptly notifies the City before disclosing such information so as to permit the City reasonable time to seek an appropriate protective order. The Contractor agrees to use protective measures no less stringent than the Contractor uses within its own business to protect its own most valuable information, which protective measures shall under all circumstances be at least reasonable measures to ensure the continued confidentiality of the Confidential Information. 38. OWNERSHIP AND USE OF DELIVERABLES: The City shall own all rights, titles, and interests throughout the world in and to the deliverables. A. Patents. As to any patentable subject matter contained in the deliverables, the Contractor agrees to disclose such patentable subject matter to the City. Further, if requested by the City, the Contractor agrees to assign and, if necessary, cause each of its employees to assign the entire right, title, and interest to specific inventions under such patentable subject matter to the City and to execute, acknowledge, and deliver and, if necessary, cause each of its employees to execute, acknowledge, and deliver an assignment of letters patent, in a form to be reasonably approved by the City, to the City upon request by the City. B. Copyrights. As to any deliverables containing copyrightable subject matter, the Contractor agrees that upon their creation, such deliverables shall be considered as work made -for -hire by the Contractor for the City and the City shall own all copyrights in and to such deliverables, provided however, that nothing in this Paragraph 38 shall negate the City's sole or joint ownership of any such deliverables arising by virtue of the City's sole or joint authorship of such deliverables. Should by operation of law, such deliverables not be considered works made -for -hire, the Contractor hereby assigns to the City (and agrees to cause each of its employees providing services to the City hereunder to execute, acknowledge, and deliver an assignment to the City of) all worldwide right, title, and interest in and to such deliverables. With respect to such work made - for -hire, the Contractor agrees to execute, acknowledge, and deliver and cause each of its employees providing services to the City hereunder to execute, acknowledge, and deliver a work - made -for -hire agreement in a form to be reasonably approved by the City, to the City upon delivery of such deliverables to the City or at such other time as the City may request. File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 C. Additional Assignments. The Contractor further agrees to, and if applicable, cause each of its employees to, execute, acknowledge, and deliver all applications, specifications, oaths, assignments, and all other instruments which the City might reasonably deem necessary in order to apply for and obtain copyright protection, mask work registration, trademark registration and/or protection, letters patent, or any similar rights in any and all countries and in order to assign and convey to the City, its successors, assigns and nominees, the sole and exclusive right, title, and interest in and to the deliverables. The Contractor's obligations to execute, acknowledge, and deliver (or cause to be executed, acknowledged, and delivered) instruments or papers such as those described in this Paragraph 38 a., b., and c. shall continue after the termination of this Contract with respect to such deliverables. In the event the City should not seek to obtain copyright protection, mask work registration or patent protection for any of the deliverables, but should desire to keep the same secret, the Contractor agrees to treat the same as Confidential Information under the terms of Paragraph 37 above. 39. PUBLICATIONS: All published material and written reports submitted under the Contract must be originally developed material unless otherwise specifically provided in the Contract. When material not originally developed is included in a report in any form, the source shall be identified. 40. ADVERTISING: The Contractor shall not advertise or publish, without the City's prior consent, the fact that the City has entered into the Contract, except to the extent required by law. 41. NO CONTINGENT FEES: The Contractor warrants that no person or selling agency has been employed or retained to solicit or secure the Contract upon any agreement or understanding for commission, percentage, brokerage, or contingent fee, excepting bona fide employees of bona fide established commercial or selling agencies maintained by the Contractor for the purpose of securing business. For breach or violation of this warranty, the City shall have the right, in addition to any other remedy available, to cancel the Contract without liability and to deduct from any amounts owed to the Contractor, or otherwise recover, the full amount of such commission, percentage, brokerage or contingent fee. 42. GRATUITIES: The City may, by written notice to the Contractor, cancel the Contract without liability if it is determined by the City that gratuities were offered or given by the Contractor or any agent or representative of the Contractor to any officer or employee of the City of Denton with a view toward securing the Contract or securing favorable treatment with respect to the awarding or amending or the making of any determinations with respect to the performing of such contract. In the event the Contract is canceled by the City pursuant to this provision, the City shall be entitled, in addition to any other rights and remedies, to recover or withhold the amount of the cost incurred by the Contractor in providing such gratuities. 43. PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS: No officer, employee, independent consultant, or elected official of the City who is involved in the development, evaluation, or decision-making process of the performance of any solicitation shall have a financial interest, direct or indirect, in the Contract resulting from that solicitation. Any willful violation of this section shall constitute impropriety in office, and any officer or employee guilty thereof shall be subject to disciplinary action up to and including dismissal. Any violation of this provision, with the knowledge, expressed or implied, of the Contractor shall render the Contract voidable by the City. The Contractor shall complete and submit the City's Conflict of Interest Questionnaire. File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 44. INDEPENDENT CONTRACTOR: The Contract shall not be construed as creating an employer/employee relationship, a partnership, or a joint venture. The Contractor's services shall be those of an independent contractor. The Contractor agrees and understands that the Contract does not grant any rights or privileges established for employees of the City of Denton, Texas for the purposes of income tax, withholding, social security taxes, vacation or sick leave benefits, worker's compensation, or any other City employee benefit. The City shall not have supervision and control of the Contractor or any employee of the Contractor, and it is expressly understood that Contractor shall perform the services hereunder according to the attached specifications at the general direction of the City Manager of the City of Denton, Texas, or his designee under this agreement. The contractor is expressly free to advertise and perform services for other parties while performing services for the City. 45. ASSIGNMENT -DELEGATION: The Contract shall be binding upon and ensure to the benefit of the City and the Contractor and their respective successors and assigns, provided however, that no right or interest in the Contract shall be assigned and no obligation shall be delegated by the Contractor without the prior written consent of the City. Any attempted assignment or delegation by the Contractor shall be void unless made in conformity with this paragraph. The Contract is not intended to confer rights or benefits on any person, firm or entity not a party hereto; it being the intention of the parties that there are no third party beneficiaries to the Contract. 46. WAIVER: No claim or right arising out of a breach of the Contract can be discharged in whole or in part by a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by consideration and is in writing signed by the aggrieved party. No waiver by either the Contractor or the City of any one or more events of default by the other party shall operate as, or be construed to be, a permanent waiver of any rights or obligations under the Contract, or an express or implied acceptance of any other existing or future default or defaults, whether of a similar or different character. 47. MODIFICATIONS: The Contract can be modified or amended only by a writing signed by both parties. No pre-printed or similar terms on any the Contractor invoice, order or other document shall have any force or effect to change the terms, covenants, and conditions of the Contract. 48. INTERPRETATION: The Contract is intended by the parties as a final, complete and exclusive statement of the terms of their agreement. No course of prior dealing between the parties or course of performance or usage of the trade shall be relevant to supplement or explain any term used in the Contract. Although the Contract may have been substantially drafted by one party, it is the intent of the parties that all provisions be construed in a manner to be fair to both parties, reading no provisions more strictly against one party or the other. Whenever a term defined by the Uniform Commercial Code, as enacted by the State of Texas, is used in the Contract, the UCC definition shall control, unless otherwise defined in the Contract. 49. DISPUTE RESOLUTION: A. If a dispute arises out of or relates to the Contract, or the breach thereof, the parties agree to negotiate prior to prosecuting a suit for damages. However, this section does not prohibit the filing of a lawsuit to toll the running of a statute of limitations or to seek injunctive relief. Either party may make a written request for a meeting between representatives of each party within fourteen File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 (14) calendar days after receipt of the request or such later period as agreed by the parties. Each party shall include, at a minimum, one (1) senior level individual with decision-making authority regarding the dispute. The purpose of this and any subsequent meeting is to attempt in good faith to negotiate a resolution of the dispute. If, within thirty (30) calendar days after such meeting, the parties have not succeeded in negotiating a resolution of the dispute, they will proceed directly to mediation as described below. Negotiation may be waived by a written agreement signed by both parties, in which event the parties may proceed directly to mediation as described below. B. If the efforts to resolve the dispute through negotiation fail, or the parties waive the negotiation process, the parties may select, within thirty (30) calendar days, a mediator trained in mediation skills to assist with resolution of the dispute. Should they choose this option; the City and the Contractor agree to act in good faith in the selection of the mediator and to give consideration to qualified individuals nominated to act as mediator. Nothing in the Contract prevents the parties from relying on the skills of a person who is trained in the subject matter of the dispute or a contract interpretation expert. If the parties fail to agree on a mediator within thirty (30) calendar days of initiation of the mediation process, the mediator shall be selected by the Denton County Alternative Dispute Resolution Program (DCAP). The parties agree to participate in mediation in good faith for up to thirty (30) calendar days from the date of the first mediation session. The City and the Contractor will share the mediator's fees equally and the parties will bear their own costs of participation such as fees for any consultants or attorneys they may utilize to represent them or otherwise assist them in the mediation. 50. JURISDICTION AND VENUE: The Contract is made under and shall be governed by the laws of the State of Texas, including, when applicable, the Uniform Commercial Code as adopted in Texas, V.T.C.A., Bus. & Comm. Code, Chapter 1, excluding any rule or principle that would refer to and apply the substantive law of another state or jurisdiction. All issues arising from this Contract shall be resolved in the courts of Denton County, Texas and the parties agree to submit to the exclusive personal jurisdiction of such courts. The foregoing, however, shall not be construed or interpreted to limit or restrict the right or ability of the City to seek and secure injunctive relief from any competent authority as contemplated herein. 51. INVALIDITY: The invalidity, illegality, or unenforceability of any provision of the Contract shall in no way affect the validity or enforceability of any other portion or provision of the Contract. Any void provision shall be deemed severed from the Contract and the balance of the Contract shall be construed and enforced as if the Contract did not contain the particular portion or provision held to be void. The parties further agree to reform the Contract to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. The provisions of this section shall not prevent this entire Contract from being void should a provision which is the essence of the Contract be determined to be void. 52. HOLIDAYS: The following holidays are observed by the City: New Year's Day (observed) MLK Day Memorial Day 4th of July Labor Day Thanksgiving Day Day After Thanksgiving Christmas Eve (observed) Christmas Day (observed) New Year's Day (observed) File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 If a Legal Holiday falls on Saturday, it will be observed on the preceding Friday. If a Legal Holiday falls on Sunday, it will be observed on the following Monday. Normal hours of operation shall be between 8:00 am and 4:00 pm, Monday through Friday, excluding City of Denton Holidays. Any scheduled deliveries or work performance not within the normal hours of operation must be approved by the City Manager of Denton, Texas or his authorized designee. 53. SURVIVABILITY OF OBLIGATIONS: All provisions of the Contract that impose continuing obligations on the parties, including but not limited to the warranty, indemnity, and confidentiality obligations of the parties, shall survive the expiration or termination of the Contract. 54. NON -SUSPENSION OR DEBARMENT CERTIFICATION: The City of Denton is prohibited from contracting with or making prime or sub -awards to parties that are suspended or debarred or whose principals are suspended or debarred from Federal, State, or City of Denton Contracts. By accepting a Contract with the City, the Vendor certifies that its firm and its principals are not currently suspended or debarred from doing business with the Federal Government, as indicated by the General Services Administration List of Parties Excluded from Federal Procurement and Non -Procurement Programs, the State of Texas, or the City of Denton. 55. EQUAL OPPORTUNITY A. Equal Employment Opportunity: No Offeror, or Offeror's agent, shall engage in any discriminatory employment practice. No person shall, on the grounds of race, sex, 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 RFQ. B. Americans with Disabilities Act (ADA) Compliance: No Offeror, or Offeror's agent, shall engage in any discriminatory employment practice against individuals with disabilities as defined in the ADA. 56. BUY AMERICAN ACT -SUPPLIES (Applicable to certain federally funded requirements) The following federally funded requirements are applicable. A. Definitions. As used in this paragraph — i. "Component" means an article, material, or supply incorporated directly into an end product. ii. "Cost of components" means - (1) For components purchased by the Contractor, the acquisition cost, including transportation costs to the place of incorporation into the end product (whether or not such costs are paid to a domestic firm), and any applicable duty (whether or not a duty-free entry certificate is issued); or (2) For components manufactured by the Contractor, all costs associated with the manufacture of the component, including transportation costs as described in paragraph (1) of this definition, plus allocable overhead costs, but excluding profit. Cost of components does not include any costs associated with the manufacture of the end product. in. "Domestic end product" means - (1) An unmanufactured end product mined or produced in the United States; or (2) An end product manufactured in the United States, if the cost of its components mined, produced, or manufactured in the United States exceeds 50 percent of the cost of all its components. Components of foreign origin of the same class or kind as those that the agency determines are not mined, produced, or manufactured in sufficient and reasonably available commercial quantities of a satisfactory quality are treated as domestic. Scrap generated, collected, and prepared for processing in the United States is considered domestic. iv. "End product" means those articles, materials, and supplies to be acquired under the contract for public use. File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 v. "Foreign end product" means an end product other than a domestic end product. vi. "United States" means the 50 States, the District of Columbia, and outlying areas. B. The Buy American Act (41 U.S.C. IOa - IOd) provides a preference for domestic end products for supplies acquired for use in the United States. C. The City does not maintain a list of foreign articles that will be treated as domestic for this Contract; but will consider for approval foreign articles as domestic for this product if the articles are on a list approved by another Governmental Agency. The Offeror shall submit documentation with their Offer demonstrating that the article is on an approved Governmental list. D. The Contractor shall deliver only domestic end products except to the extent that it specified delivery of foreign end products in the provision of the Solicitation entitled "Buy American Act Certificate". 57. RIGHT TO INFORMATION: The City of Denton reserves the right to use any and all information presented in any response to this contract, whether amended or not, except as prohibited by law. Selection of rejection of the submittal does not affect this right. 58. LICENSE FEES OR TAXES: Provided the solicitation requires an awarded contractor or supplier to be licensed by the State of Texas, any and all fees and taxes are the responsibility of the respondent. 59. PREVAILING WAGE RATES: The contractor shall comply with prevailing wage rates as defined by the United States Department of Labor Davis -Bacon Wage Determination at ttp://,A7.dol.gov/ d/contracts/d ra.htm and at the Wage Determinations website www.wdol.gov for Denton County, Texas (WD -2509). 60. COMPLIANCE WITH ALL STATE, FEDERAL, AND LOCAL LAWS: The contractor or supplier shall comply with all State, Federal, and Local laws and requirements. The Respondent must comply with all applicable laws at all times, including, without limitation, the following: (i) §36.02 of the Texas Penal Code, which prohibits bribery; (ii) §36.09 of the Texas Penal Code, which prohibits the offering or conferring of benefits to public servants. The Respondent shall give all notices and comply with all laws and regulations applicable to furnishing and performance of the Contract. 61. FEDERAL, STATE, AND LOCAL REQUIREMENTS: Respondent shall demonstrate on- site compliance with the Federal Tax Reform Act of 1986, Section 1706, amending Section 530 of the Revenue Act of 1978, dealing with issuance of Form W -2's to common law employees. Respondent is responsible for both federal and State unemployment insurance coverage and standard Workers' Compensation insurance coverage. Respondent shall ensure compliance with all federal and State tax laws and withholding requirements. The City of Denton shall not be liable to Respondent or its employees for any Unemployment or Workers' Compensation coverage, or federal or State withholding requirements. Contractor shall indemnify the City of Denton and shall pay all costs, penalties, or losses resulting from Respondent's omission or breach of this Section. 62. DRUG FREE WORKPLACE: The contractor shall comply with the applicable provisions of the Drug -Free Work Place Act of 1988 (Public Law 100-690, Title V, Subtitle D; 41 U.S.C. 701 ET SEQ.) and maintain a drug-free work environment; and the final rule, government -wide requirements for drug-free work place (grants), issued by the Office of Management and Budget and the Department of Defense (32 CFR Part 280, Subpart F) to implement the provisions of the Drug -Free Work Place Act of 1988 is incorporated by reference and the contractor shall comply with the relevant provisions thereof, including any amendments to the final rule that may hereafter be issued. 63. RESPONDENT LIABILITY FOR DAMAGE TO GOVERNMENT PROPERTY: The Respondent shall be liable for all damages to government-owned, leased, or occupied property and equipment caused by the Respondent and its employees, agents, subcontractors, and suppliers, File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 including any delivery or cartage company, in connection with any performance pursuant to the Contract. The Respondent shall notify the City of Denton Procurement Manager in writing of any such damage within one (1) calendar day. 64. FORCE MAJEURE: The City of Denton, any Customer, and the Respondent shall not be responsible for performance under the Contract should it be prevented from performance by an act of war, order of legal authority, act of God, or other unavoidable cause not attributable to the fault or negligence of the City of Denton. In the event of an occurrence under this Section, the Respondent will be excused from any further performance or observance of the requirements so affected for as long as such circumstances prevail and the Respondent continues to use commercially reasonable efforts to recommence performance or observance whenever and to whatever extent possible without delay. The Respondent shall immediately notify the City of Denton Procurement Manager by telephone (to be confirmed in writing within five (5) calendar days of the inception of such occurrence) and describe at a reasonable level of detail the circumstances causing the non-performance or delay in performance. 65. NON -WAIVER OF RIGHTS: Failure of a Party to require performance by another Party under the Contract will not affect the right of such Party to require performance in the future. No delay, failure, or waiver of either Party's exercise or partial exercise of any right or remedy under the Contract shall operate to limit, impair, preclude, cancel, waive or otherwise affect such right or remedy. A waiver by a Party of any breach of any term of the Contract will not be construed as a waiver of any continuing or succeeding breach. 66. NO WAIVER OF SOVEREIGN IMMUNITY: The Parties expressly agree that no provision of the Contract is in any way intended to constitute a waiver by the City of Denton of any immunities from suit or from liability that the City of Denton may have by operation of law. 67. RECORDS RETENTION: The Respondent shall retain all financial records, supporting documents, statistical records, and any other records or books relating to the performances called for in the Contract. The Respondent shall retain all such records for a period of four (4) years after the expiration of the Contract, or until the CPA or State Auditor's Office is satisfied that all audit and litigation matters are resolved, whichever period is longer. The Respondent shall grant access to all books, records and documents pertinent to the Contract to the CPA, the State Auditor of Texas, and any federal governmental entity that has authority to review records due to federal funds being spent under the Contract. Should a conflict arise between any of the contract documents, it shall be resolved with the following order of precedence (if applicable). In any event, the final negotiated contract shall take precedence over any and all contract documents to the extent of such conflict. 1. Final negotiated contract 2. RFP/Bid documents 3. City's standard terms and conditions 4. Purchase order 5. Supplier terms and conditions File 6248 DocuSign Envelope ID: 1 ADD3595-16B8-4FDE-8A9E-037B2A201 F7E EXHIBIT 6 Exhibit D 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 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 an original notarized 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 form1295.1itm 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. Sign and notarize the Form 1295 6. Email the notarized form to p rchasi (aTcityof enton.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. File 6248 DocuSign Envelope ID: 1ADD3595-16B8-4FDE-8A9E-037B2A201F7E EXHIBIT 6 Exhibit E 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 El 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 71" business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate. 3 1 Name of local government officer about whom the information in this section is being disclosed. Name of Officer This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the vendor 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 vendor'? Yes E-1 No B. Is the vendor 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? Yes E-1 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 one percent or more? E-1 Yes No D. Describe each employment or business and family relationship with the local government officer named in this section. 4 ❑I have no Conflict of Interest to disclose. 5 Signature of vendor doing business with the governmental entity Date File 6248 DocuSign Envelope ID: 1ADD3595-16B8-4FDE-8A9E-037B2A201F7E i 118U11t !IM P.O. Box 5508 - Arlington - Texas - 76005-5508 817.831.9406 - fax 817.831.9407 PARAD b" M www.paradigmtraffic.com Traffic Systems QUOTATION TO: City of Denton RFQ: Scott Wilson 801 Texas Street Denton, TX 76209 Cite of Grand Prairie Contract # 13104 attn: Scott Wilson ph: 940-349-8491 email: scott.wilson(cicityofdenton.com DATE 9/23/2016 SLSMN OJ ',..� DELIVERY Days ARO FREIGHT SHIP VIA '', F.0.13TERMS PPD &Allowed 1 Best Way 1, Destination Net 30 QTE NUMBER Q20102DJ ITEM QTY** DESCRIPTION UNIT PRICE TOTAL PRICE i 2 1 Encore Camera Pigtail, 80' $82.00 $62.00 9 1 1Encore Image Sensor $3,495.00 $3,495.00 10 1 Cabinet Interface Module (CIM) $1,700.00 $1,700.00 11 1 ,Com Interface Panel (CIP) $570.00 $570.00 12 1 Com Interconnect Cable Kit (CIM to CIP Cable Only) $17.00 $17.00 13 1 !Com Interconnect Cable Kit (CIM to CIP & 8 1/0 Cable) $55.00 ! $55.00 14 ! 1 !Com Interconnect Cable Kit (CIM to CIP & 24 1/0 Cable) $85.00 $85.00 15 1 !Com. Cable Connector, Quick Release, Female $15.00 $15.00 16 1 !Power & Communication Cable, 3c/16 $0.75 ( $0.75 1 17 1 !Lightning Protection Panel (NEMA Cabinet) $200.00 ! $200.00 19 ! 1 C4 G/R I/F Cable $138.00 $138.00 22 1 C -Channel Nuts $1.50 $1.50 23 1 Set -Up Software &Manuals NIC N/C 1 24 1 CAT -5E Patch Cable, T(ft) $6.00 11 $6.00 25 1 9" B/W TV Monitor $130.00 I $130.00 26RG-59 Video Gable, 4'(ft) $15.00 $15.00 27 1 USB Mouse $15.00 $15.00 28 1 Turn -On Assistance $350.00 1 $350.00 29 1 Camera Bracket, Luminaire Arm (EM -1109) $71.00 $71.00 30 1 Camera Bracket, Side -of -Pole (EM -2000) $97.00 $97.00 31 1 Camera Bracket, Pelee (AS -0166-4-62) $138.00 $138.00 32 1 Camera Bracket, Pelco (AS -0166-4-84) $148.00 $148.00 33 1 Camera Bracket, Pelco (AS -0166-4-120) $152.00 $152.00 34 1 Encore 4 Camera System $17,158.00 $17,158.00 35 1 PNC Threaded Tee $12.00 $12.00 36 1 One Piece Camera Mount $25.00 $25.00 OFFERED BY: Dan Jaynes Paradigm Traffic Systems, Inc. FederalID# 75-2520341 DocuSign Envelope ID: 1ADD3595-16B8-4FDE-8A9E-037B2A201F7E i 118111! !IM P.O. Box 5508 —Arlington — Texas — 76005-5508 817.831.9406 — fax 817.831.9407 www.paradigmtraffic.com PA t"A D G M Traffic Systems City of Denton TO: 801 Texas Street Denton, TX 76209 Scott Wilson attn: 940-349-8491 ph: 940-349-7307 f- �mtt onm RFQ: BuyBoard Contract # 432-13 Public Safety, Fire House Supply & Equipment & Traffic Signals 1-800-211-5454 tar DATE SLSMN 9/23/2016 DJ DELIVERY FREIGHT SHIP VIA 30-45 Days ARO j PPD & Allowed Best Way F.O.B Destination TERMS Net 30 QTE NUMBER Q20110DJ I ITEM QTY** i 1 DESCRIPTION UNIT PRICE TOTAL PRICE � 1 1 1 Econolite Cobalt Controller 21100110000 $3,100.00 $3,100.00 2 1 !Customer Discount I i I ($150.00) ($150.00) NOTE: PURCHASE ORDER MUST BE PROCESSED THROUGH i I I WWW.BUYBOARD.COM TOTAL $2,950.00 OFFERED BY: Dan Jaynes Paradigm Traffic Systems, Inc. FederalID# 75-2520341 DocuSign Envelope ID: 1ADD3595-16B8-4FDE-8A9E-037B2A201F7E i 118111! !IM P.O. Box 5508 — Arlington — Texas — 76005-5508 817.831.9406 — fax 817.831.9407 PA RAD G" M www.paradigmtraffic.com Traffic System$ QUOTATION City of Denton TO: 801 Texas Street RFO: BuyBoard Contract #432-13 Denton, TX 76209 Public Safety, Fire House Supply Equipment Scott Wilson Traffic Signals attn: 940-349-8491 512-467-0222 pn ph: 940-349-7307 1-800-211-5454 fax w• --tt-d—n(i),-it—fd—tnn rnm DATE 912312016 SLSMN DELIVERY DJ j 30-45 Days ARO FREIGHT SHIP VIA I PPD 8 Allowed Best Way F.O.B Destination TERMS Net 30 QTE NUMBER 020113DJ ITEM QTY** DESCRIPTION UNIT PRICE TOTAL PRICE 1 1 iUPS BATTERY BACKUP SYSTEM C/O: $5,000.00 $5,000.00 1 each Alpha FXM 2000 - SNMP UPS 1 each Automatic 1 Manual Transfer Switch 4 each 220 GXL Battery 1 each Battery Cable Kit I each Alpha Guard Battery Balancer I each UPS Side Mount Cabinet 2 1 !Customer Discount ($400.00) ($400.00) ':NOTE: PURCHASE ORDER MUST BE PROCESSED THROUGH WWW.BUYBOARD.COM I TOTAL $4,600.00 OFFERED BY: Dan Jaynes Paradigm Traffic Systems, Inc. Federal ID# 75-2520341 DocuSign Envelope ID: 1ADD3595-16B8-4FDE-8A9E-037B2A201F7E MEffff F TBD3-A 1 1 EtherWAN Hardened Managed Ethernet Switch with 12 Ports 10/100 $1,500.00 $1,500.00 + 2 Ports I 000 P/N EX72129-OAB 2 1 Customer Discount ($237.00) ($237.00 $1,263.00 TBD3-B 3 ! 1 EtherWAN Hardened Managed Ethernet Switch with 12 Ports 101100 $1,500.00 ( $1,500.00 + 2 Ports 10/100/1000TISFP Combo, P/N EX72129-OVB i 4 1 Customer Discount ($237.00)' ($237.00 5 1 EtherWAN Hardened Power Supply, P/N 41-136044-1 $61.00 $61.00 6 Customer Discount ($10.00)�i ($10.00' $51.00 3 1 EtherWAN Hardened SFP Module, Gigabit SM TTL 1OKM $213.00 $213.00 P/N EX1250TSP4MB4L-A 6 1 Customer Discount j ($36.37); ($36.37' $176.63 NOTE: PURCHASE ORDER MUST BE PROCESSED THROUGH WWW.BUYBOARD.COM OFFERED BY: Dan Jaynes Paradigm Traffic Systems, Inc. FederalID# 75-2520341 P.O. Box 5508 — Arlington — Texas — 76005-5508 817.831.9406 — fax 817.831.9407 PA R A D LG' M Traffic ISystL'ms www.paradigmtraffic.com QUOTATION City of Denton TO: 801 Texas Street RFQ: BuyBoard Contract # 432-13 Denton, TX 76209 Public Safety-, Fire Nouse Supply Equipment Scott Wilson Traffic Signals attn: 940-349-8491 512-467-0222 pn ph: 940-349-7307 1-800-211-5454 fax fx: scott.wilson(q?cityofdenton.com DATE SLSMN DELIVERY FREIGHT SHIP VIAF.0.13TERMS OTE NUMBER 9/23/2016 DJ 30-45 Days ARO PPD & Allowed Best Way Destination Net 30 Q20113DJ ITEM QTY** I DESCRIPTION UNIT PRICE TOTAL PRICE TBD3-A 1 1 EtherWAN Hardened Managed Ethernet Switch with 12 Ports 10/100 $1,500.00 $1,500.00 + 2 Ports I 000 P/N EX72129-OAB 2 1 Customer Discount ($237.00) ($237.00 $1,263.00 TBD3-B 3 ! 1 EtherWAN Hardened Managed Ethernet Switch with 12 Ports 101100 $1,500.00 ( $1,500.00 + 2 Ports 10/100/1000TISFP Combo, P/N EX72129-OVB i 4 1 Customer Discount ($237.00)' ($237.00 5 1 EtherWAN Hardened Power Supply, P/N 41-136044-1 $61.00 $61.00 6 Customer Discount ($10.00)�i ($10.00' $51.00 3 1 EtherWAN Hardened SFP Module, Gigabit SM TTL 1OKM $213.00 $213.00 P/N EX1250TSP4MB4L-A 6 1 Customer Discount j ($36.37); ($36.37' $176.63 NOTE: PURCHASE ORDER MUST BE PROCESSED THROUGH WWW.BUYBOARD.COM OFFERED BY: Dan Jaynes Paradigm Traffic Systems, Inc. FederalID# 75-2520341 EXHIBIT 6 Certificate Of Completion Envelope Id: IADD359516B84FDE8A9E037B2A201F7E Subject: City Council Docusign Item - File 6248 Source Envelope: Document Pages: 29 Signatures: 1 Certificate Pages: 6 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC -08:00) Pacific Time (US & Canada) Record Tracking Status: Original Holder: Jody Word 10/4/2016 11:01:19 AM jody.word@cityofdenton.com Signer Events Signature Jody Word Completed jody.word@cityofdenton.com Buyer City of Denton Using IP Address: 129.120.6.150 Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Jerry Priester 0...W5,—`°, JPriester@paradigmtraffic.com pKit s tv President 19FQB77130711KA OF'... Jerry Priester Using IP Address: 24.227.199.242 Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 8/27/2015 1:01:12 PM ID: 8bc235cb-137f-49b5-a359-9328211dbc85 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: Julia Winkley julia.winkley@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Howard Martin howard.martin@cityofdenton.com Security Level: Email, Account Authentication (Optional) Docu S e C U R 9 D Status: Sent Envelope Originator: Jody Word jody.word@cityofdenton.com IP Address: 129.120.6.150 Location: DocuSign Timestamp Sent: 10/4/2016 11:07:12 AM Viewed: 10/4/2016 11:07:25 AM Signed: 10/4/2016 11:08:25 AM Sent: 10/4/2016 11:08:27 AM Resent: 10/5/2016 12:44:18 PM Resent: 10/10/2016 8:42:55 AM Resent: 10/10/2016 8:44:01 AM Viewed: 10/10/2016 8:55:19 AM Signed: 10/10/2016 8:59:27 AM Sent: 10/10/2016 8:59:30 AM Viewed: 10/10/2016 9:08:15 AM Signer Events Electronic Record and Signature Disclosure Not Offered via DocuSign ID: Jennifer Walters jennifer.walters@cityofdenton.com 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 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: Sherri Thurman sherri.thurman@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Robin Fox Robin.fox@cityofdenton.com 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 Jennifer Bridges jennifer.bridges@cityofdenton.com Security Level: Email, Account Authentication (Optional) EXHIBIT 6 Signature Signature Status Status Status Status Status Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 10/10/2016 8:59:29 AM Sent: 10/10/2016 8:59:29 AM EXHIBIT 6 Carbon Copy Events Status Timestamp Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Scott Wilson scott.wilson@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Laura Hermosillo Laura.Hermosillo@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Notary Events Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 10/10/2016 8:59:30 AM Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 4/20/2015 7:25:38 AM Parties agreed to: Jerry Priester, Robin Fox EXHIBIT 6 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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McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: ID 16-1299, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: October 18, 2016 SUBJECT Consider adoption of an ordinance authorizing the City Manager to execute a professional services agreement for financial planning and rate modeling services for Denton Municipal Electric and Water/Wastewater Utilities; providing for the expenditure of funds therefor; and providing an effective date (File 6229 -awarded to NewGen Strategies & Solutions, LLC in an amount not -to -exceed $215,000). The Public Utilities Board recommends approval (6-0). FILE INFORMATION This Agreement is for NewGen Strategies & Solutions, LLC (NewGen) to develop a Microsoft Excel based utility financial model based on the utility's budgeting system and accounts to support periodic updates and alignment with Cost of Service and generation planning models. The financial model will forecast revenues by customer class and expenses for five years to evaluate potential rate, debt, or capital impacts. NewGen will use each of the City's electric and water/wastewater utilities financial, sales, meter data and rates along with the current budget assumptions to build customized models. It will then compare the scenarios numerically and geographically. The electric and water/wastewater models can also be combined and analyzed as a total utility. NewGen is a professional service firm that provides financial planning and rate modeling services to public power utilities across the United States. What makes New Gen's approach unique, as compared to typical Enterprise Systems (such as SAP), is that they use the individual utility's operational, financial and rate data to build complex customized excel models that can be easily customized to the specific utility's work flow and processes, rather than the utility's processes being "force -fitted" into the Enterprise System's process flow and reporting. The City's existing financial planning model is 18 years old, has been revised numerous times over the years, and has gone beyond its capacity. Staff is having technical and well as developmental problems with this model due to its age and size. Therefore, through a committee approach which reviewed various options, staff has determined that the uniqueness and customization of the NewGen services and excel models are reasonably priced and represent the best value for the City of Denton. These services are proprietary to NewGen and as such are exempt from the competitive process as stipulated in Chapter 252.022 of the Texas Local Government Code. PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) City of Denton Page 1 of 2 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-1299, Version: 1 On October 10, 2016, the Public Utilities Board recommended approval to forward this item to the City Council for consideration. RECOMMENDATION Award to NewGen Strategies & Solutions, LLC in in an amount not -to -exceed $215,000. PRINCIPAL PLACE OF BUSINESS NewGen Strategies & Solutions, LLC Brentwood, TN ESTIMATED SCHEDULE OF PROJECT Implementation of the financial planning and rate modeling is estimated to take four to six months. The estimated timeframe for completion of the project is spring of 2017. FISCAL INFORMATION Funding for this item is budgeted in three (3) different capital accounts as shown below 603924497.1365.9230 $85,000 -Electric Financial Design & Model 630341517.1365.40100 $65,000 -Water/Wastewater Financial Design & Model 603924497.1365.9230 $65,000 -Electric Rate Design & Model Requisition4130844 has been entered in the Purchasing software system. EXHIBITS Exhibit 1: Staff Memo Exhibit 2: Public Utilities Board Draft Minutes Exhibit 3: Ordinance Exhibit 4: Contract Respectfully submitted Chuck Springer, 349-8260 Director of Finance For information concerning this acquisition, contact: Phil Williams at 349-8487. City of Denton Page 2 of 2 Printed on 10/14/2016 povveied by I_egist9i I;, EXHIBIT I DATE: September 2, 2016 TO: Rebecca Hunter, Senior Buyer ;V)) FROM: Phil Williams, General Manager SUBJECT: Single Source Justification for New Gen Strategies & Solutions, LLC New Gen Strategies & Solutions, LLC (New Gen) has been selected by the Greater Houston Area Council (GHAQ in a competitive process. They have quoted similar pricing -to the City of Denton that has been offered to other participants in that prior process. New Gen is a professional services organization that provides financial planning and rate modeling services to public power utilities across the United States. What makes New Gen's approach unique is that they use the individual utility's operational, financial and rate data to build complex customized excel models that is customized to the specific utility's work flow and processes, rather than the utility's processes being "force -fitted" into the Enterprise System's process flow and reporting. There are few companies that offer this type of customized service. New Gen will use each of the City's utilities financial, sales, meter data, and rates along with current budget assumptions to build customized models for the City's utilities. They will enable the utilities to analyze 10 to 20 distinct scenarios side by side. The models will do "what if' queries and look at the overall effects on the utilities. Then it will compare the scenarios numerically and graphically. In addition, we will be able to combine the electric and water/wastewater models and analyze the total utility. These models will assist in forecasting and analyzing budgets, rates, revenues, and rate changes. The Utilities plan to use these tools to create presentation dashboards for various boards, the Council, and Citizens. A management team consisting of H. Martin, P. Williams, K. Banks, C. Ogden, L. Cunningham, M Dickinson and K. Brooks researched and reviewed the services New Gen is proposing to provide. The team also vetted previously installed New Gen products and services with existing clients. The team has determined that the uniqueness and customization of the services and excel models are reasonably priced and represent the best value to the Citizens of Denton. Another unique aspect of New Gen's approach that has been communicated by prior clients is that New Gen genuinely approaches the engagement with a spirit of cooperation, collaboration, and teaming with clients. The management team also considered building these products in-house. However, the amount of staff time needed to perform this task, as well as the loss of current work product, would make developing the products in-house cost prohibitive. DENT*N SERVICE 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 EXHIBIT 2 DRAFT MINUTES PUBLIC UTILITIES BOARD Monday, October 10, 2016 9:01am Service Center Training Room After determining that a quorum of the Public Utilities Board of the City of Denton, Texas is present, the Chair of the Public Utilities Board will thereafter convene into an open meeting on Monday, October 10, 2016 at 9:01am in the Service Center Training Room at the City of Service Center, 901 A Texas Street, Denton, Texas. Present: Chair Randy Robinson, Vice Chair Susan Parker, Barbara Russell, Charles Jackson, Brendan Carroll, and Allen Bishop Ex Officio Members: Howard Martin, ACM Utilities Absent: Lilia Bynum OPEN MEETING CONSENT AGENDA C. PUB16-214 - Consider recommending approval of an ordinance authorizing the City Manager to execute a professional services agreement for financial planning and rate modeling services for Denton Municipal Electric; providing for the expenditure of funds therefor; and providing an effective date (File 6229 -awarded to New Gen Strategies & Solutions, LLC in an amount not -to -exceed $215,000). Board Member Jackson motioned to approve item C. There was a second by Board Member Parker. Vote 6-0 approved. Adjournment 9:28 a.m. EXHIBIT 3 ORDINANCE NO. AN ORDINANCE AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT FOR FINANCIAL PLANNING AND RATE MODELING SERVICES FOR DENTON MUNICIPAL ELECTRIC AND WATER/WASTEWATER UTILITIES; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (FILE 6229—AWARDED TO NEWGEN STRATEGIES & SOLUTIONS, LLC IN AN AMOUNT NOT -TO -EXCEED $215,000). 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, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. That the City Manager is hereby authorized to enter into a professional service contract with NewGen Strategies & Solutions, LLC, to provide financial planning and rate modeling services for Denton Municipal Electric and Water/Wastewater Utilities, 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 6229 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 day of , 2016. EXHIBIT 3 CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY :• APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: EXHIBIT 4 PROFESSIONAL SERVICES AGREEMENT FOR FINANCIAL PLANNING AND RATE MODELING SERVICES (FILE 6229) STATE OF TEXAS § COUNTY OF DENTON § THIS AGREEMENT is made and entered into on , by and between the City of Denton, Texas, a Texas municipal corporation, with its principal office at 215 East McKinney Street, Denton, Denton County, Texas 76201, hereinafter called "OWNER" and NewGen Strategies and Solutions, LLC, with its corporate office at 112 Westwood Place, Suite 165, Brentwood, TN 37027, hereinafter called "CONSULTANT," acting herein, by and through their duly authorized representatives. WITNESSETH, that in consideration of the covenants and agreements herein contained, the parties hereto do mutually agree as follows: ARTICLE I EMPLOYMENT OF CONSULTANT The OWNER hereby contracts with the CONSULTANT, as an independent contractor, and the CONSULTANT hereby agrees to perform the services herein in connection with the Project as stated in the sections to follow, with diligence and in accordance with the highest professional standards customarily obtained for such services in the State of Texas. The professional services set out herein are in connection with the following described project: The Project shall include, without limitation, Financial Planning and Rate Modeling Services to City of Denton Utilities as described in Exhibit A. ARTICLE II SCOPE OF SERVICES The CONSULTANT shall perform the following services in a professional manner: A. To perform all those services set forth in CONSULTANT's proposal dated August 24, 2016, which proposal is attached hereto and made a part hereof as Exhibit "A" as if written word for word herein. B. CONSULTANT shall perform all those services set forth in individual task orders which shall be attached to this Agreement and made a part hereof for all purposes as separate agreements. DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 C. If there is any conflict between the terms of this Agreement and the exhibits attached to this Agreement, the terms and conditions of this Agreement will control over the terms and conditions of the attached exhibits or task orders. ARTICLE III ADDITIONAL SERVICES Additional services to be performed by the CONSULTANT, if authorized by the OWNER, which are not included in the above-described Basic Services are to be negotiated separately as a contract amendment. ARTICLE IV PERIOD OF SERVICE This Agreement shall become effective upon execution of this Agreement by the OWNER and the CONSULTANT and upon issue of a notice to proceed by the OWNER, and shall remain in force for the period which may reasonably be required for the completion of the Project, including Additional Services, if any, and any required extensions approved by the OWNER. This Agreement may be sooner terminated in accordance with the provisions hereof. Time is of the essence in this Agreement. The CONSULTANT shall make all reasonable efforts to complete the services set forth herein as expeditiously as possible and to meet the schedule established by the OWNER, acting through its City Manager or his designee. ARTICLE V COMPENSATION A. COMPENSATION TERMS: 1. "Subcontract Expense" is defined as expenses incurred by the CONSULTANT in employment of others in outside firms for services in the nature of the work described in Exhibit A. 2. "Direct Non -Labor Expense" is defined as that expense for any assignment incurred by the CONSULTANT for supplies, transportation and equipment, travel, communications, subsistence, and lodging away from home, and similar incidental expenses in connection with that assignment. B. BILLING AND PAYMENT: For and in consideration of the professional services to be performed by the CONSULTANT herein, the OWNER agrees to pay, based on the cost estimate detail at an hourly rate shown in Exhibit "A" which is attached hereto and made a part of this Agreement as if written word for word herein, a total fee, including reimbursement for direct non -labor expenses not to exceed $215,000. Partial payments to the CONSULTANT will be made on the basis of detailed monthly statements rendered to and approved by the OWNER through its City Manager or his Page 2 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 designee; however, under no circumstances shall any monthly statement for services exceed the value of the work performed at the time a statement is rendered. Nothing contained in this Article shall require the OWNER to pay for any work which is unsatisfactory, as reasonably determined by the City Manager or his designee, or which is not submitted in compliance with the terms of this Agreement. The OWNER shall not be required to make any payments to the CONSULTANT when the CONSULTANT is in default under this Agreement. It is specifically understood and agreed that the CONSULTANT shall not be authorized to undertake any work pursuant to this Agreement which would require additional payments by the OWNER for any charge, expense, or reimbursement above the maximum not to exceed fee as stated, without first having obtained written authorization from the OWNER. The CONSULTANT shall not proceed to perform the services listed in Article III "Additional Services," without obtaining prior written authorization from the OWNER. C. ADDITIONAL SERVICES: For additional services authorized in writing by the OWNER in Article III, the CONSULTANT shall be negotiated as an amendment to this agreement Payments for additional services shall be due and payable upon submission by the CONSULTANT, and shall be in accordance with subsection B hereof. Statements shall not be submitted more frequently than monthly. D. PAYMENT: If the OWNER fails to make payments due the CONSULTANT for services and expenses within thirty (30) days after receipt of the CONSULTANT's undisputed statement thereof, the amounts due the CONSULTANT will be increased by the rate of one percent (1%) per month from the said thirtieth (30th) day, and, in addition, the CONSULTANT may, after giving seven (7) days' written notice to the OWNER, suspend services under this Agreement until the CONSULTANT has been paid in full all amounts due for services, expenses, and charges, provided, however, nothing herein shall require the OWNER to pay the late charge of one percent (1%) set forth herein if the OWNER reasonably determines that the work is unsatisfactory, in accordance with this Article V, "Compensation." E. Invoices shall be sent directly to the City of Denton Accounts Payable Department, 215 E McKinney St, Denton, TX, 76201-4299. A pro -forma invoice shall be sent to the contract administrator as identified in the Notice to Proceed. It is the intention of the City of Denton to make payment on completed orders within thirty days after receipt of invoice or items; whichever is later, unless unusual circumstances arise. Invoices must be fully documented as to labor, materials, and equipment provided, if applicable, and must reference the City of Denton Purchase Order Number in order to be processed. No payments shall be made on invoices not listing a Purchase Order Number. Page 3 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 ARTICLE VI OBSERVATION AND REVIEW OF THE WORK The CONSULTANT will exercise reasonable care and due diligence in discovering and promptly reporting to the OWNER any defects or deficiencies in the work of the CONSULTANT or any subcontractors or subconsultants. ARTICLE VII OWNERSHIP OF DOCUMENTS All documents prepared or furnished by the CONSULTANT (and CONSULTANT's subcontractors or subconsultants) pursuant to this Agreement are instruments of service, and shall become the property of the OWNER upon the termination of this Agreement. The CONSULTANT is entitled to retain copies of all such documents. The documents prepared and furnished by the CONSULTANT are intended only to be applicable to this Project, and OWNER's use of these documents in other projects shall be at OWNER's sole risk and expense. In the event the OWNER uses any of the information or materials developed pursuant to this Agreement in another project or for other purposes than specified herein, CONSULTANT is released from any and all liability relating to their use in that project. ARTICLE VIII INDEPENDENT CONTRACTOR CONSULTANT shall provide services to OWNER as an independent contractor, not as an employee of the OWNER. CONSULTANT shall not have or claim any right arising from employee status. ARTICLE IX INDEMNITY AGREEMENT The CONSULTANT 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 CONSULTANT or its officers, shareholders, agents, or employees in the execution, operation, or performance of this Agreement. Nothing in this Agreement shall be construed to create a liability to any person who is not a party to this Agreement, and nothing herein shall waive any of the parties' defenses, both at law or equity, to any claim, cause of action, or litigation filed by anyone not a party to this Agreement, including the defense of governmental immunity, which defenses are hereby expressly reserved. Page 4 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 ARTICLE X INSURANCE During the performance of the services under this Agreement, CONSULTANT shall maintain the following insurance with an insurance company licensed to do business in the State of Texas by the State Insurance Commission or any successor agency that has a rating with Best Rate Carriers of at least an A- or above: A. Comprehensive General Liability Insurance with bodily injury limits of not less than $1,000,000 for each occurrence and not less than $1,000,000 in the aggregate, and with property damage limits of not less than $100,000 for each occurrence and not less than $100,000 in the aggregate. B. 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. C. Worker's Compensation Insurance in accordance with statutory requirements, and Employers' Liability Insurance with limits of not less than $100,000 for each accident. D. Professional Liability Insurance with limits of not less than $1,000,000 annual aggregate. E. The CONSULTANT shall furnish insurance certificates or insurance policies at the OWNER's request to evidence such coverages. The General Liability and Auto Liability insurance policies shall name the OWNER as an additional insured. CONSULTANT shall endeavor to provide OWNER with any cancellation or modification to its insurance policies. ARTICLE XI ARBITRATION AND ALTERNATE DISPUTE RESOLUTION The parties may agree to settle any disputes under this Agreement by submitting the dispute to arbitration or other means of alternate dispute resolution, such as mediation. No arbitration or alternate dispute resolution arising out of or relating to this Agreement, involving one party's disagreement, may include the other party to the disagreement without the other's approval. ARTICLE XII TERMINATION OF AGREEMENT A. Notwithstanding any other provision of this Agreement, either party may terminate by giving thirty (30) days' advance written notice to the other party. B. This Agreement may be terminated in whole or in part in the event of either party substantially failing to fulfill its obligations under this Agreement. No such termination will be affected unless the other party is given (1) written notice (delivered by certified Page 5 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 mail, return receipt requested) of intent to terminate and setting forth the reasons specifying the non-performance, and not less than thirty (30) calendar days to cure the failure; and (2) an opportunity for consultation with the terminating party prior to termination. C. If the Agreement is terminated prior to completion of the services to be provided hereunder, CONSULTANT shall immediately cease all services and shall render a final bill for services to the OWNER within thirty (30) days after the date of termination. The OWNER shall pay CONSULTANT for all services properly rendered and satisfactorily performed and for reimbursable expenses to termination incurred prior to the date of termination, in accordance with Article V "Compensation." Should the OWNER subsequently contract with a new consultant for the continuation of services on the Project, CONSULTANT shall cooperate in providing information. The CONSULTANT shall turn over all documents prepared or furnished by CONSULTANT pursuant to this Agreement to the OWNER on or before the date of termination, but may maintain copies of such documents for its use. ARTICLE XIII RESPONSIBILITY FOR CLAIMS AND LIABILITIES Approval by the OWNER shall not constitute, nor be deemed a release of the responsibility and liability of the CONSULTANT, 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 CONSULTANT, its employees, subcontractors, agents, and consultants. ARTICLE XIV NOTICES All notices, communications, and reports required or permitted under this Agreement shall be personally delivered or mailed to the respective parties by depositing same in the United States mail to the address shown below, certified mail, return receipt requested, unless otherwise specified herein. Mailed notices shall be deemed communicated as of three (3) days' mailing: To CONSULTANT: NewGen Strategies & Solutions Michael Lane 112 Westwood Place, Suite 165 Brentwood, TN 37027 To OWNER: City of Denton City Manager 215 East McKinney Denton, Texas 76201 All notices shall be deemed effective upon receipt by the party to whom such notice is given, or within three (3) days' mailing. Page 6 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 ARTICLE XV ENTIRE AGREEMENT This Agreement, consisting of 18 pages and 5 exhibits, constitutes the complete and final expression of the agreement of the parties, and is intended as a complete and exclusive statement of the terms of their agreements, and supersedes all prior contemporaneous offers, promises, representations, negotiations, discussions, communications, and agreements which may have been made in connection with the subject matter hereof. ARTICLE XVI SEVERABILITY If any provision of this Agreement is found or deemed by a court of competent jurisdiction to be invalid or unenforceable, it shall be considered severable from the remainder of this Agreement and shall not cause the remainder to be invalid or unenforceable. In such event, the parties shall reform this Agreement to replace such stricken provision with a valid and enforceable provision which comes as close as possible to expressing the intention of the stricken provision. ARTICLE XVII COMPLIANCE WITH LAWS The CONSULTANT 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. ARTICLE XVIII DISCRIMINATION PROHIBITED In performing the services required hereunder, the CONSULTANT shall not discriminate against any person on the basis of race, color, religion, sex, national origin or ancestry, age, or physical handicap. ARTICLE XIX PERSONNEL A. The CONSULTANT represents that it has or will secure, at its own expense, all personnel required to perform all the services required under this Agreement. Such personnel shall not be employees or officers of, or have any contractual relations with the OWNER. CONSULTANT shall inform the OWNER of any conflict of interest or potential conflict of interest that may arise during the term of this Agreement. B. All services required hereunder will be performed by the CONSULTANT or under its supervision. All personnel engaged in work shall be qualified, and shall be authorized and permitted under state and local laws to perform such services. Page 7 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 ARTICLE XX ASSIGNABILITY The CONSULTANT shall not assign any interest in this Agreement, and shall not transfer any interest in this Agreement (whether by assignment, novation, or otherwise) without the prior written consent of the OWNER. ARTICLE XXI MODIFICATION No waiver or modification of this Agreement or of any covenant, condition, or limitation herein contained shall be valid unless in writing and duly executed by the party to be charged therewith, and no evidence of any waiver or modification shall be offered or received in evidence in any proceeding arising between the parties hereto out of or affecting this Agreement, or the rights or obligations of the parties hereunder, and unless such waiver or modification is in writing and duly executed; and the parties further agree that the provisions of this section will not be waived unless as set forth herein. ARTICLE XXII MISCELLANEOUS A. The following exhibits are attached to and made a part of this Agreement: Exhibit A — NewGen Strategies & Solutions Proposal, dated August 24, 2016 Exhibit B — City of Denton Standard Terms and Conditions Exhibit C — H -GAC Terms and Conditions Exhibit D — Certificate of Interested Parties Electronic Filing Exhibit E — Form CIQ — Conflict of Interest Questionnaire These documents make up the Contract 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 Contract documents, the inconsistency or conflict shall be resolved by giving precedence first to the written agreement then to the contract documents in the order in which they are listed above. These documents shall be referred to collectively as "Contract Documents." B. The OWNER shall have the right to audit and make copies of the books, records and computations pertaining to this agreement. The CONTRACTOR shall retain such books, records, documents and other evidence pertaining to this agreement during the contract period and five years thereafter, except if an audit is in progress or audit findings are yet unresolved, in which case records shall be kept until all audit tasks are completed and resolved. These books, records, documents and other evidence shall be available, within 10 business days of written request. Further, the CONTRACTOR shall also require all Subcontractors, material suppliers, and other payees to retain all books, records, Page 8 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 documents and other evidence pertaining to this agreement, and to allow the OWNER similar access to those documents. All books and records will be made available within a 50 mile radius of the City of Denton. The cost of the audit will be borne by the OWNER unless the audit reveals an overpayment of 1% or greater. If an overpayment of 1% or greater occurs, the reasonable cost of the audit, including any travel costs, must be borne by the CONTRACTOR which must be payable within five business days of receipt of an invoice. Failure to comply with the provisions of this section shall be a material breach of this contract and shall constitute, in the OWNER'S sole discretion, grounds for termination thereof. Each of the terms "books", "records", "documents" and "other evidence", as used above, shall be construed to include drafts and electronic files, even if such drafts or electronic files are subsequently used to generate or prepare a final printed document. C. Venue of any suit or cause of action under this Agreement shall lie exclusively in Denton County, Texas. This Agreement shall be construed in accordance with the laws of the State of Texas. D. For the purpose of this Agreement, the key persons who will perform most of the work hereunder shall be Michael Lane and Max Bernt, . However, nothing herein shall limit CONSULTANT from using other qualified and competent members of its firm to perform the services required herein. E. CONSULTANT shall commence, carry on, and complete any and all projects with all applicable dispatch, in a sound, economical, and efficient manner and in accordance with the provisions hereof. In accomplishing the projects, CONSULTANT shall take such steps as are appropriate to ensure that the work involved is properly coordinated with related work being carried on by the OWNER. F. The OWNER shall assist the CONSULTANT by placing at the CONSULTANT's disposal all available information pertinent to the Project, including previous reports, any other data relative to the Project, and arranging for the access thereto, and make all provisions for the CONSULTANT to enter in or upon public and private property as required for the CONSULTANT to perform services under this Agreement. G. The captions of this Agreement are for informational purposes only, and shall not in any way affect the substantive terms or conditions of this Agreement. Page 9 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 IN WITNESS HEREOF, the City of Denton, Texas has caused this Agreement to be executed by its duly authorized City Manager, and CONSULTANT has executed this Agreement through its duly authorized undersigned officer on this date CITY OF DENTON, TEXAS HOWARD MARTIN, INTERIM CITY MANAGER ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY DocuSigned by: BY: C821996C2A2B439... CONSULTANT DocuSigned by: I 4Director 4 6387C69774AD4F9_. AUTHORIZED SIGNATURE, TITLE Page 10 2016-120310 TEXAS ETHICS COMMISSION CERTIFICATE NUMBER DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 CITY OF DENTON INSURANCE REQUIREMENTS FOR CONTRACTORS Bidder's attention is directed to the insurance requirements below. It is highly recommended that bidders confer with their respective insurance carriers or brokers to determine in advance of Bid submission the availability of insurance certificates and endorsements as prescribed and provided herein. If an apparent low bidder fails to comply strictly with the insurance requirements, that bidder may be disqualified from award of the contract. Upon bid award, all insurance requirements shall become contractual obligations, which the successful bidder shall have a duty to maintain throughout the course of this contract. STANDARD PROVISIONS: Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. As soon as practicable after notification of bid award, Contractor shall file with the Purchasing Department satisfactory certificates of insurance, containing the bid number and title of the project. Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at any time; however, Contractors are strongly advised to make such requests prior to bid opening, since the insurance requirements may not he modified or waived after bid opening unless a written exception has been submitted with the bid. Contractor shall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Denton. All insurance policies proposed or obtained in satisfaction of these requirements shall comply with the following general specifications, and shall he maintained in compliance with these general specifications throughout the duration of the Contract, or longer, if so noted.- 9 oted: • Each policy shall be issued by a company authorized to do business in the State of Texas with an A.M. Best Company rating of at least A- VII or better. • Any deductibles or self-insured retentions shall be declared in the bid proposal. If requested by the City, the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its officials, agents, employees and volunteers; or, the contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. • Liability policies shall be endorsed to provide the following: • Name as additional insured the City of Denton, its Officials, Agents, Employees and volunteers. • That such insurance is primary to any other insurance available to the additional insured with respect to claims covered under the policy and that this Page 11 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 insurance applies separately to each insured against whom claim is made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. • Provide a Waiver of Subrogation in favor of the City of Denton, its officials, agents, employees, and volunteers. • Cancellation: City requires 30 day written notice should any of the policies described on the certificate be cancelled before the expiration date. • Should any of the required insurance be provided under a claims -made form, Contractor shall maintain such coverage continuously throughout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. • Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. • Should any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. Page 12 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfaction of this Contract shall additionally comply with the following marked specifications, and shall be maintained in compliance with these additional specifications throughout the duration of the Contract, or longer, if so noted: [X ] A. General Liability Insurance: General Liability insurance with combined single limits of not less than $1,000,000.00 shall be provided and maintained by the Contractor. The policy shall be written on an occurrence basis either in a single policy or in a combination of underlying and umbrella or excess policies. If the Commercial General Liability form (ISO Form CG 0001 current edition) is used: • Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. • Coverage B shall include personal injury. • Coverage C, medical payments, is not required. If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Form GL 0404) is used, it shall include at least: • Bodily injury and Property Damage Liability for premises, operations, products and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. • Broad form contractual liability (preferably by endorsement) covering this contract, personal injury liability and broad form property damage liability. [X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $500,000.00 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include bodily injury and property damage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used in conjunction with this contract. Satisfaction of the above requirement shall be in the form of a policy endorsement for: • any auto, or 0 all owned, hired and non -owned autos. DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 [X] Workers' Compensation Insurance Contractor shall purchase and maintain Worker's Compensation insurance which, in addition to meeting the minimum statutory requirements for issuance of such insurance, has Employer's Liability limits of at least $100,000 for each accident, $100,000 per each employee, and a $500,000 policy limit for occupational disease. The City need not be named as an "Additional Insured" but the insurer shall agree to waive all rights of subrogation against the City, its officials, agents, employees and volunteers for any work performed for the City by the Named Insured. For building or construction projects, the Contractor shall comply with the provisions of Attachment 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Worker's Compensation Commission (TWCC). [ ] Owner's and Contractor's Protective Liability Insurance The Contractor shall obtain, pay for and maintain at all times during the prosecution of the work under this contract, an Owner's and Contractor's Protective Liability insurance policy naming the City as insured for property damage and bodily injury which may arise in the prosecution of the work or Contractor's operations under this contract. Coverage shall be on an "occurrence" basis, and the policy shall be issued by the same insurance company that carries the Contractor's liability insurance. Policy limits will be at least combined bodily injury and property damage per occurrence with a aggregate. [X] Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000 per claim with respect to negligent acts, errors or omissions in connection with professional services is required under this Agreement. [ ] Builders' Risk Insurance Builders' Risk Insurance, on an All -Risk form for 100% of the completed value shall be provided. Such policy shall include as "Named Insured" the City of Denton and all subcontractors as their interests may appear. [ ] Commercial Crime Provides coverage for the theft or disappearance of cash or checks, robbery inside/outside the premises, burglary of the premises, and employee fidelity. The employee fidelity portion of this coverage should be written on a "blanket" basis to cover all employees, including new hires. This type insurance should be required if the contractor has access to City funds. Limits of not less than each occurrence are required. [ ] Additional Insurance Other insurance may be required on an individual basis for extra hazardous contracts and specific service agreements. If such additional insurance is required for a specific contract, that requirement will be described in the "Specific Conditions" of the contract specifications. Page 14 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 ATTACHMENT 1 [X] Workers' Compensation Coverage for Building or Construction Projects for Governmental Entities A. Definitions: Certificate of coverage ("certificate") -A copy of a certificate of insurance, a certificate of authority to self -insure issued by the commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on the project until the contractor's/person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ("subcontractor" in §406.096) - includes all persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner -operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C. The Contractor must provide a certificate of coverage to the governmental entity prior to being awarded the contract. D. If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: 1) a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing coverage for all persons providing services on the project; and Page 15 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 2) no later than seven days after receipt by the contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. F. The contractor shall retain all required certificates of coverage for the duration of the project and for one year thereafter. G. The contractor shall notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the contractor knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project. H. The contractor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. L The contractor shall contractually require each person with whom it contracts to provide services on a project, to: 1) provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the project, for the duration of the project; 2) provide to the contractor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the project, for the duration of the project; 3) provide the contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 4) obtain from each other person with whom it contracts, and provide to the contractor: a) certificate of coverage, prior to the other person beginning work on the project; and b) a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 5) retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6) notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and Page 16 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 7) contractually require each person with whom it contracts, to perform as required by paragraphs (1) - (7), with the certificates of coverage to be provided to the person for whom they are providing services. J. By signing this contract or providing or causing to be provided a certificate of coverage, the contractor is representing to the governmental entity that all employees of the contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self- insured, with the commission's Division of Self -Insurance Regulation. Providing false or misleading information may subject the contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. K. The contractor's failure to comply with any of these provisions is a breach of contract by the contractor which entitles the governmental entity to declare the contract void if the contractor does not remedy the breach within ten days after receipt of notice of breach from the governmental entity. Page 17 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F 111MIS 14 CITY OF DENTON PROPOSAL FOR FINANCIAL PLANNING AND RATE MODELING SERVICES AUGUST 2412016 Submitted by: `' ,Solutions DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EeMISM4 r 4 1 August, 24 2016 City of Denton Attn: Phil Williams, General Manager- Denton Municipal Electric 1659 Spencer Road Denton, TX 76205 Subject: Proposal to Provide Financial Planning and Rate Modeling Services Dear Mr. Williams: 112 Westwood Place, Suite 165 Brentwood, TN 37027 Phone: (61 S) 470-7876 Based on our discussions last week, NewGen Strategies and Solutions, LLC (NewGen) is submitting this proposal to provide Financial Planning and Rate Modeling Services to Denton Municipal Electric and the City of Denton Utilities (Denton). Our team is comprised of industry professionals that have served the public power industry throughout our careers with over 85 years of combined experience. Our professionals working on this project have earned the trust of municipal utilities of all sizes and locations. We share an acute appreciation of the relationship between governing bodies, utilities, and their customers - especially the understanding of how these relationships can become tenuous in the face of economic, environmental, and political challenges. NewGen views this assignment as strategic in natures Financial and rate planning is integral to the underlying business objectives and philosophies of any organization. Well-designed financial plans help to identify and recover utility costs and reflect the goals of the organization and complement existing utility programs and related service offerings. We have efficient and cost effective tools. The NewGen team brings to Denton a suite of financial planning, cost of service (COS), and rate design tools that we have developed through working with many public power clients over the years. Our tools are designed to allow for a dynamic and complete analysis of the various aspects of the Study. Each tool is customized and produces easy to understand tables and graphs that aid will Denton in "telling its story" to the various stakeholders engaged in the project. We can communicate complex technical concepts in an understandable manner to stakeholders. Our consultants have considerable experience presenting at public meetings and conducting Board and Public workshops. We are dedicated to your success. Our objective is to support Denton in the successful completion of this Study. Our staff is dedicated, responsive, and accessible to our clients. We meet our deadlines and provide the highest quality work products to our clients. Economics Strategy I Stakeholders Sustainability www, newgenstrategies, net DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F 111MOM4 Mr. Williams August 24, 2016 Page 2 ',� Il . 1111 The figure shown on the following page is the proposed organization chart for the Financial Planning Services. Our project manager has considerable experience with stakeholder communication and can effectively communicate complex study concepts in a simple and understandable manner. Thoughtful Decision Making for Uncertain Times Michael Lane Mr. Mike Lane is a Director with NewGen, bringing 25 years of experience in providing financial, technical, and Project Manager management services to various industries. Mr. Lane has served as a Project Manager for a range of financial studies for water, wastewater, electric, and gas utilities across the country. This includes cost of service and rate design projects, financial planning, feasibility studies, and valuation studies. Mr. Lane is a certified ASA by the American Society of Appraisers, specializing in Public Utilities Appraisals; less than 20 professionals nationwide hold this designation. He has provided expert witness testimony before commissions regarding cost of service and appraisal of utility property and in property tax litigation in support of property tax appraisals in Indiana, Kentucky,Texas, Florida and Oklahoma. Max Bernt Mr. Bernt will be the lead analyst working closely with Mr. Lane. Lead Analyst Mr. Bernt is a financial and economic analyst with NewGen. He has experience in COS, rate design, economic impact analysis, pro forma financial analysis, depreciation analysis, and has been involved extensively with researching and determining current national, regional, state, and local industry standards for electric and gas utility practices. Michael Sommerdorf Mr. Michael Sommerdorf joined NewGen as an Analyst in January 2016. Mr. Sommerdorf attained a Bachelor of Supporting Analyst Business Administration in Accounting from St. Edward's University, Munday School of Business in December 2015. He is currently working towards a Master of Science in Business Analytics at the University of Texas at Dallas. Prior to joining the firm, Mr. Sommerdorf held positions as a finance intern at the Electric Reliability Council of Texas, a volunteer tax preparer, and an internal audit intern at a small semiconductor firm in Austin, Texas. Mr. Sommerdorf has experience in financial modeling, data manipulation and financial analysis for a variety of industries. Zak Wright Zak Wright joined NewGen in April 2015. Mr. Wright assists with appraisals, financial planning and rate analysis. Supporting Analyst Prior to joining NewGen, he worked as a Commercial Credit Analyst and has experience in corporate finance, pro forma financial analysis, financial modeling, underwriting, banking, and strategic and capital planning. He recently attained his Master of Business Administration from the Massey School of Business at Belmont University. Thoughtful Decision Making for Uncertain Times DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F 111MOM4 Mr. Williams August 24, 2016 Page 3 The scope of work is as detailed in the attached task authorizations (Attachment 1). The terms and conditions are as noted in the attached, executed H -GAC Proposal Specifications No. HP07-16 effective June 1, 2016 (Attachment 2). The professionals at NewGen have worked hard over the years to attract and maintain a diversified staff of professionals with exceptional skills, dedication, and talent. We have built our reputation by providing clients with solutions that are based on sound principles, economic feasibility, and innovative thinking without losing sight of budget and schedule considerations and constraints. We are proud of the long-standing relationships that we have developed with our clients. NewGen encourages Denton to contact any of the representative professional references listed below. These clients can speak to our ability to provide quality work similar to the services being requested by Denton. We look forward to the prospect of working with Denton Municipal Electric. If you have questions concerning this proposal or would like additional information, please contact me at (615) 970-7875 or mlane@newgenstrategies.net. Sincerely, NewGen Strategies and Solutions, LLC Michael Lane Director Thoughtful Decision Making for Uncertain Times Austin Energy 721 Barton Springs Rd (512) 322-6544 mark.dreyfus2austinenergy.com Mark Dreyfus, Director, Regulatory & Government Affairs Austin, TX 78704 CPS Energy (210) 241-8613 ediaz0bcpsenergV.corn Eugene Diaz Georgetown Municipal Water & Sewer Service 1000 West Main St (502) 863-7816 rwilhite @,gmwss.com Robert Wilhite, Finance Director/IT Manager Georgetown, KY 40324 Lafayette Utilities System (337) 291-5806 aduhonOodus.org Andrew Duhon, Customer & Support Services Manager United Power Inc. 500 Cooperative Way (303) 637-1209 dhubbuck a(,,unitedpower.com Dean Hubbuck, Manager of Engineering & Rates Brighton, CO 80603 We look forward to the prospect of working with Denton Municipal Electric. If you have questions concerning this proposal or would like additional information, please contact me at (615) 970-7875 or mlane@newgenstrategies.net. Sincerely, NewGen Strategies and Solutions, LLC Michael Lane Director Thoughtful Decision Making for Uncertain Times DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F 111MISM4 Economics I Strategy I Stakeholders I Sustainability DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F 111MIS 14 Effective Date: August 23, 2016 Client Name: City of Denton, TX TASK AUTHORIZATION NO. 1 CITY OF DENTON, TX Task Authorization Description: Electric Financial Planning Model The City of Denton, Texas (Client) and NewGen Strategies and Solutions, LLC (Consultant) agree that this Task Authorization will be governed by the terms and conditions as set forth in the H -GAC Proposal Specifications No. HP07-16 effective June 1, 2016. Scope of Services Task : Data Request and Dick -off Meeting Immediately upon authorization to proceed, we will begin gathering detailed information related to the City of Denton's (Denton) operations and financials in support of the Study. NewGen will provide Denton with a detailed and specific Data Request to gather the required information. NewGen will review the data and identify any potential gaps in information or additional data required to conduct our analyses. After reviewing the initial data, NewGen will schedule a Kick-off Meeting at Denton's offices. The purpose of the meeting is to discuss the Study and develop the detailed project plan. This meeting will include discussing the scheduling of deliverables. Task 2: Development of Financial Planning Model NewGen will develop a Microsoft Excel based electric utility financial model based on the utility's budgeting system and accounts to support periodic updates and alignment with the COS and generation planning models. The financial model will forecast revenues by customer class and expenses for five years to evaluate potential rate, debt, or capital impacts. Our model includes a `dashboard' designed to manage, manipulate, and evaluate large amounts of data. The dashboard easily conveys the key financial metrics, load profile changes, customer impacts, and rate structures to customers, staff, and Boards. The dashboard allows us to quickly perform scenario analyses which provides Denton flexibility in determining the appropriate mix of rate changes, capital projects, and debt issuances to meet budgetary or capital constraints and to support utility decision making. The customized tools allow for dynamic and complete analysis of the various aspects of the Study and produce easy to understand tables and graphs that aid Denton in communicating to various stakeholders engaged in the project. During the model development process, designated utility staff will be included in periodic progress updates and provide feedback on draft versions of the model. The results of the financial model will be summarized in a report and presented to Denton staff. The model will include a Proforma operating results worksheet, a balance sheet, the aforementioned dashboard, capital improvement plan sheet, debt service schedule and up to six (6) scenarios as defined by Denton. NewGen Strategies 1 of 3 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F 111MIS 14 TASK AUTHORIZATION NO. 1 CITY OF DENTON, TX Task 3: Presentation of Draft Financial Planning Madel NewGen will prepare the financial planning model and develop a demonstration of the model. NewGen will present that demonstration to Denton staff at Denton offices. Feedback from the demonstration and from Denton's internal review of the draft model will be developed and delivered to NewGen staff for inclusion in the model. Task 4: Dcvclopnicnt of Final Model NewGen will incorporate all comments and feedback from Denton into the final model, which will be delivered to Denton electronically, with instructions, as a working model. Task : Staff Training NewGen will train Denton staff on site to operate the model, including the development of scenarios, data input, and analysis of results. The training will include one, 4 -hour training session at Denton offices, to be scheduled after the completion and delivery of the Financial Planning Model at Denton's convenience. Schedule After receipt of authorization to proceed, the Client and Consultant will agree on a schedule to perform the work. To the extent required, the schedule may be revised by mutual agreement. Fee for Services Consultant will provide services as described herein on a time and material basis. Fees for services under this Task Authorization will be based on actual hours of services furnished multiplied by Consultant's billing rates as of the date of its monthly invoice plus all reasonable expenses directly related to the services provided under this Task Authorization. The budget is a good faith estimate and not a not -to -exceed estimate and shall not be construed to require Consultant to provide services whose costs exceed the initial budget without an increase in the budget that is agreeable to Client and Consultant. The following Financial Plan modules will be completed for the estimated fees stated in Table 1 below. Client may choose to include any or all of the modules in addition to the base Financial Plan model. Base Report Management (for 10 reports) Input Business Interface Estimate Total Fee Estimate Approval $60,000 $10,000 $10,000 $5,000 $85,000 2 of 3 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F 111;�s�'l_F.,, Jill IG• TASK AUTHORIZATION NO. 1 CITY OF DENTON, TX City of Denton, Texas NewGen Strate iies an olutions, ITC Signature Signature Name Name Michael Lane Title Title Director Date Date August 24, 2016 3 of 3 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F 111MISM4 TASK AUTHORIZATION NO.2 CITY OF DENTON, TX Effective Date: August 23, 2016 Client Name: City of Denton, TX Task Authorization Description: Electric Rate Model The City of Denton, Texas (Client) and NewGen Strategies and Solutions, LLC (Consultant) agree that this Task Authorization will be governed by the terms and conditions as set forth in the H -GAC Proposal Specifications No. HP07-16 effective June 1, 2016. Scope of Services Task : Data Request and Dick -off Meeting Immediately upon authorization to proceed, we will begin gathering detailed information related to the City of Denton's (Denton) advanced meter infrastructure (AMI) data and billing systems in support of the Study. NewGen will provide Denton with a detailed and specific Data Request to gather the required information. NewGen will review the data and identify any potential gaps in information or additional data required to conduct our analyses. After reviewing the initial data, NewGen will schedule a Kick-off Meeting at Denton's offices. The purpose of the meeting is to discuss the Study and develop the detailed project plan. This meeting will include discussing the scheduling of deliverables. Task 2: Development of Electric Rate Model NewGen will develop a Microsoft Excel based electric utility rate model based on the utility's AMI interval data output and will support periodic updates. The rate model will provide analysis of interval load data for purposes of analyzing rates, allocations for cost -of -service (COS) studies, audit customer class qualifications, etc. Our model includes a `dashboard' designed to manage, manipulate, and evaluate large amounts of data. The dashboard easily conveys the key load profile information on a class and system basis, customer impacts, and rate structures to customers, staff, and Boards. The dashboard allows us to quickly perform scenario analyses which provides Denton ability to quickly analyze items such as estimated effects of changing rates by time -of -use (TOU) period, increasing distributed generation (DG), increased usage of electric vehicles (EV), etc. The customized tools allow for dynamic and complete analysis of the various aspects of the Study and produce easy to understand tables and graphs that aid Denton in communicating to various stakeholders engaged in the project. During the model development process, designated utility staff will be included in periodic progress updates and provide feedback on draft versions of the model. The results of the financial model will be summarized in a report and presented to Denton staff. The model will include a rate class dashboard for each major rate class that include class load profiles, current rates area to input new rates, projected billing impacts due to new rates and projected impacts to revenues and load profiles from DG and EV. The model will also include a system summary level dashboard showing system load profiles and revenues. NewGen Strategies 1 of 3 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F 111MIS 14 TASK AUTHORIZATION NO.2 CITY OF DENTON, TX Task 3: Presentation of Draft Electric: Rate Madel NewGen will prepare the electric rate model and develop a demonstration of the model. NewGen will present that demonstration to Denton staff at Denton offices. Feedback from the demonstration and from Denton's internal review of the draft model will be developed and delivered to NewGen staff for inclusion in the model. Task 4: Developnient of Final Madel NewGen will incorporate all comments and feedback from Denton into the final model, which will be delivered to Denton electronically, with instructions, as a working model. Task : Staff Training NewGen will train Denton staff on site to operate the model, including the development of scenarios, data input, and analysis of results. The training will include one, 4 -hour training session at Denton offices, to be scheduled after the completion and delivery of the Financial Planning Model at Denton's convenience. Schedule After receipt of authorization to proceed, the Client and Consultant will agree on a schedule to perform the work. To the extent required, the schedule may be revised by mutual agreement. Fee for Services Consultant will provide services as described herein on a time and material basis. Fees for services under this Task Authorization will be based on actual hours of services furnished multiplied by Consultant's billing rates as of the date of its monthly invoice plus all reasonable expenses directly related to the services provided under this Task Authorization. The budget is a good faith estimate and not a not -to -exceed estimate and shall not be construed to require Consultant to provide services whose costs exceed the initial budget without an increase in the budget that is agreeable to Client and Consultant. The following Financial Plan modules will be completed for the estimated fees stated in Table 1 below. Client may choose to include any or all of the modules in addition to the base Financial Plan model. Module Fee Estimate Approval Base Model $60,000 Business Interface $5,000 Estimate Total $65,000 2 of 3 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F 111;�s�'l_F.,, SIG• TASK AUTHORIZATION NO.2 CITY OF DENTON, TX City of Denton, Texas NewGen Strategies andSolutions, LLC Signature Signature z&4 Name Name Michael Lane Title Title Director Date Date August 24, 2016 3 of 3 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F 111MIS 14 Effective Date: August 23, 2016 Client Name: City of Denton, TX TASK AUTHORIZATION NO.3 CITY OF DENTON, TX Task Authorization Description: Water Financial Planning Model The City of Denton, Texas (Client) and NewGen Strategies and Solutions, LLC (Consultant) agree that this Task Authorization will be governed by the terms and conditions as set forth in the H -GAC Proposal Specifications No. HP07-16 effective June 1, 2016. Scope of Services Task : Data Request and Dick -off Meeting Immediately upon authorization to proceed, we will begin gathering detailed information related to the City of Denton's (Denton) operations and financials in support of the Study. NewGen will provide Denton with a detailed and specific Data Request to gather the required information. NewGen will review the data and identify any potential gaps in information or additional data required to conduct our analyses. After reviewing the initial data, NewGen will schedule a Kick-off Meeting at Denton's offices. The purpose of the meeting is to discuss the Study and develop the detailed project plan. This meeting will include discussing the scheduling of deliverables. Task 2: Development of Financial Planning Model NewGen will develop a Microsoft Excel based water/wastewater utility financial model based on the utility's budgeting system and accounts to support periodic updates and alignment with the COS and generation planning models. The financial model will forecast revenues by customer class and expenses for five years to evaluate potential rate, debt, or capital impacts. Our model includes a `dashboard' designed to manage, manipulate, and evaluate large amounts of data. The dashboard easily conveys the key financial metrics, load profile changes, customer impacts, and rate structures to customers, staff, and Boards. The dashboard allows us to quickly perform scenario analyses which provides Denton flexibility in determining the appropriate mix of rate changes, capital projects, and debt issuances to meet budgetary or capital constraints and to support utility decision making. The customized tools allow for dynamic and complete analysis of the various aspects of the Study and produce easy to understand tables and graphs that aid Denton in communicating to various stakeholders engaged in the project. During the model development process, designated utility staff will be included in periodic progress updates and provide feedback on draft versions of the model. The results of the financial model will be summarized in a report and presented to Denton staff. The model will include a Proforma operating results worksheet, a balance sheet, the aforementioned dashboard, capital improvement plan sheet, debt service schedule and up to six (6) scenarios as defined by Denton. NewGen Strategies 1 of 3 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F 111MIS 14 TASK AUTHORIZATION NO.3 CITY OF DENTON, TX Task 3: Presentation of Draft Financial Planning Madel NewGen will prepare the financial planning model and develop a demonstration of the model. NewGen will present that demonstration to Denton staff at Denton offices. Feedback from the demonstration and from Denton's internal review of the draft model will be developed and delivered to NewGen staff for inclusion in the model. Task 4: Dcvclopnicnt of Final Model NewGen will incorporate all comments and feedback from Denton into the final model, which will be delivered to Denton electronically, with instructions, as a working model. Task : Staff Training NewGen will train Denton staff on site to operate the model, including the development of scenarios, data input, and analysis of results. The training will include one, 4 -hour training session at Denton offices, to be scheduled after the completion and delivery of the Financial Planning Model at Denton's convenience. Schedule After receipt of authorization to proceed, the Client and Consultant will agree on a schedule to perform the work. To the extent required, the schedule may be revised by mutual agreement. Fee for Services Consultant will provide services as described herein on a time and material basis. Fees for services under this Task Authorization will be based on actual hours of services furnished multiplied by Consultant's billing rates as of the date of its monthly invoice plus all reasonable expenses directly related to the services provided under this Task Authorization. The budget is a good faith estimate and not a not -to -exceed estimate and shall not be construed to require Consultant to provide services whose costs exceed the initial budget without an increase in the budget that is agreeable to Client and Consultant. The following Financial Plan modules will be completed for the estimated fees stated in Table 1 below. Client may choose to include any or all of the modules in addition to the base Financial Plan model. Base Report Management (for 10 reports) Input Business Interface Estimate Total Fee Estimate Approval $40,000 $10,000 $10,000 $5,000 $65,000 2 of 3 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F 111;�s�'l_F.,, SIG• TASK AUTHORIZATION NO.3 CITY OF DENTON, TX City of Denton, Texas NewGen Strategies and olutions, LLC Signature Signature Name Name Michael Lane Title Title Director Date Date August 24, 2016 3 of 3 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 F,xhihit R Standard Purchase Terms and Conditions These standard Terms and Conditions and the Terms and Conditions, Specifications, Drawings and other requirements included in the City of Denton's contract are applicable to contracts/purchase orders issued by the City of Denton hereinafter referred to as the City or Buyer and the Seller or respondent herein after referred to as Contractor or Supplier. Any deviations must be in writing and signed by a representative of the City's Procurement Department and the Supplier. No Terms and Conditions contained in the seller's proposal response, invoice or statement shall serve to modify the terms set forth herein. If there is a conflict between the provisions on the face of the contract/purchase order these written provisions will take precedence. The Contractor agrees that the contract shall be governed by the following terms and conditions, unless exceptions are duly noted and fully negotiated. Unless otherwise specified in the contract, Sections 3, 4, 5, 6, 7, 8, 20, 21, and 36 shall apply only to a solicitation to purchase goods, and sections 9, 10, 11, 22 and 32 shall apply only to a solicitation to purchase services to be performed principally at the City's premises or on public rights-of-way. 1. CONTRACTOR'S OBLIGATIONS. The Contractor shall fully and timely provide all deliverables described in the Solicitation and in the Contractor's Offer in strict accordance with the terms, covenants, and conditions of the Contract and all applicable Federal, State, and local laws, rules, and regulations. 2. EFFECTIVE DATE/TERM. Unless otherwise specified in the Solicitation, this Contract shall be effective as of the date the contract is signed by the City, and shall continue in effect until all obligations are performed in accordance with the Contract. 3. CONTRACTOR TO PACKAGE DELIVERABLES: The Contractor will package deliverables in accordance with good commercial practice and shall include a packing list showing the description of each item, the quantity and unit price unless otherwise provided in the Specifications or Supplemental Terms and Conditions, each shipping container shall be clearly and permanently marked as follows: (a) The Contractor's name and address, (b) the City's name, address and purchase order or purchase release number and the price agreement number if applicable, (c) Container number and total number of containers, e.g. box 1 of 4 boxes, and (d) the number of the container bearing the packing list. The Contractor shall bear cost of packaging. Deliverables shall be suitably packed to secure lowest transportation costs and to conform to all the requirements of common carriers and any applicable specification. The City's count or weight shall be final and conclusive on shipments not accompanied by packing lists. 4. SHIPMENT UNDER RESERVATION PROHIBITED: The Contractor is not authorized to ship the deliverables under reservation and no tender of a bill of lading will operate as a tender of deliverables. 5. TITLE & RISK OF LOSS: Title to and risk of loss of the deliverables shall pass to the City only when the City actually receives and accepts the deliverables. DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 6. DELIVERY TERMS AND TRANSPORTATION CHARGES: Deliverables shall be shipped F.O.B. point of delivery unless otherwise specified in the Supplemental Terms and Conditions. Unless otherwise stated in the Offer, the Contractor's price shall be deemed to include all delivery and transportation charges. The City shall have the right to designate what method of transportation shall be used to ship the deliverables. The place of delivery shall be that set forth the purchase order. 7. RIGHT OF INSPECTION AND REJECTION: The City expressly reserves all rights under law, including, but not limited to the Uniform Commercial Code, to inspect the deliverables at delivery before accepting them, and to reject defective or non -conforming deliverables. If the City has the right to inspect the Contractor's, or the Contractor's Subcontractor's, facilities, or the deliverables at the Contractor's, or the Contractor's Subcontractor's, premises, the Contractor shall furnish, or cause to be furnished, without additional charge, all reasonable facilities and assistance to the City to facilitate such inspection. 8. NO REPLACEMENT OF DEFECTIVE TENDER: Every tender or delivery of deliverables must fully comply with all provisions of the Contract as to time of delivery, quality, and quantity. Any non -complying tender shall constitute a breach and the Contractor shall not have the right to substitute a conforming tender; provided, where the time for performance has not yet expired, the Contractor may notify the City of the intention to cure and may then make a conforming tender within the time allotted in the contract. 9. PLACE AND CONDITION OF WORK: The City shall provide the Contractor access to the sites where the Contractor is to perform the services as required in order for the Contractor to perform the services in a timely and efficient manner, in accordance with and subject to the applicable security laws, rules, and regulations. The Contractor acknowledges that it has satisfied itself as to the nature of the City's service requirements and specifications, the location and essential characteristics of the work sites, the quality and quantity of materials, equipment, labor and facilities necessary to perform the services, and any other condition or state of fact which could in any way affect performance of the Contractor's obligations under the contract. The Contractor hereby releases and holds the City harmless from and against any liability or claim for damages of any kind or nature if the actual site or service conditions differ from expected conditions. The contractor shall, at all times, exercise reasonable precautions for the safety of their employees, City Staff, participants and others on or near the City's facilities. 10. WORKFORCE A. The Contractor shall employ only orderly and competent workers, skilled in the performance of the services which they will perform under the Contract. B. The Contractor, its employees, subcontractors, and subcontractor's employees may not while engaged in participating or responding to a solicitation or while in the course and scope of delivering goods or services under a City of Denton contract or on the City's property. i. use or possess a firearm, including a concealed handgun that is licensed under state law, except as required by the terms of the contract; or DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 ii. use or possess alcoholic or other intoxicating beverages, illegal drugs or controlled substances, nor may such workers be intoxicated, or under the influence of alcohol or drugs, on the job. C. If the City or the City's representative notifies the Contractor that any worker is incompetent, disorderly or disobedient, has knowingly or repeatedly violated safety regulations, has possessed any firearms, or has possessed or was under the influence of alcohol or drugs on the job, the Contractor shall immediately remove such worker from Contract services, and may not employ such worker again on Contract services without the City's prior written consent. Immigration: The Contractor represents and warrants that it shall comply with the requirements of the Immigration Reform and Control Act of 1986 and 1990 regarding employment verification and retention of verification forms for any individuals hired on or after November 6, 1986, who will perform any labor or services under the Contract and the Illegal Immigration Reform and Immigrant Responsibility Act of 1996 ("IIRIRA) enacted on September 30, 1996. 11. COMPLIANCE WITH HEALTH, SAFETY, AND ENVIRONMENTAL REGULATIONS: The Contractor, it's Subcontractors, and their respective employees, shall comply fully with all applicable federal, state, and local health, safety, and environmental laws, ordinances, rules and regulations in the performance of the services, including but not limited to those promulgated by the City and by the Occupational Safety and Health Administration (OSHA). In case of conflict, the most stringent safety requirement shall govern. The Contractor shall indemnify and hold the City harmless from and against all claims, demands, suits, actions, judgments, fines, penalties and liability of every kind arising from the breach of the Contractor's obligations under this paragraph. Environmental Protection: The Respondent shall be in compliance with all applicable standards, orders, or regulations issued pursuant to the mandates of the Clean Air Act (42 U.S.C. §7401 et seq.) and the Federal Water Pollution Control Act, as amended, (33 U.S.C. §1251 et seq.). 12. INVOICES: A. The Contractor shall submit separate invoices in duplicate on each purchase order or purchase release after each delivery. If partial shipments or deliveries are authorized by the City, a separate invoice must be sent for each shipment or delivery made. B. Proper Invoices must include a unique invoice number, the purchase order or delivery order number and the master agreement number if applicable, the Department's Name, and the name of the point of contact for the Department. Invoices shall be itemized and transportation charges, if any, shall be listed separately. A copy of the bill of lading and the freight waybill, when applicable, shall be attached to the invoice. The Contractor's name, remittance address and, if applicable, the tax identification number on the invoice must exactly match the information in the Vendor's registration with the City. Unless otherwise instructed in writing, the City may rely on the remittance address specified on the Contractor's invoice. C. Invoices for labor shall include a copy of all time -sheets with trade labor rate and deliverables order number clearly identified. Invoices shall also include a tabulation of work -hours at the appropriate rates and grouped by work order number. Time billed for labor shall be limited to hours actually worked at the work site. D. Unless otherwise expressly authorized in the Contract, the Contractor shall pass through all DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 Subcontract and other authorized expenses at actual cost without markup. E. Federal excise taxes, State taxes, or City sales taxes must not be included in the invoiced amount. The City will furnish a tax exemption certificate upon request. 13. PAYMENT: A. All proper invoices need to be sent to Accounts Payable. Approved invoices will be paid within thirty (30) calendar days of the City's receipt of the deliverables or of the invoice being received in Accounts Payable, whichever is later. B. If payment is not timely made, (per paragraph A); interest shall accrue on the unpaid balance at the lesser of the rate specified in Texas Government Code Section 2251.025 or the maximum lawful rate; except, if payment is not timely made for a reason for which the City may withhold payment hereunder, interest shall not accrue until ten (10) calendar days after the grounds for withholding payment have been resolved. C. If partial shipments or deliveries are authorized by the City, the Contractor will be paid for the partial shipment or delivery, as stated above, provided that the invoice matches the shipment or delivery. D. The City may withhold or set off the entire payment or part of any payment otherwise due the Contractor to such extent as may be necessary on account of. i. delivery of defective or non -conforming deliverables by the Contractor; ii. third party claims, which are not covered by the insurance which the Contractor is required to provide, are filed or reasonable evidence indicating probable filing of such claims; iii. failure of the Contractor to pay Subcontractors, or for labor, materials or equipment; iv. damage to the property of the City or the City's agents, employees or contractors, which is not covered by insurance required to be provided by the Contractor; v. reasonable evidence that the Contractor's obligations will not be completed within the time specified in the Contract, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; vi. failure of the Contractor to submit proper invoices with purchase order number, with all required attachments and supporting documentation; or vii. failure of the Contractor to comply with any material provision of the Contract Documents. E. Notice is hereby given that any awarded firm who is in arrears to the City of Denton for delinquent taxes, the City may offset indebtedness owed the City through payment withholding. F. Payment will be made by check unless the parties mutually agree to payment by credit card or electronic transfer of funds. The Contractor agrees that there shall be no additional charges, surcharges, or penalties to the City for payments made by credit card or electronic funds transfer. G. The awarding or continuation of this contract is dependent upon the availability of funding. The City's payment obligations are payable only and solely from funds Appropriated and available for this contract. The absence of Appropriated or other lawfully available funds shall render the Contract null and void to the extent funds are not Appropriated or available and any deliverables delivered but unpaid shall be returned to the Contractor. The City shall provide the Contractor written notice of the failure of the City to make an adequate Appropriation for any fiscal year to pay the amounts due under the Contract, or the reduction of any Appropriation to an amount insufficient to permit the City to pay its obligations under the Contract. In the event of DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 none or inadequate appropriation of funds, there will be no penalty nor removal fees charged to the City. 14. TRAVEL EXPENSES: All travel, lodging and per diem expenses in connection with the Contract shall be paid by the Contractor, unless otherwise stated in the contract terms. During the term of this contract, the contractor shall bill and the City shall reimburse contractor for all reasonable and approved out of pocket expenses which are incurred in the connection with the performance of duties hereunder. Notwithstanding the foregoing, expenses for the time spent by the contractor in traveling to and from City facilities shall not be reimbursed, unless otherwise negotiated. 15. FINAL PAYMENT AND CLOSE-OUT: A. If a DBE/MBE/WBE Program Plan is agreed to and the Contractor has identified Subcontractors, the Contractor is required to submit a Contract Close -Out MBE/WBE Compliance Report to the Purchasing Manager no later than the 15th calendar day after completion of all work under the contract. Final payment, retainage, or both may be withheld if the Contractor is not in compliance with the requirements as accepted by the City. B. The making and acceptance of final payment will constitute: i. a waiver of all claims by the City against the Contractor, except claims (1) which have been previously asserted in writing and not yet settled, (2) arising from defective work appearing after final inspection, (3) arising from failure of the Contractor to comply with the Contract or the terms of any warranty specified herein, (4) arising from the Contractor's continuing obligations under the Contract, including but not limited to indemnity and warranty obligations, or (5) arising under the City's right to audit; and ii. a waiver of all claims by the Contractor against the City other than those previously asserted in writing and not yet settled. 16. SPECIAL TOOLS & TEST EQUIPMENT: If the price stated on the Offer includes the cost of any special tooling or special test equipment fabricated or required by the Contractor for the purpose of filling this order, such special tooling equipment and any process sheets related thereto shall become the property of the City and shall be identified by the Contractor as such. 17. RIGHT TO AUDIT: A. The City shall have the right to audit and make copies of the books, records and computations pertaining to the Contract. The Contractor shall retain such books, records, documents and other evidence pertaining to the Contract period and five years thereafter, except if an audit is in progress or audit findings are yet unresolved, in which case records shall be kept until all audit tasks are completed and resolved. These books, records, documents and other evidence shall be available, within ten (10) business days of written request. Further, the Contractor shall also require all Subcontractors, material suppliers, and other payees to retain all books, records, documents and other evidence pertaining to the Contract, and to allow the City similar access to those documents. All books and records will be made available within a 50 mile radius of the City of Denton. The cost of the audit will be borne by the City unless the audit reveals an overpayment of 1% or greater. If an overpayment of 1% or greater occurs, the reasonable cost of the audit, including any travel costs, must be borne by the Contractor which must be payable within five (5) business days of receipt of an invoice. B. Failure to comply with the provisions of this section shall be a material breach of the Contract DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 and shall constitute, in the City's sole discretion, grounds for termination thereof. Each of the terms "books", "records", "documents" and "other evidence", as used above, shall be construed to include drafts and electronic files, even if such drafts or electronic files are subsequently used to generate or prepare a final printed document. 18. SUBCONTRACTORS: A. If the Contractor identified Subcontractors in a DBE/MBE/WBE agreed to Plan, the Contractor shall comply with all requirements approved by the City. The Contractor shall not initially employ any Subcontractor except as provided in the Contractor's Plan. The Contractor shall not substitute any Subcontractor identified in the Plan, unless the substitute has been accepted by the City in writing. No acceptance by the City of any Subcontractor shall constitute a waiver of any rights or remedies of the City with respect to defective deliverables provided by a Subcontractor. If a Plan has been approved, the Contractor is additionally required to submit a monthly Subcontract Awards and Expenditures Report to the Procurement Manager, no later than the tenth calendar day of each month. B. Work performed for the Contractor by a Subcontractor shall be pursuant to a written contract between the Contractor and Subcontractor. The terms of the subcontract may not conflict with the terms of the Contract, and shall contain provisions that: i. require that all deliverables to be provided by the Subcontractor be provided in strict accordance with the provisions, specifications and terms of the Contract; ii. prohibit the Subcontractor from further subcontracting any portion of the Contract without the prior written consent of the City and the Contractor. The City may require, as a condition to such further subcontracting, that the Subcontractor post a payment bond in form, substance and amount acceptable to the City; iii. require Subcontractors to submit all invoices and applications for payments, including any claims for additional payments, damages or otherwise, to the Contractor in sufficient time to enable the Contractor to include same with its invoice or application for payment to the City in accordance with the terms of the Contract; iv. require that all Subcontractors obtain and maintain, throughout the term of their contract, insurance in the type and amounts specified for the Contractor, with the City being a named insured as its interest shall appear; and v. require that the Subcontractor indemnify and hold the City harmless to the same extent as the Contractor is required to indemnify the City. C. The Contractor shall be fully responsible to the City for all acts and omissions of the Subcontractors just as the Contractor is responsible for the Contractor's own acts and omissions. Nothing in the Contract shall create for the benefit of any such Subcontractor any contractual relationship between the City and any such Subcontractor, nor shall it create any obligation on the part of the City to pay or to see to the payment of any moneys due any such Subcontractor except as may otherwise be required by law. D. The Contractor shall pay each Subcontractor its appropriate share of payments made to the Contractor not later than ten (10) calendar days after receipt of payment from the City. 19. WARRANTY -PRICE: A. The Contractor warrants the prices quoted in the Offer are no higher than the Contractor's current prices on orders by others for like deliverables under similar terms of purchase. DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 B. The Contractor certifies that the prices in the Offer have been arrived at independently without consultation, communication, or agreement for the purpose of restricting competition, as to any matter relating to such fees with any other firm or with any competitor. C. In addition to any other remedy available, the City may deduct from any amounts owed to the Contractor, or otherwise recover, any amounts paid for items in excess of the Contractor's current prices on orders by others for like deliverables under similar terms of purchase. 20. WARRANTY — TITLE: The Contractor warrants that it has good and indefeasible title to all deliverables furnished under the Contract, and that the deliverables are free and clear of all liens, claims, security interests and encumbrances. The Contractor shall indemnify and hold the City harmless from and against all adverse title claims to the deliverables. 21. WARRANTY — DELIVERABLES: The Contractor warrants and represents that all deliverables sold the City under the Contract shall be free from defects in design, workmanship or manufacture, and conform in all material respects to the specifications, drawings, and descriptions in the Solicitation, to any samples furnished by the Contractor, to the terms, covenants and conditions of the Contract, and to all applicable State, Federal or local laws, rules, and regulations, and industry codes and standards. Unless otherwise stated in the Solicitation, the deliverables shall be new or recycled merchandise, and not used or reconditioned. A. Recycled deliverables shall be clearly identified as such. B. The Contractor may not limit, exclude or disclaim the foregoing warranty or any warranty implied by law; and any attempt to do so shall be without force or effect. C. Unless otherwise specified in the Contract, the warranty period shall be at least one year from the date of acceptance of the deliverables or from the date of acceptance of any replacement deliverables. If during the warranty period, one or more of the above warranties are breached, the Contractor shall promptly upon receipt of demand either repair the non -conforming deliverables, or replace the non -conforming deliverables with fully conforming deliverables, at the City's option and at no additional cost to the City. All costs incidental to such repair or replacement, including but not limited to, any packaging and shipping costs shall be borne exclusively by the Contractor. The City shall endeavor to give the Contractor written notice of the breach of warranty within thirty (30) calendar days of discovery of the breach of warranty, but failure to give timely notice shall not impair the City's rights under this section. D. If the Contractor is unable or unwilling to repair or replace defective or non -conforming deliverables as required by the City, then in addition to any other available remedy, the City may reduce the quantity of deliverables it may be required to purchase under the Contract from the Contractor, and purchase conforming deliverables from other sources. In such event, the Contractor shall pay to the City upon demand the increased cost, if any, incurred by the City to procure such deliverables from another source. E. If the Contractor is not the manufacturer, and the deliverables are covered by a separate manufacturer's warranty, the Contractor shall transfer and assign such manufacturer's warranty to the City. If for any reason the manufacturer's warranty cannot be fully transferred to the City, the Contractor shall assist and cooperate with the City to the fullest extent to enforce such manufacturer's warranty for the benefit of the City. 22. WARRANTY — SERVICES: The Contractor warrants and represents that all services to be provided the City under the Contract will be fully and timely performed in a good and workmanlike manner in accordance with generally accepted industry standards and practices, the DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 terms, conditions, and covenants of the Contract, and all applicable Federal, State and local Laws, rules or regulations. A. The Contractor may not limit, exclude or disclaim the foregoing warranty or any warranty implied by law, and any attempt to do so shall be without force or effect. B. Unless otherwise specified in the Contract, the warranty period shall be at least one year from the Acceptance Date. If during the warranty period, one or more of the above warranties are breached, the Contractor shall promptly upon receipt of demand perform the services again in accordance with above standard at no additional cost to the City. All costs incidental to such additional performance shall be borne by the Contractor. The City shall endeavor to give the Contractor written notice of the breach of warranty within thirty (30) calendar days of discovery of the breach warranty, but failure to give timely notice shall not impair the City's rights under this section. C. If the Contractor is unable or unwilling to perform its services in accordance with the above standard as required by the City, then in addition to any other available remedy, the City may reduce the amount of services it may be required to purchase under the Contract from the Contractor, and purchase conforming services from other sources. In such event, the Contractor shall pay to the City upon demand the increased cost, if any, incurred by the City to procure such services from another source. 23. ACCEPTANCE OF INCOMPLETE OR NON -CONFORMING DELIVERABLES: If, instead of requiring immediate correction or removal and replacement of defective or non- conforming deliverables, the City prefers to accept it, the City may do so. The Contractor shall pay all claims, costs, losses and damages attributable to the City's evaluation of and determination to accept such defective or non -conforming deliverables. If any such acceptance occurs prior to final payment, the City may deduct such amounts as are necessary to compensate the City for the diminished value of the defective or non -conforming deliverables. If the acceptance occurs after final payment, such amount will be refunded to the City by the Contractor. 24. RIGHT TO ASSURANCE: Whenever one party to the Contract in good faith has reason to question the other party's intent to perform, demand may be made to the other party for written assurance of the intent to perform. In the event that no assurance is given within the time specified after demand is made, the demanding party may treat this failure as an anticipatory repudiation of the Contract. 25. STOP WORK NOTICE: The City may issue an immediate Stop Work Notice in the event the Contractor is observed performing in a manner that is in violation of Federal, State, or local guidelines, or in a manner that is determined by the City to be unsafe to either life or property. Upon notification, the Contractor will cease all work until notified by the City that the violation or unsafe condition has been corrected. The Contractor shall be liable for all costs incurred by the City as a result of the issuance of such Stop Work Notice. 26. DEFAULT: The Contractor shall be in default under the Contract if the Contractor (a) fails to fully, timely and faithfully perform any of its material obligations under the Contract, (b) fails to provide adequate assurance of performance under Paragraph 24, (c) becomes insolvent or seeks relief under the bankruptcy laws of the United States or (d) makes a material misrepresentation in Contractor's Offer, or in any report or deliverable required to be submitted DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 by the Contractor to the City. 27. TERMINATION FOR CAUSE: In the event of a default by the Contractor, the City shall have the right to terminate the Contract for cause, by written notice effective ten (10) calendar days, unless otherwise specified, after the date of such notice, unless the Contractor, within such ten (10) day period, cures such default, or provides evidence sufficient to prove to the City's reasonable satisfaction that such default does not, in fact, exist. In addition to any other remedy available under law or in equity, the City shall be entitled to recover all actual damages, costs, losses and expenses, incurred by the City as a result of the Contractor's default, including, without limitation, cost of cover, reasonable attorneys' fees, court costs, and prejudgment and post judgment interest at the maximum lawful rate. Additionally, in the event of a default by the Contractor, the City may remove the Contractor from the City's vendor list for three (3) years and any Offer submitted by the Contractor may be disqualified for up to three (3) years. All rights and remedies under the Contract are cumulative and are not exclusive of any other right or remedy provided by law. 28. TERMINATION WITHOUT CAUSE: The City shall have the right to terminate the Contract, in whole or in part, without cause any time upon thirty (30) calendar days' prior written notice. Upon receipt of a notice of termination, the Contractor shall promptly cease all further work pursuant to the Contract, with such exceptions, if any, specified in the notice of termination. The City shall pay the Contractor, to the extent of funds Appropriated or otherwise legally available for such purposes, for all goods delivered and services performed and obligations incurred prior to the date of termination in accordance with the terms hereof. 29. FRAUD: Fraudulent statements by the Contractor on any Offer or in any report or deliverable required to be submitted by the Contractor to the City shall be grounds for the termination of the Contract for cause by the City and may result in legal action. 30. DELAYS: A. The City may delay scheduled delivery or other due dates by written notice to the Contractor if the City deems it is in its best interest. If such delay causes an increase in the cost of the work under the Contract, the City and the Contractor shall negotiate an equitable adjustment for costs incurred by the Contractor in the Contract price and execute an amendment to the Contract. The Contractor must assert its right to an adjustment within thirty (30) calendar days from the date of receipt of the notice of delay. Failure to agree on any adjusted price shall be handled under the Dispute Resolution process specified in paragraph 49. However, nothing in this provision shall excuse the Contractor from delaying the delivery as notified. B. Neither parry shall be liable for any default or delay in the performance of its obligations under this Contract if, while and to the extent such default or delay is caused by acts of God, fire, riots, civil commotion, labor disruptions, sabotage, sovereign conduct, or any other cause beyond the reasonable control of such Parry. In the event of default or delay in contract performance due to any of the foregoing causes, then the time for completion of the services will be extended; provided, however, in such an event, a conference will be held within three (3) business days to establish a mutually agreeable period of time reasonably necessary to overcome the effect of such failure to perform. 31. INDEMNITY: A. Definitions: DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 i. "Indemnified Claims" shall include any and all claims, demands, suits, causes of action, judgments and liability of every character, type or description, including all reasonable costs and expenses of litigation, mediation or other alternate dispute resolution mechanism, including attorney and other professional fees for: (1) damage to or loss of the property of any person (including, but not limited to the City, the Contractor, their respective agents, officers, employees and subcontractors; the officers, agents, and employees of such subcontractors; and third parties); and/or (2) death, bodily injury, illness, disease, worker's compensation, loss of services, or loss of income or wages to any person (including but not limited to the agents, officers and employees of the City, the Contractor, the Contractor's subcontractors, and third parties), ii. "Fault" shall include the sale of defective or non -conforming deliverables, negligence, willful misconduct or a breach of any legally imposed strict liability standard. B. THE CONTRACTOR SHALL DEFEND (AT THE OPTION OF THE CITY), INDEMNIFY, AND HOLD THE CITY, ITS SUCCESSORS, ASSIGNS, OFFICERS, EMPLOYEES AND ELECTED OFFICIALS HARMLESS FROM AND AGAINST ALL INDEMNIFIED CLAIMS DIRECTLY ARISING OUT OF, INCIDENT TO, CONCERNING OR RESULTING FROM THE FAULT OF THE CONTRACTOR, OR THE CONTRACTOR'S AGENTS, EMPLOYEES OR SUBCONTRACTORS, IN THE PERFORMANCE OF THE CONTRACTOR'S OBLIGATIONS UNDER THE CONTRACT. NOTHING HEREIN SHALL BE DEEMED TO LIMIT THE RIGHTS OF THE CITY OR THE CONTRACTOR (INCLUDING, BUT NOT LIMITED TO, THE RIGHT TO SEEK CONTRIBUTION) AGAINST ANY THIRD PARTY WHO MAY BE LIABLE FOR AN INDEMNIFIED CLAIM. 32. INSURANCE: The following insurance requirements are applicable, in addition to the specific insurance requirements detailed in Appendix A for services only. The successful firm shall procure and maintain insurance of the types and in the minimum amounts acceptable to the City of Denton. The insurance shall be written by a company licensed to do business in the State of Texas and satisfactory to the City of Denton. A. General Requirements: i. The Contractor shall at a minimum carry insurance in the types and amounts indicated and agreed to, as submitted to the City and approved by the City within the procurement process, for the duration of the Contract, including extension options and hold over periods, and during any warranty period. ii. The Contractor shall provide Certificates of Insurance with the coverage's and endorsements required to the City as verification of coverage prior to contract execution and within fourteen (14) calendar days after written request from the City. Failure to provide the required Certificate of Insurance may subject the Offer to disqualification from consideration for award. The Contractor must also forward a Certificate of Insurance to the City whenever a previously identified policy period has expired, or an extension option or hold over period is exercised, as verification of continuing coverage. iii. The Contractor shall not commence work until the required insurance is obtained and DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 until such insurance has been reviewed by the City. Approval of insurance by the City shall not relieve or decrease the liability of the Contractor hereunder and shall not be construed to be a limitation of liability on the part of the Contractor. iv. The Contractor must submit certificates of insurance to the City for all subcontractors prior to the subcontractors commencing work on the project. v. The Contractor's and all subcontractors' insurance coverage shall be written by companies licensed to do business in the State of Texas at the time the policies are issued and shall be written by companies with A.M. Best ratings of A- VII or better. The City will accept workers' compensation coverage written by the Texas Workers' Compensation Insurance Fund. vi. All endorsements naming the City as additional insured, waivers, and notices of cancellation endorsements as well as the Certificate of Insurance shall contain the solicitation number and the following information: City of Denton Materials Management Department 901B Texas Street Denton, Texas 76209 vii. The "other" insurance clause shall not apply to the City where the City is an additional insured shown on any policy. It is intended that policies required in the Contract, covering both the City and the Contractor, shall be considered primary coverage as applicable. viii. If insurance policies are not written for amounts agreed to with the City, the Contractor shall carry Umbrella or Excess Liability Insurance for any differences in amounts specified. If Excess Liability Insurance is provided, it shall follow the form of the primary coverage. ix. The City shall be entitled, upon request, at an agreed upon location, and without expense, to review certified copies of policies and endorsements thereto and may make any reasonable requests for deletion or revision or modification of particular policy terms, conditions, limitations, or exclusions except where policy provisions are established by law or regulations binding upon either of the parties hereto or the underwriter on any such policies. x. The City reserves the right to review the insurance requirements set forth during the effective period of the Contract and to make reasonable adjustments to insurance coverage, limits, and exclusions when deemed necessary and prudent by the City based upon changes in statutory law, court decisions, the claims history of the industry or financial condition of the insurance company as well as the Contractor. xi. The Contractor shall not cause any insurance to be canceled nor permit any insurance to lapse during the term of the Contract or as required in the Contract. xii. The Contractor shall be responsible for premiums, deductibles and self-insured retentions, if any, stated in policies. All deductibles or self-insured retentions shall be disclosed on the Certificate of Insurance. xiii. The Contractor shall endeavor to provide the City thirty (30) calendar days' written notice of erosion of the aggregate limits below occurrence limits for all applicable coverage's indicated within the Contract. xiv. The insurance coverage's specified in within the solicitation and requirements are DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 required minimums and are not intended to limit the responsibility or liability of the Contractor. B. Specific Coverage Requirements: Specific insurance requirements are contained in the solicitation instrument. 33. CLAIMS: If any claim, demand, suit, or other action is asserted against the Contractor which arises under or concerns the Contract, or which could have a material adverse affect on the Contractor's ability to perform thereunder, the Contractor shall give written notice thereof to the City within ten (10) calendar days after receipt of notice by the Contractor. Such notice to the City shall state the date of notification of any such claim, demand, suit, or other action; the names and addresses of the claimant(s); the basis thereof, and the name of each person against whom such claim is being asserted. Such notice shall be delivered personally or by mail and shall be sent to the City and to the Denton City Attorney. Personal delivery to the City Attorney shall be to City Hall, 215 East McKinney Street, Denton, Texas 76201. 34. NOTICES: Unless otherwise specified, all notices, requests, or other communications required or appropriate to be given under the Contract shall be in writing and shall be deemed delivered three (3) business days after postmarked if sent by U.S. Postal Service Certified or Registered Mail, Return Receipt Requested. Notices delivered by other means shall be deemed delivered upon receipt by the addressee. Routine communications may be made by first class mail, telefax, or other commercially accepted means. Notices to the Contractor shall be sent to the address specified in the Contractor's Offer, or at such other address as a party may notify the other in writing. Notices to the City shall be addressed to the City at 901B Texas Street, Denton, Texas 76209 and marked to the attention of the Purchasing Manager. 35. RIGHTS TO BID, PROPOSAL AND CONTRACTUAL MATERIAL: All material submitted by the Contractor to the City shall become property of the City upon receipt. Any portions of such material claimed by the Contractor to be proprietary must be clearly marked as such. Determination of the public nature of the material is subject to the Texas Public Information Act, Chapter 552, and Texas Government Code. 36. NO WARRANTY BY CITY AGAINST INFRINGEMENTS: The Contractor represents and warrants to the City that: (i) the Contractor shall provide the City good and indefeasible title to the deliverables and (ii) the deliverables supplied by the Contractor in accordance with the specifications in the Contract will not infringe, directly or contributorily, any patent, trademark, copyright, trade secret, or any other intellectual property right of any kind of any third party; that no claims have been made by any person or entity with respect to the ownership or operation of the deliverables and the Contractor does not know of any valid basis for any such claims. The Contractor shall, at its sole expense, defend, indemnify, and hold the City harmless from and against all liability, damages, and costs (including court costs and reasonable fees of attorneys and other professionals) arising out of or resulting from: (i) any claim that the City's exercise anywhere in the world of the rights associated with the City's' ownership, and if applicable, license rights, and its use of the deliverables infringes the intellectual property rights of any third party; or (ii) the Contractor's breach of any of Contractor's representations or warranties stated in this Contract. In the event of any such claim, the City shall have the right to monitor such claim or at its option engage its own separate counsel to act as co -counsel on the City's behalf. Further, Contractor agrees that the City's specifications regarding the deliverables shall in no DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 way diminish Contractor's warranties or obligations under this paragraph and the City makes no warranty that the production, development, or delivery of such deliverables will not impact such warranties of Contractor. 37. CONFIDENTIALITY: In order to provide the deliverables to the City, Contractor may require access to certain of the City's and/or its licensors' confidential information (including inventions, employee information, trade secrets, confidential know-how, confidential business information, and other information which the City or its licensors consider confidential) (collectively, "Confidential Information"). Contractor acknowledges and agrees that the Confidential Information is the valuable property of the City and/or its licensors and any unauthorized use, disclosure, dissemination, or other release of the Confidential Information will substantially injure the City and/or its licensors. The Contractor (including its employees, subcontractors, agents, or representatives) agrees that it will maintain the Confidential Information in strict confidence and shall not disclose, disseminate, copy, divulge, recreate, or otherwise use the Confidential Information without the prior written consent of the City or in a manner not expressly permitted under this Agreement, unless the Confidential Information is required to be disclosed by law or an order of any court or other governmental authority with proper jurisdiction, provided the Contractor promptly notifies the City before disclosing such information so as to permit the City reasonable time to seek an appropriate protective order. The Contractor agrees to use protective measures no less stringent than the Contractor uses within its own business to protect its own most valuable information, which protective measures shall under all circumstances be at least reasonable measures to ensure the continued confidentiality of the Confidential Information. 38. OWNERSHIP AND USE OF DELIVERABLES: The City shall own all rights, titles, and interests throughout the world in and to the deliverables. A. Patents. As to any patentable subject matter contained in the deliverables, the Contractor agrees to disclose such patentable subject matter to the City. Further, if requested by the City, the Contractor agrees to assign and, if necessary, cause each of its employees to assign the entire right, title, and interest to specific inventions under such patentable subject matter to the City and to execute, acknowledge, and deliver and, if necessary, cause each of its employees to execute, acknowledge, and deliver an assignment of letters patent, in a form to be reasonably approved by the City, to the City upon request by the City. B. Copyrights. As to any deliverables containing copyrightable subject matter, the Contractor agrees that upon their creation, such deliverables shall be considered as work made -for -hire by the Contractor for the City and the City shall own all copyrights in and to such deliverables, provided however, that nothing in this Paragraph 38 shall negate the City's sole or joint ownership of any such deliverables arising by virtue of the City's sole or joint authorship of such deliverables. Should by operation of law, such deliverables not be considered works made -for - hire, the Contractor hereby assigns to the City (and agrees to cause each of its employees providing services to the City hereunder to execute, acknowledge, and deliver an assignment to the City of) all worldwide right, title, and interest in and to such deliverables. With respect to such work made -for -hire, the Contractor agrees to execute, acknowledge, and deliver and cause each of its employees providing services to the City hereunder to execute, acknowledge, and deliver a work -made -for -hire agreement, in a form to be reasonably approved by the City, to the City upon delivery of such deliverables to the City or at such other time as the City may request. C. Additional Assignments. The Contractor further agrees to, and if applicable, cause each of its DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 employees to, execute, acknowledge, and deliver all applications, specifications, oaths, assignments, and all other instruments which the City might reasonably deem necessary in order to apply for and obtain copyright protection, mask work registration, trademark registration and/or protection, letters patent, or any similar rights in any and all countries and in order to assign and convey to the City, its successors, assigns and nominees, the sole and exclusive right, title, and interest in and to the deliverables. The Contractor's obligations to execute, acknowledge, and deliver (or cause to be executed, acknowledged, and delivered) instruments or papers such as those described in this Paragraph 38 a., b., and c. shall continue after the termination of this Contract with respect to such deliverables. In the event the City should not seek to obtain copyright protection, mask work registration or patent protection for any of the deliverables, but should desire to keep the same secret, the Contractor agrees to treat the same as Confidential Information under the terms of Paragraph 37 above. 39. PUBLICATIONS: All published material and written reports submitted under the Contract must be originally developed material unless otherwise specifically provided in the Contract. When material not originally developed is included in a report in any form, the source shall be identified. 40. ADVERTISING: The Contractor shall not advertise or publish, without the City's prior consent, the fact that the City has entered into the Contract, except to the extent required by law. 41. NO CONTINGENT FEES: The Contractor warrants that no person or selling agency has been employed or retained to solicit or secure the Contract upon any agreement or understanding for commission, percentage, brokerage, or contingent fee, excepting bona fide employees of bona fide established commercial or selling agencies maintained by the Contractor for the purpose of securing business. For breach or violation of this warranty, the City shall have the right, in addition to any other remedy available, to cancel the Contract without liability and to deduct from any amounts owed to the Contractor, or otherwise recover, the full amount of such commission, percentage, brokerage or contingent fee. 42. GRATUITIES: The City may, by written notice to the Contractor, cancel the Contract without liability if it is determined by the City that gratuities were offered or given by the Contractor or any agent or representative of the Contractor to any officer or employee of the City of Denton with a view toward securing the Contract or securing favorable treatment with respect to the awarding or amending or the making of any determinations with respect to the performing of such contract. In the event the Contract is canceled by the City pursuant to this provision, the City shall be entitled, in addition to any other rights and remedies, to recover or withhold the amount of the cost incurred by the Contractor in providing such gratuities. 43. PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS: No officer, employee, independent consultant, or elected official of the City who is involved in the development, evaluation, or decision-making process of the performance of any solicitation shall have a financial interest, direct or indirect, in the Contract resulting from that solicitation. Any willful violation of this section shall constitute impropriety in office, and any officer or employee guilty thereof shall be subject to disciplinary action up to and including dismissal. Any violation DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 of this provision, with the knowledge, expressed or implied, of the Contractor shall render the Contract voidable by the City. The Contractor shall complete and submit the City's Conflict of Interest Questionnaire. 44. INDEPENDENT CONTRACTOR: The Contract shall not be construed as creating an employer/employee relationship, a partnership, or a joint venture. The Contractor's services shall be those of an independent contractor. The Contractor agrees and understands that the Contract does not grant any rights or privileges established for employees of the City of Denton, Texas for the purposes of income tax, withholding, social security taxes, vacation or sick leave benefits, worker's compensation, or any other City employee benefit. The City shall not have supervision and control of the Contractor or any employee of the Contractor, and it is expressly understood that Contractor shall perform the services hereunder according to the attached specifications at the general direction of the City Manager of the City of Denton, Texas, or his designee under this agreement. The contractor is expressly free to advertise and perform services for other parties while performing services for the City. 45. ASSIGNMENT -DELEGATION: The Contract shall be binding upon and ensure to the benefit of the City and the Contractor and their respective successors and assigns, provided however, that no right or interest in the Contract shall be assigned and no obligation shall be delegated by the Contractor without the prior written consent of the City. Any attempted assignment or delegation by the Contractor shall be void unless made in conformity with this paragraph. The Contract is not intended to confer rights or benefits on any person, firm or entity not a party hereto; it being the intention of the parties that there are no third party beneficiaries to the Contract. 46. WAIVER: No claim or right arising out of a breach of the Contract can be discharged in whole or in part by a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by consideration and is in writing signed by the aggrieved party. No waiver by either the Contractor or the City of any one or more events of default by the other party shall operate as, or be construed to be, a permanent waiver of any rights or obligations under the Contract, or an express or implied acceptance of any other existing or future default or defaults, whether of a similar or different character. 47. MODIFICATIONS: The Contract can be modified or amended only by a writing signed by both parties. No pre-printed or similar terms on any the Contractor invoice, order or other document shall have any force or effect to change the terms, covenants, and conditions of the Contract. 48. INTERPRETATION: The Contract is intended by the parties as a final, complete and exclusive statement of the terms of their agreement. No course of prior dealing between the parties or course of performance or usage of the trade shall be relevant to supplement or explain any term used in the Contract. Although the Contract may have been substantially drafted by one party, it is the intent of the parties that all provisions be construed in a manner to be fair to both parties, reading no provisions more strictly against one party or the other. Whenever a term defined by the Uniform Commercial Code, as enacted by the State of Texas, is used in the Contract, the UCC definition shall control, unless otherwise defined in the Contract. DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 49. DISPUTE RESOLUTION: A. If a dispute arises out of or relates to the Contract, or the breach thereof, the parties agree to negotiate prior to prosecuting a suit for damages. However, this section does not prohibit the filing of a lawsuit to toll the running of a statute of limitations or to seek injunctive relief. Either party may make a written request for a meeting between representatives of each parry within fourteen (14) calendar days after receipt of the request or such later period as agreed by the parties. Each party shall include, at a minimum, one (1) senior level individual with decision- making authority regarding the dispute. The purpose of this and any subsequent meeting is to attempt in good faith to negotiate a resolution of the dispute. If, within thirty (30) calendar days after such meeting, the parties have not succeeded in negotiating a resolution of the dispute, they will proceed directly to mediation as described below. Negotiation may be waived by a written agreement signed by both parties, in which event the parties may proceed directly to mediation as described below. B. If the efforts to resolve the dispute through negotiation fail, or the parties waive the negotiation process, the parties may select, within thirty (30) calendar days, a mediator trained in mediation skills to assist with resolution of the dispute. Should they choose this option; the City and the Contractor agree to act in good faith in the selection of the mediator and to give consideration to qualified individuals nominated to act as mediator. Nothing in the Contract prevents the parties from relying on the skills of a person who is trained in the subject matter of the dispute or a contract interpretation expert. If the parties fail to agree on a mediator within thirty (30) calendar days of initiation of the mediation process, the mediator shall be selected by the Denton County Alternative Dispute Resolution Program (DCAP). The parties agree to participate in mediation in good faith for up to thirty (30) calendar days from the date of the first mediation session. The City and the Contractor will share the mediator's fees equally and the parties will bear their own costs of participation such as fees for any consultants or attorneys they may utilize to represent them or otherwise assist them in the mediation. 50. JURISDICTION AND VENUE: The Contract is made under and shall be governed by the laws of the State of Texas, including, when applicable, the Uniform Commercial Code as adopted in Texas, V.T.C.A., Bus. & Comm. Code, Chapter 1, excluding any rule or principle that would refer to and apply the substantive law of another state or jurisdiction. All issues arising from this Contract shall be resolved in the courts of Denton County, Texas and the parties agree to submit to the exclusive personal jurisdiction of such courts. The foregoing, however, shall not be construed or interpreted to limit or restrict the right or ability of the City to seek and secure injunctive relief from any competent authority as contemplated herein. 51. INVALIDITY: The invalidity, illegality, or unenforceability of any provision of the Contract shall in no way affect the validity or enforceability of any other portion or provision of the Contract. Any void provision shall be deemed severed from the Contract and the balance of the Contract shall be construed and enforced as if the Contract did not contain the particular portion or provision held to be void. The parties further agree to reform the Contract to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. The provisions of this section shall not prevent this entire Contract from being void should a provision which is the essence of the Contract be determined to be void. 52. HOLIDAYS: The following holidays are observed by the City: DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 New Year's Day (observed) MLK Day Memorial Day 4th of July Labor Day Thanksgiving Day Day After Thanksgiving Christmas Eve (observed) Christmas Day (observed) New Year's Day (observed) If a Legal Holiday falls on Saturday, it will be observed on the preceding Friday. If a Legal Holiday falls on Sunday, it will be observed on the following Monday. Normal hours of operation shall be between 8:00 am and 4:00 pm, Monday through Friday, excluding City of Denton Holidays. Any scheduled deliveries or work performance not within the normal hours of operation must be approved by the City Manager of Denton, Texas or his authorized designee. 53. SURVIVABILITY OF OBLIGATIONS: All provisions of the Contract that impose continuing obligations on the parties, including but not limited to the warranty, indemnity, and confidentiality obligations of the parties, shall survive the expiration or termination of the Contract. 54. NON -SUSPENSION OR DEBARMENT CERTIFICATION: The City of Denton is prohibited from contracting with or making prime or sub -awards to parties that are suspended or debarred or whose principals are suspended or debarred from Federal, State, or City of Denton Contracts. By accepting a Contract with the City, the Vendor certifies that its firm and its principals are not currently suspended or debarred from doing business with the Federal Government, as indicated by the General Services Administration List of Parties Excluded from Federal Procurement and Non -Procurement Programs, the State of Texas, or the City of Denton. 55. EQUAL OPPORTUNITY A. Equal Employment Opportunity: No Offeror, or Offeror's agent, shall engage in any discriminatory employment practice. No person shall, on the grounds of race, sex, 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 RFQ. B. Americans with Disabilities Act (ADA) Compliance: No Offeror, or Offeror's agent, shall engage in any discriminatory employment practice against individuals with disabilities as defined in the ADA. 56. BUY AMERICAN ACT -SUPPLIES (Applicable to certain federally funded requirements) The following federally funded requirements are applicable. A. Definitions. As used in this paragraph — i. "Component" means an article, material, or supply incorporated directly into an end product. ii. "Cost of components" means - (1) For components purchased by the Contractor, the acquisition cost, including transportation costs to the place of incorporation into the end product (whether or not such costs are paid to a domestic firm), and any applicable duty (whether or not a duty-free entry certificate is issued); or DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 (2) For components manufactured by the Contractor, all costs associated with the manufacture of the component, including transportation costs as described in paragraph (1) of this definition, plus allocable overhead costs, but excluding profit. Cost of components does not include any costs associated with the manufacture of the end product. iii. "Domestic end product" means - (1) An unmanufactured end product mined or produced in the United States; or (2) An end product manufactured in the United States, if the cost of its components mined, produced, or manufactured in the United States exceeds 50 percent of the cost of all its components. Components of foreign origin of the same class or kind as those that the agency determines are not mined, produced, or manufactured in sufficient and reasonably available commercial quantities of a satisfactory quality are treated as domestic. Scrap generated, collected, and prepared for processing in the United States is considered domestic. iv. "End product" means those articles, materials, and supplies to be acquired under the contract for public use. v. "Foreign end product" means an end product other than a domestic end product. vi. "United States" means the 50 States, the District of Columbia, and outlying areas. B. The Buy American Act (41 U.S.C. 10a - 10d) provides a preference for domestic end products for supplies acquired for use in the United States. C. The City does not maintain a list of foreign articles that will be treated as domestic for this Contract; but will consider for approval foreign articles as domestic for this product if the articles are on a list approved by another Governmental Agency. The Offeror shall submit documentation with their Offer demonstrating that the article is on an approved Governmental list. D. The Contractor shall deliver only domestic end products except to the extent that it specified delivery of foreign end products in the provision of the Solicitation entitled "Buy American Act Certificate". 57. RIGHT TO INFORMATION: The City of Denton reserves the right to use any and all information presented in any response to this contract, whether amended or not, except as prohibited by law. Selection of rejection of the submittal does not affect this right. 58. LICENSE FEES OR TAXES: Provided the solicitation requires an awarded contractor or supplier to be licensed by the State of Texas, any and all fees and taxes are the responsibility of the respondent. 59. PREVAILING WAGE RATES: The contractor shall comply with prevailing wage rates as defined by the United States Department of Labor Davis -Bacon Wage Determination at hqp://www.dot.gov/whd/contracts/dbra.htm and at the Wage Determinations website www.wdol.gov for Denton County, Texas (WD -2509). 60. COMPLIANCE WITH ALL STATE, FEDERAL, AND LOCAL LAWS: The contractor or supplier shall comply with all State, Federal, and Local laws and requirements. The Respondent must comply with all applicable laws at all times, including, without limitation, the following: (i) §36.02 of the Texas Penal Code, which prohibits bribery; (ii) §36.09 of the Texas Penal Code, which prohibits the offering or conferring of benefits to public servants. The Respondent shall give all notices and comply with all laws and regulations applicable to furnishing and performance of the Contract. DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 61. FEDERAL, STATE, AND LOCAL REQUIREMENTS: Respondent shall demonstrate on-site compliance with the Federal Tax Reform Act of 1986, Section 1706, amending Section 530 of the Revenue Act of 1978, dealing with issuance of Form W -2's to common law employees. Respondent is responsible for both federal and State unemployment insurance coverage and standard Workers' Compensation insurance coverage. Respondent shall ensure compliance with all federal and State tax laws and withholding requirements. The City of Denton shall not be liable to Respondent or its employees for any Unemployment or Workers' Compensation coverage, or federal or State withholding requirements. Contractor shall indemnify the City of Denton and shall pay all costs, penalties, or losses resulting from Respondent's omission or breach of this Section. 62. DRUG FREE WORKPLACE: The contractor shall comply with the applicable provisions of the Drug -Free Work Place Act of 1988 (Public Law 100-690, Title V, Subtitle D; 41 U.S.C. 701 ET SEQ.) and maintain a drug-free work environment; and the final rule, government -wide requirements for drug-free work place (grants), issued by the Office of Management and Budget and the Department of Defense (32 CFR Part 280, Subpart F) to implement the provisions of the Drug -Free Work Place Act of 1988 is incorporated by reference and the contractor shall comply with the relevant provisions thereof, including any amendments to the final rule that may hereafter be issued. 63. RESPONDENT LIABILITY FOR DAMAGE TO GOVERNMENT PROPERTY: The Respondent shall be liable for all damages to government-owned, leased, or occupied property and equipment caused by the Respondent and its employees, agents, subcontractors, and suppliers, including any delivery or cartage company, in connection with any performance pursuant to the Contract. The Respondent shall notify the City of Denton Procurement Manager in writing of any such damage within one (1) calendar day. 64. FORCE MAJEURE: The City of Denton, any Customer, and the Respondent shall not be responsible for performance under the Contract should it be prevented from performance by an act of war, order of legal authority, act of God, or other unavoidable cause not attributable to the fault or negligence of the City of Denton. In the event of an occurrence under this Section, the Respondent will be excused from any further performance or observance of the requirements so affected for as long as such circumstances prevail and the Respondent continues to use commercially reasonable efforts to recommence performance or observance whenever and to whatever extent possible without delay. The Respondent shall immediately notify the City of Denton Procurement Manager by telephone (to be confirmed in writing within five (5) calendar days of the inception of such occurrence) and describe at a reasonable level of detail the circumstances causing the non-performance or delay in performance. 65. NON -WAIVER OF RIGHTS: Failure of a Party to require performance by another Party under the Contract will not affect the right of such Party to require performance in the future. No delay, failure, or waiver of either Party's exercise or partial exercise of any right or remedy under the Contract shall operate to limit, impair, preclude, cancel, waive or otherwise affect such right or remedy. A waiver by a Party of any breach of any term of the Contract will not be construed as a waiver of any continuing or succeeding breach. DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 66. NO WAIVER OF SOVEREIGN IMMUNITY: The Parties expressly agree that no provision of the Contract is in any way intended to constitute a waiver by the City of Denton of any immunities from suit or from liability that the City of Denton may have by operation of law. 67. RECORDS RETENTION: The Respondent shall retain all financial records, supporting documents, statistical records, and any other records or books relating to the performances called for in the Contract. The Respondent shall retain all such records for a period of four (4) years after the expiration of the Contract, or until the CPA or State Auditor's Office is satisfied that all audit and litigation matters are resolved, whichever period is longer. The Respondent shall grant access to all books, records and documents pertinent to the Contract to the CPA, the State Auditor of Texas, and any federal governmental entity that has authority to review records due to federal funds being spent under the Contract. Should a conflict arise between any of the contract documents, it shall be resolved with the following order of precedence (if applicable). In any event, the final negotiated contract shall take precedence over any and all contract documents to the extent of such conflict. 1. Final negotiated contract 2. City's standard terms and conditions 3. Purchase order 4. Supplier terms and conditions DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-lAA8BO82373F EXHIBIT 4 All Hazards Pre paredness,'Planning, Consullinj! & Recovery Set -vices Page I of 4 A CONTRACI BETWEE-N I 10 USTON- GALV ESTON AREA COUNCIL Housion, Texas AND NEWGENN STRATEGIES AND SOLUTIONS, LLC Austin. Texa,: I his Contract is made and entered into hs the liouston-Caliveston Area Council of Governments, hereinallei referred to its If-G'AC, ha%ilng its principal place oi'biisiness at 1555 Timmons Lane, Suite IM, flouston.Texas, 7M27, AND, NeNiGen Strategies and Solutions, LLC, heremofici referred ioas the CONTRACTOR, having its prim:nial plate of'business at 3420 F-Acewive Center Drive.. Suite 165, Austin, Texas 78'11. ARTICLE 1: SCOPE OF SERVICES The parlieshave entered into a All Ilazards Preparedness, Planning, Consulting & Recoveiv Services Contract to becorneeffecti%eas of June 1. 2016, and to continue through May 31, 2019 (tile "Coutract"). subject to extension upon mutual avreci-TIC11t of the CONTRACTOR and 11 -GAC. 111I -GAC enteis intra the Contract as AgentI"or participating governmental agencies, each hereinafter referred to as END USER, for the purchase of All Hazards Preparedness, Planning, Consulting & Recovers Services offered by the CONTRACTOR. All Hazards Preparedness, I'Ianiiijio,Constittiii-,& RecoverySemices through the If -GAC Contract to END USERS. ,XRTICLF 2: THE COMPLETE AGREEMENT I he Contrael shaH consist offlic doCURACIIIS ldentitied below in order of p,-ecedence! I "rhe text elf this Contract form, including but not limited to, Atlachmew A I - F -21 ldmons GC11el I ellfl�� and CoT 3. Pioposal SpecifIcations No: HP07-16, including any relevant suffixes 4, CONTRACTOR's Response to Proposal No: lIP07-16, including belt 110t limited to, prices and options offered Ali of' which are either attached hereto or incorporated by refercrik:c and hereby made a pati of this Contract, and shall constitute the complete agreernert betWeCCI tile parties hei elk) Thi, ('oil I racl super o€1 CS story nand tall oral or Nritten agreements between tile pall ies relating to mattcrs herein. F\cept as other -wise provided licrein, this Contract cannot be modified without the written consent of both parties. A R"I'l C 1, E 3: 1, E G A 1, A U TI 10 R I'll Y CONTRACTOR and IJ -GAC warrantand represent to each other that they haw ade(JUate legal counsel and lathe rite tv enter into this Contiact. 1'he g Lwc rn i ng bod les, +N livreappi i cab! e, llfi VC it Ut hQT-iZCd l Ile si g MIt or} o ifle ia Is to enter ; nto 1h is Contract and hi nd tIle parties to :hc terms of this Contract and any subscquent artlendments thereto. ARTICLE, 4: APPLICABLE LAWS The parties agret: to Conduct all activities under this Contract in accordance with all dircoke,"". issuances, OrdiTlaeCeS, and lasts in effect OF PlOnlUirtated during the term of this Contract. ARTICLE 5: INI)EI)ENI)EN'I'(.'()!,\"I'RAC']'(.)R The exec"llion of this Contract and the rendering of services prescribed by this Contract do not change the Independent sLatw; of II -GAC Or CONTR.kCTOR. No prop kion of this Conlracl or act of IT -GAC in performance of this Coutract shall be C0114111ed as making CON'TPLACTOR the aunt, servant or employee of II -GAC, the State of Texas or the United States Government. Employees of CONTRACTOR aTC sj ')b - jecT to the excluske control and supervision of` CONTRACTOR, CON't'RACTOR is solely responsible for employee payrolls and claulls arising therefrom. ARTICLE 6: END USER AGREEMENTS I] -('.A(' ackno%k Wigs that the END USER may choose to enter into an End User Am cement with the CONTRACTOR through this, Contract and that the Icim (1 I'sai d Agreernel If may exceed the term off tic II -GAC Contract. I 1cm e,, er th is acknow led gemem is not to he construed as 11 -GAO's endorsement or rapproxal of the End User Agreement ;erns and cofiditioiiq, CONTRACTOR agrees not to of-lier, a : i�[W W OT aCCCPi from END USER any terms or conditions that conflict with or contravene those in CONTRACTOR's II -CMAC contract. 11.111cr, terll6nation ol'thls Contract for ary reason shall not res ill In tile termination OftllC Ullded%illO End User Agreements entered into oemeen CONTRACTOR and any END USER which shall, in each instance, commue puimian[ lo their stated terms nand duration. "floc only eflecl of,wrinminon (if 0-1i, Contract is that CONTRACTOR to III no lkmvL:r hf: �blclo ewer into ary i­Cle Fnd User Agrcemcnts with END PSERS purskjant i.) this Cwtract Aipllical)lu Il -GAC ordc.T t,TVCesNln-, VVI'll he due and to II -GAC (,!t ar%, knd llw­ AL,recmcms sur, i % in,, Lcrmillal1011 Of the Cl Mil 4(,:1 h0 \\ mi 114;AC .md CONTRACTOR I I ( ON IRM I S All Prvlarednc,,, 111,mmm�. ( or),u3 nr & so,we, N(-,, Gcr <jrij 1­1uiwn�, 1 k C ( onuacl \,, 11110 ?- 1 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-lAA8BO82373F EXHIBIT 4 All Hazards Preparedness, Plannina. Consultim, & Recovers, Services Pate 2 of 4 A.RJ1'11I­C_LJii' 7: SUBCONTRACTS & ASSIGNMENTS is Comraci or any right, title, obligation or interest it may have therein to any third paIly without prior ",I itten notice to II -GAC. 11 -GAC reserves the right to accept or re ' iect anysuch change. CONTRACTOR shall continue to remain responsible for an ll perfOnance under this Contraof Contract regardless any subcontract or 4ssignmoin, I] -GAC shall be liable solely to CONTRACTOR and not ioan\ of its Subcontractor,, or Assignees. ARTICLE 8: EXATNI IN,k`FION' AND RF,TENTION OF CONTRAC, FORIS RECORDS CONTRACTOR shall maintain during thic, courseofits work, complete and acL:ui,zitei,ecoi"(Ist)f'iteiiis,,Iiat irechargeablelo END USER under this(7orin-act. H -GAC, thiough its staff or its designated pUbljC acCOUnInIg firm, tile State of'fexa,, of the LInited States Government shall limc 0 -ie ri _0Y it at any reasonable time to I iisspect copy and audit those records on o I off i lie prern Ises ofCONTRACTOR. FafluretoProv iduacce,�st(:1 CONTRACTOR Shall ti)aijitiin,iiisea„ oi-dsl)crtiiiciittothis ('oyiti-.ic,,for a,,)ei�odofnot less than live(5)calendarcars from the date ofacceptallue a3 the final contract closeoutand until any outstanding litigation. audit OT' ClZlilll has beell resolved. ]'Ile ri"llt of access to records IS 1101, limited to the tecluired retention period, but shall last as long as the records are retained. CONTRA Crll()R fili-ther agrec,; to include in all subcontracts under this Conti -act, a pro,triSioji to the CifilcCt that the sUbconinactor agrees that H-GAC"S duly authorized representati% es, shall, until the expiration olive] S ' ) calendar 7ears afier linal Payment under tile subcontract ortallil all audit flindirn-'s have been resolved, have access to, and the right to examine and copy any directly pertinent books, documents, papers. Invoices and records ol'such subcontractor involvim, any transaction relating, to thesubconlract, ARTICIA' 9: REPORTING REOUIREMLINTS CONTRACTOR agrees to submit reports or cqher clOCUIllefltation Ill aCCOrdancc "ith thn General Terms and Condilions of the Propo.,,al Specif'wations. If CONTRACT I'ailS to SUbMil to II -GAC in a timely and -satisfactory manner any Such report Or dOCUrnentalion, or other wist" Tails to satisfactorily render perf'Ormance hereunder, SLICII faiiffl-C MaV be COTISIdefed CMISe for terTMnati011 of this Contract, A RTI CI, F 10: MOST FAVORED CUISTOMER CLAUSE 1fCONTRA('.'T0R, at any !irne during this Contract . routinely enters ;into agreements will) 00lCFg0VCr1An1ental CLIStOPICYS \Nlthin tile Stale ofTexas, and ofrers the same OF substantial] ' V tile sank PrOdUcts,!sern ices offered it) If -GAC on a basis that provides prices, \N arrarilies, benefits, terms or ters more favorable than those provided In II -GAC, CONTRACTOR shall noli I", II -GAC within ten ( 10) business days t lici-ca fter of, that offuri ng and Ill is Contract I,nost favorable contract, wherein ("ONTRACTOR ;hall provide the same prices, warruarties, benefits, or termsio 11 -CAC and Its IME USER. If -(,-;AC ,hall have the right and oplion al any (ime to decline to accept any such change, in \chich case the amendment shall be cleerriccl null and %,old. If CONTRACTOR is of the opinion that any apparently more favorable price, warranty, benefit, of term charged and;or offered a customer during tile term ol'Illis Contract is )lot in fact most favored treatment, CONTRACTOR. shall within tell (10) business days notify 11 -GAC in writing, scifing forth the detailed reasons CONTRACTOR believe salbresaid offer which has been deemed to tie a most favoled lreatjnerlt. is 110T in fact most favored treatment. H -GAC, after due consideration of'such %vritten explanation, may dechlic to accept such explanation and thereupon this Contract between II -GAC and CONTRACTOR shall be autornatically amended. cffectivc retroactiveb, to the effective date of the most favored agreement, to provide the same prices, n,karranfies. bcnctlts, or terms to E1 - GAC. -1 - GAC. Mlle Pal-tiesacceptthe foil on ed regularly; a standard procedure. F.VCEPT10A': This cla uw shrill not be applica ble top rices an d price adji4stm ents ajPred 411 a bidder, proposer or ron tractor, is Ph it,h fire trot within bidder's/ proposers control lexample; as maim.facturer's bid corwe,ssionj, or to am, prices of fe)wd to the Federal Government and ita agencic%lv. ARTICLE 11: S E V E WA. B 11, ITY All parties agree that Should any provision of this Contract be determined tel be inValid Or Unenforcealb1c, Such delcm-nnation shall not alleci any other tcrIll orf this Contract, which shall continue in hull ibi-ce and effect. ARTICLE 12: DISPUTES Arty and call disputes concernino qttestioiisc)f4-actot-ol'la\karising uncles this Contract, which are not by t1n: provide notice thereof to CON TRAc"roiltz. and Collel'sive U .1jjlcs .within thirty (30) days from the date ofTece pt of' he decision of the Executive Director Lit his de�nmee shall be f'1al a such notice, CONTRACTOR requests a relicaring, from the Executive Director of 11 -GAC. In connection with any relica,ing ljndcrthis Ariwle, CONTRACTOR shall be afforded an opportunity tel be heard and offer evidence in support of its position. Thcdecisioll of the 1­,ecutive Director after an", Such rdlearlllt! I be final and concluswc. CONTRACTOR mov, if it elects to (it) so, aPpeal the final and Conclusive decision tll, tile Esecutivc Director to a court of competent Jurisdiction. pending fi-ird decision ol- a dispute hCrCLIndei% CONNYRACYOR shall mu,.:cod (fill kmtk, TIiih the pertOa rmrce Of tIlis Cunl ruut and in accordarlt: ;lithIi-GIi-GADS'i-h -GS Jinal ciecision. 0 1 H ( ()N I R At IS All uvji,k PicpoiCIITIc IS. J'IMfll I! �1('IM fl I I I !I � & S11, I, C, NC ,(I r I I >' If UiCgICS sInCi SO khl IT! S. IJ ( ( on It act If, 23 DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-lAA8BO82373F EXHIBIT 4 All 11azai-cls Preparedness, I'llannitig, Consulting & Recovery 4en1ces_Pape, 3 of 4 ARTICLE 13: LIMITATION OF CONTRACTOR'S LIABILITY ENcept as specified Ill uny'separalc writing between the CONTRACTOR and rin END USER, CONTRAC­FOR's total liabdii\ Under this Contract, whether for breach ofcontract, wanantv, liability, )it tort Or olherwise, bill CXCILfffiTI2 Its obligation to Indemnify 11 -GAC described in Article 14, is limited to the price ofthe particular pr oducis/scrviccs sold hereunder, and CONTRACTOR :groes either to retuild the pUrChaSeprice orto i-el)aii-oi-i-eplzteepTCYOLICI(s)tllaI are not aswananied. use, los of tiale, inconvenience. commercial los's, lost profits orstiavmvs or other incidental, special of consequential damages to the full extent 'i'tch use may he dl';clainled by law. CONTRACTOR undersland,, and agrees that it shall be liable to repay and shall repay l Up011 demand to END USER any ar`101,1111S &tInnincd by H -GAC, its independem auditors, orarry agency ol'State or Federal govcrnmelit tis ha\ e bee it paid \rolatjon ofthe terms ccf tits Colul-act. ARTICLE M LIMIT OF "-GAC'S LIAMIATY AND INDE'AIVIII ICA TION OF IT -GAC I i -G AC' s I iabi I it } under i: I iisConiract, w,1 let b cr ft)r breach o I, c oil tract, wai MT)ty, negligence, strict I iabi I Ity -Ii I toil oT olhur-wi,;c, is lirni I ed Io its order processing charge. Ill no event will 11 -GAC be liable for any IOSS Of use. IOSSOf little, iIIC0nVCIliCuCC, CorriarCI-Cial loss, lost Profits or saw ruts or other Incidental, s'pectial or consequential damages to the full extent such use may be disclaimed by law ('contractor agree,, to the extent permitted by ila%N, to defend and hold harmless 11 -GAC. its hood mernbers, officers, agent(;, officials, employees, and indemnities from any and all claims, costs, expenses (includinK� reasonable attorney feest, action,,, causes of action, judgments, and hens arising as a result Of CON TRA(TOR's negligent act or omission under this it,, CoritTact. CONTRA CTO R shall notify 11-G AC oft the threat of lawsu I I oi of any actua I suit filed auamst CON TRACrOR rc'almL, to this Contract. ARTICLE 15: TERMINATION FOR ( k I ' '�SE IT-(; A C maty ay te ri i) i na t e this Co nt rat cl for Ca use bascd upon the faIlure of CONTR AC'F0 R to comply w i t h Ilii.: terms and/or conditions oft lie Contract; provided iliat Ti -GAC shall give CONTRACTOR written notice specifying CONI RACTOR'S failure. lfwithin thirty (30) days alter receipt of such notice.. CONTRACTOR shall not have either corrected such failure, Or thereafter proceeded diligently to complete Such correction. then 11 -CAC may, at its olmiciii. place CONTRACTOR in default and the Contract shall terminate oil the date specified insuch notice. CONTRACTOR slia I I pay to 11 -GAC any order proccsing charges due fton-i CONTRACTOR on that portion of the Contiact acittally performed by CONTRACTOR and for which compensation was received by CONTRACTOR, ARTICLE 16: TERMINATION FOR CONVENIENCE Filher H-GACor CONTRACTOR TTI3VCunLel crierminare this Contract at any time by giving thirty (10) days writien notice tothe other. CONTRACTOR may be entitled to pavinent from END USER for serve ices actually pet formed; io the extent staid .services are satkfactory to END USER. CONTRACTOR shall pa} to 11 -GAC any order processing charges (file from CONTRACTOR on fliat portion oftilie Contract actually pel-fOT-Ifled by CONTRACTOR and for which compensation is received by CONTRACTOW A R.'Ll 1[" 1, E 17, CIVIL AND CRIMINAL PROVISIONS AND SANCTIONS CONTRACTOR agrees that it "ill perfonn under IN,, ("ontract in ccriforiTlenice withsafeguards agamsi, fraud and abuse as wet forth by TI -GAC, the State ref Texasand the actsand regulations ofany funding entity. CONTRACTOR agrees to notify 11 -GAC Ofan'I'Suspected fraud.abuse OI other Cl-illliflal activily related to !]Its Contract through filing cifa wrillell report promptly abler it becomes aware of such act] .AR'T'ICLE 18: GOVERNING LAW& VENUE This Contract shall be govcmed by the la%ws ofthe State of'Fexas, Venue and Jurisdiction of any suit Or cause of action arising under or in connection with this ( oritract shall he exclusively ill Harris County, TMAS. Disputes between END USER and COWRACTOR are to be resolved in accord with the law and WIlUe Tales of the state ofpurchasc. CONTRACTOR Shall immediately notify H -GAC ofsuch disputes. ARTICLE 19: PAYMENTF II -(;AC ORDER PROCESSING CIIARGE CONTRACTOR agree,, it) sell its produm, to END USERS based on the pricing and other terms of this Contract, includirilg, bin not limited to, the payment ofthe applicable "-(;AC order processing; char. -e. On notification from an END USER that an order has been placed willi CONTRACTOR, 11 -GAC will new voice CONTRACTOR for the applicable circici processing charge. Upon delivei3' of any product/service by CONTRACTOR and acceptance by END USER, CONTRACTOR shall, within thirty (30) calendar day; or tell (10) busineas (lays after receipt of payment, \AdltchC%Vf is less, pay 1 -1 -GAC flie full 'amount ofthe aliphcablemdeT processingcharge, whetheror not CON'I'RAC'I-ORpais received ail iiiv(iicefroTiill-(-.AC. For safes Made by CONTRACTOR ha,;edon this contraci, including sale-, to CtIlitieS W11110(At 111tV110Cal Contracts, CONTRACTOR shall pay the applicable order proccssirig charges to 1T -GAC. Funher, CON,rRACTOR agrees io cncourage entities Mici, are not members of 11 -GAC 's Cooperative PurchaSilli, PT0gJ'arT1 to C\MAC an 11 -CAC Interloval Contract. 11 -GAC reserves the right to take appropriate tictic)[IS including, but not Iiii-iiied to, contract rermination if CONTRACTOR fails io piorriptly remit 11-GAC's order processing charge. In no event shall TT -GAC have amy liability to CONTRACTOR for an%, goods of scrviccs an END USER pjmcurcS fi-oin CONTRACTOR. 13, ( t)NINk A( IS AII I I I It epa!v,lm;ss, IIhum In z,, ( 11"'Ot Ill W, & N,Mwn Stmlq,-ies atid Cowwv:, I IJ No IIP07 -i!, ZI DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-lAA8BO82373F EXHIBIT 4 rill H azards Preparedness, Plagning,Corisultin a& Recover -N, SerN,icesPaj!e 4 of 4 ARTICLE 20: 1QUIDATIF-1) DANIACES Am, liqUidated damages terms will lx-determinedbemeen CONTRACTOR and, END USER at the Imic END USER's puichasc order is placed. ARTICLE 21; PERFORMANCE AND PAYMEN'r BOND FOR INDIVIDUAL ORDERS tl-(-;A(I".s contractual requirements DO NOT include a Performance & Payment Bond (PPB),,,m(,,, offered PI-iCii1g, ShOUld tepeci this cost saving. However, CONTRACTOR ritust be prepared to offer <a IIPB to cover any specific order if so requested by END USER. CONTRACTOR SIMH L11,101C fi price to END USER Im- provision of any requested 1'1113, and agiecs to ruirikh the PPI! okiihin ten business (10) days of'receipt of END USER's purchase hider. ARTICLE 22: CHANGE OF CONTRACTOR STATUS CONTRACTOR shall immediately notify Fl-GAC, in writing, of ANS' change in ownership, control, deal rdiip,,franchisee status, Motor Vehicle license status, or mune, land ,,Miall atso advise whether or not this Contract shall be affccted in any way by such change, 11 -GAC shall have the right to determine whether or Ilot such change is acceptahle, and to determine %+ hat action shall he warrallted, U[) w and including cancellation ofContract. ARTICLE 23: LlCENS1NG.RFQUJRED BY',I',,I,'XAS MOTOR N."E111CLE BOARD 11FA1 PLICARLE1 CO NTRA CTO R wiii, for the duration o f t h I S C'onttact, maintain c u rren I I i censes I hat arc recl u I rud by t 11 e 'I ex as, Nl ot 0 1 V eh I c I e ( o I I I I n i ss I oil Co (I C. if aI tiny t I! I le cilli II Ig, this Contract period. I w, CO NTRACTO R'4 license I s not re ii ok, ed . car I s d e I I i ed or re voked , CO N T RACTO R shall be deemed to be in default o1, [hi S Contract unless the Motor Vell ic le Board i SSLICS ;1 stay or Wai ever. C 'onti actor shall promp(),, provide CO3j)ieS Ofall CLII-retll app[iCatlle 1'exas Motor Vehicle Board documentation to II -GAC upon request. IN WlTNFSS WHEREOF, the parties ha %e caused ;his Contract to be executed b,, their duly anithorized replesema!ives. Signed fi:; llowsron-Gakesion Area Council, Hou"Toll, 1-Cv.1': Attest t -or Houston -Galveston Area Council, HOUSIOT), TVVIS: i,,ned k,i NeiNG'en Strategies and Solutions, LLC Printed Name & I idv� Date: 10 Attest foz Ne)%Gvn S(rategles and Solutions, LLC 'f Austin, Te: Y4 PI-1111CLI Name & I i t 1 ) N 1 k M I `y A! I I I uz .t r, 1, Prcp�j i c(t ncs, t, I ,1 T) t; m —, ( or si), l, 112 & R,O I � V1 % SC I I 141N C%, (,, C n S,1 r,1 I C giiS .rill St ]6o t 1,={16. I , i ( L , m i i, t N , , I IP, i 7 - t �_' , DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-lAA8BO82373F EXHIBIT 4 Attachment A NewGen Strategies and Solutions, LLC Contract No.: lIP07-16 The All Hazards Preparedness, Planning Consulting and Recovery Set -vices (for security, disaster preparedness, and emergency response and recovery) provided under this contract, and the allowable charges for those services, shall be per contractor's proposal submitted March 10, 2016, in response to H -GAC Request For Proposals 1-FP07-16. Services Included: TITLE: SOLID WASTE SERVICES Cost of, `dery ice and Ncw(jen cleve3ops rate models, that a-[Io%v inflities io e,,,tablislh cost of service based tabs, Rate Design Studies Nk hiCh prornow waste reduction and recycling New(it,t) is a provider of procurement services that assist communilues In coi_)(-Tuc_tmo fair, ProcuTemerit Services, cojnpetitive processes to select waste Inalidgement service plovider', Negt)tiation of Nle%k(JeTl assists C01111111111ities ill analyzing Collection, processing, and di,,,posal op,,ions that Colllract4 and include the ne.-miation Franchise Aorcemenis ofcontracival terms, with another par,.\ (either public or private entity.) Operwiomd Rev lekxs New(ien condUCIS 01)eralliMal Teviews tailored to meet each client's specific nced. Thus, and FITicienc,, studies enSUrillo the financial health and future stability of all orgauizatiort, lrailliugCurriculum New(jen —various stakeholders and communitv advisors (state agencies, councils De\eloprnewd and city staff, etc.) to develop and conduct a valletv of trashing progra ills and Conduct Of workshops. Workshops NewGen dc\etops solid waste management plans to help, local and regional governmental CorripTeheriske Solid enlilies evaluate alternatives to short- and long-term solid A aste management challenges. Waste Management These Studies may include solid wame generation and Nvaste characterization, system Mans evaluations, development of goals" objectives, and implementation plans. ..... . ... . Accurate as,,essmem,, regarding the fair market value of solid waste facilities lichps Coloillunilics achlevc the highest return on their investment and make Prudent decisions Valuation Scrkice,; regardim,g the sale, purchase, (it- fmanc' ng ofeapmd asset,. Nek%( , ien has experience ill the appraisal oftranster stations as well a., landfills. ............ TITLE: 'WATER, WASTENVATER, AND STORMWATER SERVICES ost of service and Rate Desiim studies NmGen Conducts wholesale and retail cost of service and rate design studies FocuSin g on cstaNishing rates which recover the unhh's full cost of service ill a manner consisient \Nith oidustrN and jemilatory standard , as well as the goals and cbicclives of the utility's Rate and Econometric Ne\k(Jen pro%ides Custom-built rate and econometric multivear planning Models models that ifllov% clients to perforni --whal-it" ,,cenarios haied on uierdefilled variables. nagement Audits.I ------------- NewGen pro% ides rminagernerit aridirs %0101 Call 11CIP utilities identify key areas for and Benchmarkinu improvement, as well ,is to Idenlik and assess ho", well nizinagetment is meetinL, the tjoak and objeciives defined by the utilii policy makers. Finalmno jllalla. New6en assists chems in developing and evaluating, financing plari altermitives wid the orthose alleinativus. We also Speciah2e in assessi 11g, the poterlijal I 111pact to customm, (11,1he util�ty 's financing methods. DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 Va I LI ation C % N 6 C I I plrovrdes val I a I i 0 11 s e I c C S %v 11 i C I I U I i I 17 C i i i e I It o d c) I ooCI e s recogIiizect a I) d a c ce p t e d by the 1 -1 rial TI:iil I ,Incl I Cou 1, I OT -V Ul FI IT MJ I I T 10,,, j)r0I, I d IM, &k -i +i()n- imikers \c i 0 1 c,,sentia I iiif'cirinalion ncedcd to make these ialporullit alid Critical busirless decisions. Impact Fee ItiIukficll* NQ\k'(jC[j assist,, clients %0h the cafculaiion and adoption of impact Pecs. with specltic empha"I" oil CnSm Irig that flic f'ec> and adoption process .Fide bN, I-CgLIlat0T-V proccClUres. `OT11 rac I Ne 1-'W I Z11 i 011 S Ne%NGen ill the LICVC]opriient arld negotiation of whole "alc water aT)d wadewateT Contract" recogni/ing 1110 tillique Contractual relationship of,the Prime'. We WOlk closely lvith legal advisors. vvtAing to develop contracis which protect our clients' Interes"S while lecognizing regulatory pruccelcut. TITI . E: FN E R G Y S E R V1 C E S Cost ol'scl-\IGe ondNewGe., naiional1\1 recognized experts ill electric and �as LmhiN, cost ol'scrvice mid rale Rate Design making have the rate expertise arid rate dc.,,ign experience to develop and implement Zil I i \ e rates SLIC 11 LIS TO L ri t i ca 1 PeA Ill i ci IT g. nest T it ei et i n t-, Sand 1'e d - i It t ar i IT ul meet emei gin,g customer derriands, and' market Irends. Ii --- ---- --- I I Financial Planning NAew(jen pi-mide,, financial plallming, modclillgand akkiory SCTNiCUS and techs to ;CdUCC risks, evawale alicinatlVes, ell"UIC "lall1c filflailcial peric"llianuc alld olmllnl/c .ivdfla)li fj nal , c i a! M CC h a 111 S IIIS - - ------- - - - P 1) 1. � lis'd and lheNe\wGcn icam consists of'appjJj,,fJ' p!rofe,.' jolt-alS Ceflified by the Aliwricall Soc;etv oi Valuation of'tltihtv We rrgulai-N %ilkle CICCIT-IC Utility tY0j)eT-IV in SUl)l)Olt of huvJell tilm,41ctions. As,m,, fill, -1116 11 iTallciC11011N. lI),LIlaIICC HSSCS1,P1CIITS tWd I)r0perIN, taX VI'Lla[TOIIS. -,ytakeholdcr Nck\ Geii assists In stakeholder 111C]l Is ("SeT"t tal tel dri6m, overall Customer I Tlgagcment saiisl'actiom- building undersianding and acceptance of'ncw iechnologws, supporling customer hchav im chamgc, and eFINUI-lilt..1,UCCVSM'L11 CUPit.11 project implementation. —K—EI-1-11CI(ine sureeys. 1,)c ws group secondary Research & rcsCarch, peer proup betichmarking NeuOen bring,, the data and anaksis that dri\cs ire nchmaTking insight aid high perl'ol-Irlarice . . ...... .... Slistalimbillw New(ien's sustainabilily sera iecs pro\ ide art integrated strategy and plan lo optimize our CliCill'.1 AIfiaStIlIC1L[FC and IMSPICS1, decision making bN inteorating natural resources. anergy. neater arld \kacle expel-,isQ with robusl took and allaNtics. Po)Aer Supply al)ld i Fffret;m C rcsowrcc plarlllillg-e(jUirCS 2 Wr1)j)lChetlSiVC and Sti'aICVIC \ 1eW 01 -the l'uILIC wilh lmtqgrancd Kt,Nottl'uc' carcful considemijon of'ioday'-s Oahle ivdmologjes, regulatory environmeni. L:c:OIINIIIC con inion, and social norrrts Our Icam recoonize,, that Ihe pa,01 1"01-4ward cull',Jst, of, mluhlpie arld f()CUSIII, �1' Oil supply and demand side options. di,�lrihuted ecniorlwa ll, ftlel )I I - diversify tecl ology. NewGen Sti-ategies & Solutions 2016 Billing Rates Job Title/Classification ng BilliRate -------- -------- G INI Presidem K65 - S29 -S Directoni'Executive C011SLIhants' IS 2 10 - S295 Senior Consultaills S160- S-2 I StaJ'fC011SUht111tS S140- $160 Anik'st 120 - `5140 Admlmstrail�e Assistant S85 - - ------- - NA Billing rates are subject to chance based on annual reviews and salary increases. DocuSign Envelope ID: 218CAAEA-33F2-42E1-9AOD-1AA8BO82373F EXHIBIT 4 EXHIBIT D 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 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 an original notarized 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: htlps://www.ethics.state.tx.us/whatsnew/elf info forml295.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 signature page. 5. Sign and notarize the Form 1295 6. Email the notarized 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. EXHIBIT 4 Certificate Of Completion Envelope Id: 218CAAEA33F242El9AODlAA8BO82373F Subject: City Council Docusign Item - 6229 Financial Planning and Rate Modeling Source Envelope: Document Pages: 60 Signatures: 2 Certificate Pages: 6 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC -08:00) Pacific Time (US & Canada) Record Tracking Status: Original 10/4/2016 9:58:11 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: Michael Lane mlane@newgenstrategies.net Director Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 10/6/2016 9:29:49 AM ID:d3d337ed-bb18-4014-bd40-b7412bcff743 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: 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: Howard Martin howard.martin@cityofdenton.com Security Level: Email, Account Authentication (Optional) Holder: Rebecca Hunter rebecca.hunter@cityofdenton.com Signature Using IP Address: 129.120.6.150 ooCusiyoea n'y:-1. . � 6387C69774AD4F9... Using IP Address: 50.254.228.193 ODI-Si,nld ny: 6LL6�o- C821996C2A2B439... Using IP Address: 129.120.6.150 Status: Sent Envelope Originator: Rebecca Hunter rebecca.hunter@cityofdenton.com IP Address: 129.120.6.150 Location: DocuSign Timestamp Sent: 10/6/2016 9:14:59 AM Viewed: 10/6/2016 9:15:08 AM Signed: 10/6/2016 9:16:00 AM Sent: 10/6/2016 9:16:02 AM Viewed: 10/6/2016 9:29:49 AM Signed: 10/6/2016 9:31:56 AM Sent: 10/6/2016 9:32:00 AM Viewed: 10/6/2016 10:13:42 AM Signed: 10/6/2016 10:13:53 AM Sent: 10/6/2016 10:13:55 AM Viewed: 10/6/2016 12:12:12 PM SeeuR9a Signer Events Electronic Record and Signature Disclosure Not Offered via DocuSign ID: Jennifer Walters jennifer.walters@cityofdenton.com 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 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: Sherri Thurman sherri.thurman@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Robin Fox Robin.fox@cityofdenton.com 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 Jennifer Bridges jennifer.bridges@cityofdenton.com Security Level: Email, Account Authentication (Optional) EXHIBIT 4 Signature Signature Status Status Status Status Status Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 10/6/2016 9:31:58 AM Sent: 10/6/2016 9:31:59 AM EXHIBIT 4 Carbon Copy Events Status Timestamp Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Mary Dickinson Mary. Dickinson@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Notary Events Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 10/6/2016 10:13:55 AM Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 4/20/2015 7:25:38 AM Parties agreed to: Michael Lane, Robin Fox EXHIBIT 4 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. 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McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: ID 16-1300, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: October 18, 2016 SUBJECT Consider adoption of an ordinance of the City of Denton, Texas authorizing the City Manager to execute a Second Amendment to a Professional Services Agreement by and between the City of Denton, Texas and Nelson + Morgan Architects, Inc. for architectural, structural, mechanical, and engineering design services to support the design of the new City of Denton Fleet Services Annex Facility to be located at 1527 South Mayhill Road; providing an effective date (File No. 5497 in the additional amount not -to -exceed $158,035.00; aggregating a total not -to -exceed $202,948.09). The Public Utilities Board recommends approval (6-0). FILE INFORMATION A Professional Services Agreement with Nelson + Morgan Architects, Inc. for architectural design and construction drawings for the City of Denton Fleet Services Facility was approved by Purchasing staff on February 14, 2016 in the amount of $24,840. Additional services were required in the amount of $20,073.09 for building code and sewer plan services. After review by City staff, it was determined the facility would better serve the City if it were located as an annex facility at the City's ECO-W.E.R.C.S. complex. It is designed as a heavy-duty truck and off-road equipment service, maintenance, and repair facility. The new facility will include three 25' wide service bays and one 30' wide service bay designed to service compressed natural gas (CNG) fueled vehicles. A recessed service pit will be constructed in one bay. There will be a 40' wide covered service bay, open sided, on one end of the building for servicing off-road equipment such as an excavator, dozer, compactor, articulated dump and water trucks. The enclosed building area is anticipated to be approximately 11,000 square feet, with 4,000 square feet of open area, totaling approximately 15,000 square feet. The professional services to be provided include: Preliminary Design Construction bids and permits Prepare construction documents Prepare bid documentation and assist during contract negotiations Provide construction administration Compliance with codes, ordinances, and Texas Accessibility Standards A more detailed description of services to be provided is included within the attached Professional Services Agreement (Exhibit 1). The estimated construction cost of the project has increased, due to being a separate structure functioning as an annex facility, which created the need for additional design and architectural City of Denton Page 1 of 3 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-1300, Version: 1 services. PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On October 10, 2016, the Public Utilities Board (PUB) recommended approval to forward this item to the City Council for consideration. RECOMMENDATION Approve a Second Amendment to a Professional Services Agreement between Nelson + Morgan Architects, Inc. and the City of Denton, Texas in the additional amount not -to -exceed $158,035.00 for a total contract amount not -to -exceed $202,948.09. PRINCIPAL PLACE OF BUSINESS Nelson + Morgan Architects, Inc. Denton, TX ESTIMATED SCHEDULE OF PROJECT The professional services to be provided will begin upon approval by the City Council, and will continue until the completion of the project as defined in the Professional Services Agreement. The estimated time frame is shown below. Pre -design, planning services -6 weeks Construction document preparation -4 months Construction administration will be based on the projected construction period. FISCAL INFORMATION The services to be performed under this contract will be funded from Solid Waste Capital Fund account 660114585.1350.40100. A line will be added to Purchase Order 166997 for the additional amount. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Organizational Excellence Related Goal: 1.1 Manage financial resources in a responsible manner EXHIBITS City of Denton Page 2 of 3 Printed on 10/14/2016 povveied by I_egist9i I;, File #: ID 16-1300, Version: 1 Exhibit 1: Original Agreement and Amendment 1 Exhibit 2: Public Utilities Board Draft Minutes Exhibit 3: Ordinance Exhibit 4: Second Amendment Respectfully submitted: Chuck Springer, 349-8260 Director of Finance For information concerning this acquisition, contact: Vance Kemler at 349-8044. City of Denton Page 3 of 3 Printed on 10/14/2016 povveied by I_egist9i I;, EXHIBIT 1 PROFESSIONAL SERVICES AGREEMENT FOR ARCHITECT OR ENGINEER FILE #5497 THIS AGREEMENT is made and entered into as of thel3°i day of February, 2014, by and between the City of Denton, Texas, a Texas municipal corporation, with its principal office at 215 East McKinney Street, Denton, Denton County, Texas 76201, hereinafter called "Owner" and Nelson+Morgan Architects, Inc., with its corporate office at 2717 Wind River Lane, Suite 230, Denton, Texas 76210 hereinafter called "Design Professional," acting herein, by and through their duly authorized representatives. In consideration of the covenants and agreements herein contained, the parties hereto do mutually agree as follows: SECTION 1 EMPLOYMENT OF DESIGN PROFESSIONAL The Owner hereby contracts with the Design Professional, a licensed Texas architect or engineer, as an independent contractor. The Design Professional hereby agrees to perform the services as described herein and in the Proposal, the General Conditions, and other attachments to this Agreement that are referenced in Section 3, in connection with the Project. The Project shall include, without limitation, architectural and engineering 'design services for the City of Denton's Fleet Services Facility Expansion project, as fully described in the proposal, herein attached as Attachment A. Page I T:\CONTRACfSU4004 Fleet Services Facility Exp ansion\Contracts and P0\drafts\5497 PSA - Fleet Services Facility Expansion Design-edited.doc EXHIBIT 1 SECTION 2 COMPENSATION The Owner shall compensate the Design Professional as follows: 2.1 BASIC SERVICES 2.1.1 For Basic Services the total compensation shall not exceed the following services: Basic Professional Services $11,800.00 MEP $ 4,680.00 Structural $ 3,600.00 Civil $ 3,000.00 TAS $ 1,260.00 2.1.2 Progress payments for Basic Services shall be paid based upon the Design Professional estimate of the percentage of the work effort that has been completed. 2.2 ADDITIONAL SERVICES 2.2.1 Compensation for Additional Services, see Attaclullent A, Section IV, Subsection 2, which includes the fee/rate schedule. 2.2.2 Compensation for Additional Services of consultants, including additional structural, mechanical and electrical engineering services shall be based on a multiple of 1.20 times the amounts billed to the Design Professional for such additional services. 2.2.3 Compensation for Texas Accessibility Standards (TAS) Project Registration/Review shall not exceed $1,260. 2.3 REIMBURSABLE EXPENSES Reimbursable Expenses shall be a multiple of 1.20 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 but not to exceed a total of $500 without the prior written approval of the Owner. 2.4 TOTAL COMPENSATION The total comprehensive not -to -exceed amount for this agreement shall be $24,840. Page 2 T ACONTRACTSU4004 Fleet Services Facility ExpansionWontracts and P0\drafts\5497 PSA - Fleet Services Facility Expansion Design-edited.doc EXHIBIT 1 SECTION 3 ENTIRE AGREEMENT This Agreement includes this executed agreement and the following documents all of which are attached hereto and made a part hereof by reference as if fully set forth herein: City of Denton General Conditions to Agreement for Architectural or Engineering Services. 2. The Design Professional's Proposal This Agreement is signed by the parties hereto effective as of the date first above written. WITNESS: BY CITY OF DENTON s PURCHAS DESIGN FIRM BY: Am� FIRM'S OFFICER/REPRESENTATIVE Page 3 (SIGNATURE) 1`\CONTRACTS\14004 Fleet Services Facility ExpansionAContracts and P0\drafts\5497 PSA -FI cet Services Facility Expansion Design -edited doc Cliff' (t>•WITOT GENERAL CONDITIONS TO AGREEMEN'r FOR ARCHITECTURAL OR ENGINEERING SERVICES ARTICLE 1. ARCI11'TECT OR ENGINEER'S RESPONSIBILITIES 1.1 The Architect or Engineer's services consist of those services for the Project (as defined in the agreement (the "Agreement") and proposal (the "Proposal') to which these 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 render similar conditions, including reasonable, infornned 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 ofthe Owner, the Design Professional shall submit for the Owner's approval a schedule for the performance ofthe Services which may be adjusted as the Project proceeds, and shall include allowances for periods of tine 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 shall 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 parties. ARTICLE 2 SCOPE OF BASIC SERVICES 2.1 BASIC SERVICES DEFINED The Design Professional's Basic Services consist of those described in Sections 2.2 through 2.6 of these General Conditions and include normal structural, civil, mechanical and electrical engineering services 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 shall provide a preliminary evaluation of the Owner's program, construction schedule and construction budget requirements, each in terms ofthe other, subject to the limitation set forth in Subsection 5.2.1. 2.2.2 Based on the mutually agreed-upon program, schedule and construction budget requirements, the Design Professional shall prepare, for approval by the Owner, Schematic Design Documents consisting of drawings and other documents illustrating the scale and relationship of Project components. The Schematic Design shall contemplate compliance with all applicable laws, statutes, ordinances, codes and regulations. 2.3 DESIGN DEVELOPMENT PHASE 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, Desigln Development Documents consisting of drawings and other documents to fix and describe the size and character ofthe Project as to architectural, structural, mechanical and electrical systems, materials and such other elements as may be appropriate, which shall comply with current interpretation of laws, statutes, ordinances, codes and regulations relating to this project. Notwithstanding Owner's approval ofthe documents, Design Professional represents that the DOCUments arid specifications will be sufficient and adequate to fulfill the purposes ofthe Project. 2.4 CONSTRUCTION DOCUMENTS PHASE 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. 2.4.2 The Design Professional shall assist the Owner in the preparation of the necessary bidding or procurement information, bidding or procurennent fomes, the Conditions of the contract, and the forun of Agreement between the Owner and contractor. 2.4.3 The Design Professional shall advise the Owner of any 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 havingjurisdiction over the Project. 2.5 CONSTRUCTION CONTRACT PROCUREMENT 2.5.1 The Design Professional, following the Owner's approval ofthe Construction Documents and ofthe 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 ofthe Design Professional, the award ofthe construction contract is in the sole discretion ofthe Owner. 2.5.2 If the construction contract amount for the Project exceeds the total construction cost ofthe 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 ofthe work so that the total construction cost ofthe Project will not exceed the total construction cost set forth in the approved Detailed Statement of Probable Construction Costs. 2.6 CONSTRUCTION PHASE - ADMINISTRATION OF THE CONSTRUCTION CONTRACT 2.6.1 The Design Professional's responsibility to provide Basic Services for the Construction Phase under this Agreement commences with the award ofthe Contract for Construction and terminates at the issuance to the Owner ofthe final Certificate for Payment, unless extended under the terns of Subsection 8.3.2. Page 4 T:ACONTRACTS\14004 Fleet Services Facility Expansion\Contracts and PO\drafts\5497 PSA - Fleet Services Facility Expansion Design-edited.doc EXHIBIT 1 2.6.2 The Desibui 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 AIA document A201, General Conditions of the Contract for Construction, current as of the date of the Agreement as may be amended by the City o1'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 Governments, 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 necessary while construction is not in progress, to become familiar with the progress and quality of the work completed and to determine if the work is being performed 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 Desim Professional shall keep the Owner informed 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 he will follow Degree of Care in perfomung all Services under the Agreement. The Design Professional shall promptly correct any defective designs or specifications furnished by the Design Professional at no cost to the Owner. The Owner's approval, acceptance, use of or payment for all or any part of the Design Protessional's Services hereunder or of the Project itself shall in no way alter the Design Professional's 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 omis- sions. 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. 2.6.7 The Design Professional shall at all times have access to the work wherever it is in preparation or progress. 2.6.8 Except as may otherwise be provided in the Contract Documents or when direct conununications 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 on the Design Professional's observations at the site of the work and evaluations of the Contractor's Applications for Payment, the Design Professional shall review and certify the amounts due the Contractor. 2.6.10 The Design Professional's certification for payment shall constitute a representation to the Owner, based on the Design Professional 's observations at the site as provided in Subsection 2.6.5 and on the data comprising the Contractor's Application for Payment, that the work has progressed to the point indicated and that the quality of the Work is in accordance with the Contract DOCumenls. The foregoing representations are subject to minor deviations front the Contract Documents cor- rectable prior to completion and to specific qualifications expressed by the Design Professional. The issuance of a Certificate for Payment shall limber 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) ascertained how or for what purpose the Contractor has used money previously paid on account of the Contract Stan. 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 submittals such as Shop Drawings, Product Data and Samples for the purpose of (1) determining compliance with applicable laws, statutes, ordintmces and codes; and (2) determining whether or not the work, when completed, will be in compliance Nvith 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 pertomtance of equipment or systems designed by the Contractor, all of which remain the responsibility of the Contractor 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 ofa specific item shall not indicate approval of an assembly of which the item is a 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 perfomtance 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 33.3, for the Owner's approval and execution in accordance with the Contract Documents, and may authorize minor changes in the work not involving an adjustment in the Contract Sunt or an extension of the Contract Time which are not inconsistent with the intent of the Contract Documents. 2.6.14 On 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. Page 5 F:ACONTRACTS\14004 Fleet Services Facility ExpansionAContracts and PO\drafts\5497 PSA - Fleet Services Facility Expansion Design-edited.doc EXHIBIT 1 2.6.15 The Design Professional shall interpret and provide recommendations on matters concerning performance of the Owner and Contractor under 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 shall be consistent with the intent of and reasonably inferable from the Contract Documents and shall be in writing or in the form of drawings. When making such interpretations and initial decisions, the Design Professional shall endeavor to secure faithful performance by both Owner and Contractor, and shall not be liable for results or interpretations or decisions so rendered in good frith 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 (I) shall render services under the Agreement in accordance with the Degree of Care; (2) will reimburse the Owner for all damages caused by the defective designs the Design Professional prepares, and (3) by acknowledging payment by the Owner of any fees due, shall not be released from any rights the Owner may have under the Agreement or diminish any of the Design Professional's obligations thereunder. 2.6.19 The Design Professional shall provide the Owner with four sets of reproducible prints showing all significant changes to the Construction Documents during the Construction Phase. ARTICLE 3 ADDITIONAL SERVICES 3.1 GENERAL 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 confinned in writing by the Owner. If services described under Contingent Additional Services in Section 33 are required due to circumstances beyond the Design Professional's control, the Design Professional shall notify the Owner in writing and shall not commence such additional services until it receives written approval from the Owner to proceed. If the Owner indicates in writing that all or part of such Contingent Additional Services are not required, the Design Professional shall have no obligation to provide those services. Owner will be responsible for compensating the Design Professional for Contingent Additional Services only if they are not required due to the negligence or fault ofDesign Professional. 3.3('ONTINGENT:IDD1"r10NALSE,RN'ICES 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 constnuction, and famishing services required in connection with the replacement of such work. 3.3.5 Providing services made necessary by the defmlt of the Contractor, by major defects or deficiencies in the work of the Contractor, or by failure of perfomtanee of either the Owner or Contractor under the Contract for Constnuction. 3.3.6 Providing services in cvaluating 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 hearing, 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 Article 3 that are caused or necessitated in whole or in part due to the negligent act or omission of the Design Professional shall be perforated by the Design Professional as a part of the Basic Services under the Agreement with no additional compensation above and beyond the compensation due the Design Professional for the Basic Services. The intervening or concurrent negligence of the Owner shall not limit the Design Professional's obligations under this Subsection 3.3.9. 3.4 OPTIONAL.ADDITIONALSERVICES 3.4.1 Providing financial feasibility or other special studies. 3.4.2 Providing planning surveys, site evaluations or comparative studies of prospective sites. Page 6 T:ACON7RACTS\14004 Fleet Services Facility ExpansionAContracts and PO\draftsA5497 PSA - Fleet Services Facility Expansion Design-edited.doe EXHIBIT 1 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 future 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 furnished by the Owncr. 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. 3.49 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 of furniture, furnishings and related equipment. 3.4.14 Providing services other thrum as provided in Section 2.6.4, after issuance to the Owner of the final Certificate for Payment and expiration of the Warranty period ofthe Contract for Construction. 3.4.15 Providing services of consultants for other than architectural, civil, structural. mechanical and electrical engineering portions ofthe 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 con- struction 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 omission ofthe Design Professional shall be performed by the Design Professional as a part ofthe Basic Services under the Agreement with no additional compensation above and beyond the compensation due the Design Professional for the Basic Services. The intervening or concurrent negligence ofthe Owner shall not limit the Design Professional's obligations under this Subsection 3.4.18. kRTICLE 4 ONN'NER'S RESPONSIBILITIES 4.1 'file Owner shall consult with the Design Professional regarding requirenmcnts 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 speci- fically described in Subsection 2.2.1. 4.2 The Owner shall establish and update an overall budget for the Project, including the Construction Cost, the Owner's other costs and reasonable contingencies related to all ofthese 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 ofthe Design Professional's services. 4.5 Where applicable, the Owner shall furnish surveys describing physical characteristics, legal limitations and utility locations for the site ofthe Project, and a written legal description ofthe 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 restrictions, boundaries and contours of the site; locations, dimensions and necessary data pertaining to existing buildings, other improvements and trees; and infomnation concerning available utility services and lines, both public and private, above and below grade, including inverts and depths. All the information on the survey shall be referenced to a project benchmark. 4.6 Where applicable, the Owner shall furnish the services of geotechnical 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 hearing values, percolation tests, evaluations of hazardous materials, ground corrosion and re- sistivity tests, including necessary operations for anticipating sub -soil conditions, with reports and appropriate professional recommendations. 4.6.1 "file Owner shall furnish the services of other consultants when such services are reasonably required by the scope ofthe Projeet 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 part ofthe Additional Services, the Owner shall famish 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 Contract DOCnnmentS. Page 7 f:ACONTRACTS\14004 Fleet Services Facility ExpansionAContracts and PO\drafts\5497 PSA - Fleet Services Facility Expansion Design-edited.doc EXHIBIT 1 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 under Sections 4.5 through 4.8 shall be furnished 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 part of the Design Professional. 4.10 The Owner shall give prompt written notice to the Design Professional if the Owner becomes aware of any fault or defect in the Project or nonconformance with the Contract Documents. 4.11 Design Professional shall 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 services beyond the scope ofthe Agreement. ARTICLE 5 CONSTRUCTION COST 5.1 CONSTRUCTION COST DEFINED 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 fiurnished by the Owner and equipment designed, specified, selected or specially provided for by the Design Professional, plus a reasonable allowance for file Contractor's overhead and profit. In addition, a reasonable allowance for con- tingencies shall be included for market conditions at the time of bidding and for changes in the work during construction. 5.1.3 Construction Cost does not include the compensation of the Design Professional and Design Professional's consultants, the costs of the land, rights-of-way, financing or other costs which are the responsibility of the Owner as provided in Article 4. 5.2 RESPONSIBILITY FOR CONSTRUCTION COST 5.2.1 Evaluations of the Owner's Project budget, preliminary estimates of Construction Cost and detailed estimates of Construction Cost prepared by the Design Professional represent the Design Professional's best judgment as a design professional familiar with the construction industry. It is recognized, however, that neither the Design Professional nor the Owner has control over the cost of labor, materials or equipment, over the Contractor's methods of determining bid prices, or over competitive bidding or market conditions. Accordingly, the Design Professional cannot and does not warrant or represent that bids or cost proposals will not vary from the Owner's Project budget or from any estimate of Construction Cost or 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 fiurnishing, proposal or establishment of a Project budget, unless such fixed limit has been agreed upon in writing and signed by the parties thereto. If such a fixed limit has been established, the Design Professional shall be permitted to include contingencies for design, bidding and price escalation, to determine what materials, equipment, component systems and types of construction are to be included in the Contract Documents, to make reasonable adjustnments in the scope of 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 be increased in the anmount of an increase in the Contract Sum occurring after execution of the Contract for Construction. 5.2.3 If the Procurement Phase has not commenced within 90 days after the Design Professional submits the Construction Documents to the Owner, any Project budget or fixed linmit of Construction Cost shall be adjusted to reflect changes in the general level of prices in the construction industry between the date of submission of the Construction Documents to the Owner and the date on which proposals are sought. ARTICLE 6 ONYNERSMP AND 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 docunments are intended only be applicable to this Project, and Owner's use of such documents in other projects shall be at Owner's sole risk and expense. In the event the Owner uses any of the information or materials developed pursuant to the Agreement in another project or for other purposes than are 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 distribution ofdocuments to meet official regulatory requirements or for similar purposes in connection with the Project is not to be construed as publication in derogation of the Design Professional's reserved rights. ARTICLE 7 TERMINATION, SUSPENSION OR ABANDONNIENC 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 immediately 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 anmount 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 tlme Agreement and shall be promptly delivered to the Owner in a reasonably organized foam. Should Owner subsequently contract with a new Design Professional for continuation cif services on the Project, Design Professional shall cooperate in providing information. 7.2 If the Project is suspended by the Owner for more than 30 consecutive days, the Design Professional shall be compensated for services satisfactorily performed prior to notice ofsuch suspension. When the Project is resumed, the Design Professional's compensation shall be equitably adjusted to provide for expenses incurred in the interruption and resumption of the Design Professional's services. Page 8 TXONTRACfS\14004 Fleet Services f=acility Expansion\Contracts and PO\drafts\5497 PSA - Fleet Services Facility Expansion Design-edited.doc 7.3 "fhe Agreement may be terminated by the Owner upon not less than sevcll s1Reh Mice 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 non- perfiormance 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. ARTICLE 8 PAY?14EN7'S "1'O THE DESIGN PROFESSIONAI, 8.1 DIRECT PERSONNEL EXPENSE 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 of the cost of their mandatory and customary contributions and benefits related thereto, such as employment taxes and other statutory employee benefits, insurance, sick leave, holidays, vacations, pensions and similar contributions and benefits. 8.2 REIMBURSABLE EXPENSES 8.2.1 Reimbursable Expenses are in addition to compensation for Basic and Additional Services and include expenses incurred by (lie 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 -totem 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-ups requested by the Owner. 8.2.1.5 Expense of computer-aided design and drafting equipment time when used in connection with the Project. 8.2.1.6 Other expenses that are approved in advance in writing by the Owner. 8.3 PAYMENTS ON ACCOUNT OF BASIC SERVICES 8.3.1 Payments for Basic Services shall be made monthly and, where applicable, shall be in proportion to services perfonned within each phase ol'service, on the basis set forth in Section 2 of the Agreement and the schedule of work. 8.3.2 If and to the extent that the time initially established in the Agreement is exceeded or extended through no fault of the Design Professional, compensation for any services rendered during the additional period of time shall be computed in the manner set forth in Section 2 of the Agreement. 8.3.3 When compensation is based on 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 on those portions, in accordance with the schedule set forth in Section 2 of the Agreement based on (1) the lowest bona fide bid or (2) if no such bid or proposal is received, the most recent preliminary estimate of Construction Cost or detailed estimate of Construction Cost for such portions of the Project. 8.4 PAYMENTS ON ACCOUNT' OF ADDITIONAL SERVICES 8.4.1 Payments on account of the Design Professional's Additional Services and for Reimbursable 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 WITHHELD No deductions shall be made from the Design Professional's compensation on account ofpenalty, liquidated damages or other surras 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 Reimbursable Expenses and expenses pertaining to Additional Services and services performed on the basis of a 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. 1RTICLE 9 INDEMNITY 9.1 'file Owner shall, to the fullest extent permitted by law, indemnify and hold harmless the Design Professional, his or her officers, directors, and employees from and against all damage, liability and cost, including reasonable attorney's fees and defense costs, arising out of or in any way connected with the performance of the services under this agreement, excepting only those damages, liabilities or costs attributable to the sole negligence or willful misconduct of the Design Professional. In recognition of the relative potential risks and benefits of this project to both Owner and the Design Professional, the risks are allocated such that Owner agrees to the fullest extent permitted by law, to limit the liability of the Design Professional for any and all claims, losses, costs, damages of any nature whatsoever or claims expenses resulting front any cause or causes, such that the total aggregate liability of the Design Professional to all those named shall not exceed the lesser of either the total fee for this project or twenty five thousand dollars ($25,000.00 Page 9 f:AC0NTRACTSU4004 Fleet Services Facility ExpansionAContracts and P0\drafts\5497 PSA - Fleet Services Facility Expansion Design-edited.doc 9.2 Nothingherein shall be construed to create a liability to any person who is apBr��o ke Agreement, and nothing herein shall Nvaive an y of the parties' defenses, Y )I'� party ! ) I both at law or equity, to any claim, cause cif action, or litigation filed by anyone not a party to the Agreement, including the defense of governmental immunity, which defenses are hereby expressly reserved. ARTICLE 10 INSURANCE During the performance of the Services under the Agreement, Design Professional shall maintain the ftillowing 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 h>,jury 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 cacti occurrence and not less than $250,000 in the aggregate. 10.2 Automobile Liability Insurance with bodily igjury 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 htsurance in accordance with statutory requirements, and Employers' Liability Insurance Nvith limits of not less than $100,000 for each accident including occupational disease. 10.4 Professional Liability htsurance with limits of not less than $1,000,000 annual aggregate, and subject to the limitation of liability in Article 9.1. 10.5 The Design Professional shall furnish 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 such event, the Design Professional shall, prior to the effective date of the change or cancellation, furnish Owner with substitute certificates of insurance meeting the requirements of this Article 10. ARTICLE 11 MISCELLANEOUS PROVISIONS 11.1 The Agreement shall be govemed 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 assign its interests in the Agreement without the written consent of'the Owner. 11.3 The term Agreement as used herein includes the executed Agreement, the Proposal, these General Conditions and other attachments referenced in Section 3 of -the Agreement which together represent the entire and integrated agreement between the Owner and 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 hannonize the provisions. 1 Iowever, should the provisions of these documents be in conflict so that they can not be reasonably harmonized, such documents shall be given priority in the following order: I . The executed Agreement 2. Attachments referenced in Section 3 of'the Agreement other than the Proposal 3. These Gcneral Provisions 4. The Proposal 11.4 Nothing contained in the Agreement shall create a contractual relationship with or a cause of action in favor of a third party against either the Owner or Design Professional. 11.5 Upon receipt of prior written approval of Owner, the Design Professional shall have the right to include representations of 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 Owner's confidential or proprietary infomtation if the Owner has previously advised the Design Professional in writing of the specific infonuation considered by the Owner to be confi- dential 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 under the Agreement shalt 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 shalt 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 ofthe stricken provision. 11.9 'Che 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 shall not discriminate against any person on the basis of race, color, religion, sex, national origin or ancestry, age, or physical handicap. Page 10 T:ACONTRACTS\14004 Fleet Services Facility ExpansionTontracts and PO\drafts\5497 PSA - Fleet Services Facility F.xpansion Design-edited.doc 11.11 The captions ofthe Agreement are for informational ur oses on Edi IBIT g p p y, an s to not in any way affect the substantive terms or conditions of the Agreement. 11.12 Limitation of Liability: The Client, through its authorized representative, and NMA, have discussed their risks, rewards and benefits of' the project and NMA's total fee for services. Neither NMA, nor their consultants, agents, or employees shall be jointly, severally or individually liable to Client in excess of twenty five thousand ($25,000.00) by any act of omission, including breach of contract or negligence not amounting to willful or intentional wrong. Page 11 T\CONTRACfSU 4004 Fleet Services Facility ExpansionAContracts and PO\drafts\5497 PSA - Fleet Services Facility Expansion Design-edited.doc ATJ lff NELSON + MORGAN A R C H I T E C T S, I N C January 3, 2014 Mr. Dean Hartley Director of Facilities Management 869 S. Woodrow Denton, Texas 76205 RE: Fleet Services Facility Expansion Professional Services Proposal I. PROJECT SCOPE: Nelson + Morgan, Architects are pleased to provide the following proposal for providing Professional Services relating to the referenced project. It is our intent to provide normal architectural, structural, mechanical and electrical design services specific to the project requirements. Our understanding of the general scope of work is as follows: 1. Development of the construction documents for an expansion to the existing fleet services facility located at the Denton Service Center, 804 Texas Street, Denton, Texas 76209. • Project scope is to provide two new service bays to the north side of the existing facility, specifically designed to accommodate CNG fueled vehicles. • Service bays will be sized and generally configured to match the adjacent fleet service bays. • Existing wash bay and roof structure will be removed to allow for expansion of new service bays. • Approximate size will be 26' x 110' (2860 sf). • NMA and sub -consultants will incorporate code required and any owner directed specific CNG design features. 2. Project Budget for this Project is not known at this time. 3. Professional Services: • NMA will provide plans and specifications to obtain construction bids and construction permits. • NMA will provide professional assistance in preparing Bidding documents and Construction Administration. • Project will be designed to meet the IBC 2009 and related City of Denton codes and ordinances and Texas Accessibility Standards. 4. NMA proposes the following sub -consultants into the design team on this project: • Structural and foundation: Lobsinger and Potts, Structural Engineers (LPSE). • Mechanical and Electrical Engineering: Hergenrether Penner McGuire and Burkett Consulting Engineers, Inc. (HPMB) • TAS Plan Review and Registered Accessibility Specialist; Jeff Gutknecht • Civil Engineering; Allison Engineering Group (AEG); work scope limited to immediate site drainage and general grading. AEG will provide a topographic survey of the immediate area (up to 100' around building for site drainage and paving modifications only.) 5. Services not included are: • Civil Engineering. It is assumed that no additional civil engineering related to the drainage, detention, utility extensions or modifications, platting or zoning will be necessary. If it is determined that the additional services of a Civil Engineer will be necessary, these will be provided under Additional Services as stated below. . h r ': ti i I .. i s r. P I r. 'i n r, r s . I n I a I i (; • D W s i g n . 71 ?'-NIn'1 lila-t' 1 Q' 2: &te i31-1 C I'tGi?. 70Y'C;,. 76I C 5x.5.022:; City of Denton Fleet Services EXHIBIT 1 Professional Services Proposal January 3, 2014 Page 2 of 7 • Landscape Design: the project scope will not require the services of a landscape design/architect. • Soils Investigation; Services for a geotechnical survey are not included in our basic services, but will be necessary for foundation design. NMA can provide these services as an additional service if desired. Professional Services are more fully described below. ILBASIC SERVICES The following is a brief list of Professional Services that we anticipate will be required and propose to provide. This is not intended to limit our scope of service, but to generally define and explain our intent to provide professional services necessary for the successful completion of the project. Basic Services are those services outlined under Section II of this Agreement. The services outlined in Section II shall be provided on a fee basis as outlined under the Section IV - Professional Fees portion of this agreement. • NMA will provide preliminary site visits and interviews with management and key personnel to establish full project scope and needs. • Field measure building. • Review of Owner provided drawings and supporting documents (if any). • Coordinate the following professional services and design elements: o Architectural design and project coordination o Structural Engineering o Mechanical Engineering o Civil Engineering • Drawings and supporting information that will be developed during this phase will include, but not be necessarily limited to the following: o Architectural floor plan. o Partition types. o Exterior elevations o Roof plan o Building and wall sections o Major interior elevations. o Reflected ceiling/lighting plan. o General Notes. o Preliminary details. o Room finishes & door schedules. o Preliminary mechanical, electrical and plumbing plans and details. o Preliminary structural plans and details. o Preliminary project specifications. o Meeting notes documenting the basic issues, resolutions and action items agreed to during this phase. • Time frame for this phase is anticipated to take approximately 4 weeks from approval of the proposal and receipt of a notice to proceed. This schedule could be accelerated based upon meeting coordination and preliminary design approvals, etc. Preparation of Construction Documents. Based on the provided preliminary design sketches, NMA will prepare the final drawings, details and specifications required to construct the Project. The Construction Documents Phase includes attendance by the Architect's personnel at meetings with the Client to coordinate the Work and review the Construction Documents and Opinion of Probable Cost. Any comments received from the Client during final review will be incorporated into the documents prior to bidding. s r I c .1 n e r s n i a D i qn ? 1? 'a'llnil RP,.` � "� , _it 7 7.311 Ctil?tC�?, i ax^8 76 > I t: 940.556.0266 Fix 940.566.0223 City of Denton Fleet Services EXHIBIT 1 Professional Services Proposal January 3, 2014 Page 3 of 7 • Development of all design elements into a detailed and coordinated construction contract package consisting of plans, details and specifications • Governmental and regulatory review assistance • Time frame for this phase is anticipated to take approximately 4 weeks from approval of the design development phase. Assistance during Bidding and Contract Negotiations • Provide plans and specifications to Materials Management Department for project advertising and bidding. Printing expenses to be reimbursed. • Assist City of Denton in the advertisement of plans • Answer contractor questions during bidding phase • Review substitution requests. • Prepare and issue any necessary addenda. Construction Administration Once the successful Contractor is given notice to proceed, the Architect will provide the following Contract Administration phase services: • Schedule and attend a Pre -Construction conference with General Contractor and key sub -contractors. • Submittal reviews. • Review substitution requests from the Contractor for materials or products which become unavailable during construction due to circumstances beyond the Contractor's control. • Finishes and color selection and recommendations • Provide site visits as deemed necessary by the Architect and his consultants (unless it is determined that no work is being performed at the site) to review the Work in an effort to determine, in general, whether or not it is being constructed in accordance with the Construction Documents. • Attend construction progress meetings at the site. (Frequency to be determined with Owner and Contractor at Pre -Construction meeting. For proposal purposes, a total of 12 site visits have been included. Any additional can be provided as an Additional Service.) • Review Contractor's schedule and advise Client of construction progress. • Payment Certification • Testing and material inspection • Interpretations and decisions • Prepare punch lists for the Project. • Establish dates of Substantial and Final Completion and prepare certificates for same. • Coordinate project close out and receipt of warranty & maintenance binders from the Contractor. III.SUPPLEMENTAL SERVICES: Nelson + Morgan, Architects will provide any supplemental services as deemed necessary by Project requirements or Client. These may include additional extensive architectural, structural or civil engineering or design revisions, mechanical, electrical or acoustical engineering services, Environmental analysis or testing. Supplemental Services shall be provided by the Architect, when requested by the Client, on an hourly or negotiated fee basis in addition to the fees charged for Basic Services Fees for any supplemental services will receive a 20% mark-up for handling and coordination. IV.PROFESSIONAL FEES 1. Basic Services: Professional fees for items identified above in Section II, Basic Services shall be based on a total of the fees listed below. These fees shall be invoiced on as "as completed" basis for each part. . r c Fri 1+i .. i s P I c.r n e r s . I n I e= i t: D s i g n 271 idly=' !. ��? Ste i311 C nt�;l^, ex.^,r; it r Fa:+. 940. SF-';. 02 2 11 City of Denton Fleet Services EXHIBIT 1 Professional Services Proposal January 3, 2014 Page 4 of 7 Texas Accessibility Standards: NMA shall register the proposed project with the Texas Department of Licensing and Regulation as required by the TAS code. NMA with also submit the plans and specifications required under Section 469.101 of the TAS code for review and approval by a registered Accessibility Specialist. 2. Additional Services, if required, shall be provided on an hourly basis at the following hourly rates Principal $150.00/hr. Associate $95.00/h r. Project Manager $85.00/hr. Project Architect $87.50/hr. Interior Designer $75.00/hr. Project Coordinator $75.00/hr. Staff Architect/Intern $67.50/hr. Clerical $42.50/hr. Consultants Cost plus 20% 3. Reimbursable expenses constitute expenses incurred on the Client's behalf by Nelson + Morgan, Architects and NMA's consultants directly related to the Project, as follows: • Printing, reproductions, plots, standard form documents; • Postage, handling and delivery; • Expense of overtime work requiring higher than regular rates, if authorized in advance by the Owner; • Renderings, models, mock-ups, professional photography, and presentation materials requested by the Owner; • Architect's Consultant's expense of professional liability insurance dedicated exclusively to this Project, or the expense of additional insurance coverage or limits if the Owner requests such insurance in excess of that normally carried by the Architect's consultants; • All taxes levied on professional services and on reimbursable expenses; and • Other similar Project -related expenditures. Reimbursable expenses will receive a 20% mark-up for handling and coordination. For your convenience, we suggest that you budget $500.00 for these expenses, exclusive of any submittal or filing fees. V. Fee Summary: FEE SUMMARY Basic Services $ 11,800.00 MEP $ 4,680.00 Structural $ 3,600.00 Civil $ 3,000.00 TAS $ 1,260.00 Additional Services Reimbursable $ 500.00 TOTAL $ 24 84UOs' i n e f s e I n 1i-�, i n� D y s i z; 1 71 ?'."Anil RIV i ,r . t�; i31_1 4C.566.02 6 Fov 940.56�.02=:; City of Denton Fleet Services EXHIBIT 1 Professional Services Proposal January 3, 2014 Page 5 of 7 VI. PROFESSIONAL REGISTRATION: The Texas Board of Architectural Examiners, 333 Guadalupe, Suite 2-350, Austin, Texas 78701-3942, Phone: 512/305-9000, has jurisdiction over individuals licensed under the Architects Registration Law, Article 249A, VTCS, and under the Interior Designer's Registration Law, Article 249E, VTCS. VII. OTHER CONDITIONS Nelson + Morgan, Architects Terms and Conditions page shall be a part of this agreement. Please acknowledge your acceptance of this proposal for the above work. I look forward to working with you. Should you have any further questions, please feel free to give me a call at your convenience. ALAN F. NELSON, Architect Nelson + Morgan, Architects . A. r :: h i I �? .. Is . r I c -i n e r s . I n 12 , i t> , D r.> s i c; n . 2?1?'-,`ilnd RPd=t l'.^ , Jtn 2.111 fJc htr;l 70x-:.3 ,6NC 94C.566.0166 Fax 440.566.0223 AMENDMENT I -A o' 0 t, tka on fv";,-,rk l; if) 00 QW,00 t1 4i "I'Op 5 0A) 01 Pf �pjlh, 0"; curmilt In"', TO TAL I n, Woo rot Sin,,A Fn, (�'140 00 6t,4, g IAll, 1_1 iv ', mo ... .... . ...... P" D( , E f - I I S f v 1 "RvIA Invoico NO, 1,10011-4 - ---------- "REVIdus HIRm LIT �f LC < 4, Cl es TOM 590,00 I -A o' 0 t, tka on fv";,-,rk l; if) 00 QW,00 t1 4i "I'Op 5 0A) 01 Pf �pjlh, 0"; curmilt In"', TO TAL I n, Woo rot Sin,,A Fn, (�'140 00 6t,4, g IAll, 1_1 iv ', mo ... .... . ...... . .... .... Fujov DME flat Snob w,� �,Ijyjjw em OHOOM f No 'S J A c 0,�� 64 hNns t K M S MOTO Y Ows / TWI m Yom vhdrwi Pokon s Mums KIM% W" MaH To: mom, YX 7620 ON Yw i Ara )HPI 1f3 fflif if -f AMENDMENT Mvoice invoice 9: 2568 ma"a Dam IJTNM5 Dtic-', Data'! .))/I H'an"i P-, i I �,posal An,),wint Pdw AmOLIFIt Curreril, Annoulli SQ0010 . . ........ PlayrVIV Balarl.-co Duck S2,000.00 Il; f"I'l-, E Sot I I I'linkc, B IV d., Suito 200 Southiake IX 76,")92 Phonp.81f.488.<s10,33 F=ox 817.488.993? HI To: Company Nelson Morgan Architects Contact. Alan Wt*oll Addi 2-717 \1,,f ind River I_ -no, 20 Denton, il', Proic;d Namw f ieei scwvicca Addluon Sl,lilctw-iil Pjynjont is doe, .30 (hip affoi invoice dato. I Plea�A convict ("oly Potts (contact information "'ho"'m above) With any quesfion". \citMiolial mounts nw"y bco due front "I PcM-)Ulll AMENDMENT INVOICE: Invoice No, Invoice Date 4i ...... .............. " - PI -lone: 940,566.0266 cell: 0 Fax,: 0, Locl?tloo: 0ell'on, I X ly., comploto I Unit prif,12 -IPT�L -J 00.u6jF101-0-0- Sgoo,00 Sfflffotal t $900M 'ro,rAL I S900,00 loffice Use Only: 1101 OL 1 35 We ,2 9H To Nelson -- Moi,c.jan Archii,ect�ti, fnc, i 10n: An Nelson DLP.,;Date 5/12,1201.5 2717 VAnd Rim Ane. AMENDMENT 1 >t J. l.aut.e 3/31/2015 a rr�vr,icr�H.AqQ .- ' w __ _._... Pe.. Fast € f4�rs�i t fit!' �!i 3dlllr and %7ri.ililacfC Plt'3t1 ul1CI a:3111tc!"J .`_C.!✓.Cr `elan Atju( .tiilEnu; and Cool-i"ill<"1tion v."it i suf-vC-your I j ` roji'eci. Engine r Hourly SM 1.1.5.00 575.00 SGaiior to ;��:,i0ru�t' F�aurlE� :_>.9.75 1 .0.00 3,272.50 1Cliili("ilSti"cal:iYFv A5SiSC% nt, 1"IiiLl y :110 05,00 6530 i S, Ot zi 3, mso 1 l 'I3tEUtS Expenses !1 I% of Labor I 5.509/b r c DIRECT' }: ra NSE j � int_i �tg K kc ptcxlw t n I;onnh�aes de 0.00 1..001 } 0.00 We i c3� € ,-,m, I Total AMENDMENT 1 l N. TO; We M2 A 7620Y ^ JS t s.: 3.� )\ AFF z ){.�":r ; c. ,� �'�. � �� ^z�'���� Nk � �':: £...ibi�Li:• .. �`r:.J'�jf o�tl � �: < ` r E!V To B �'`:�.. � V ��v:�� Invoice �} Alan Due Date 5/30/2015 SuRe 230 ' 4 C e .�..,,,_._<,._�..�.,.......b.__...,_NMi'fi Z^302 COD lG-R Services SS .<..-.�,..�_.. _., .��............,..... �.,� .�� ,. i _... ... T"k Rm �.. Fee Ma { ... ... . .. ��`i� RiA 3 73 rice s Maimed I h iii Wi 1�i�.Jl H 3%2. g tFwL _ � I j i LEjc �: #• { iCal ' I i Hourly „"7 1IS 0 ? 3415'('J0 €'i Ge.11'i;r 1 € 6510 65 t MUNIA-1 - < i i Lim() NAM tMi>rau, l l...,ny Jt. 50% of, ubnt # i�;.1;w+,,. tF,'JIoii 3 � 4 .(fid ii� 010 ol: AMENDMENT i -i V-lq,;J`;,-"�,��o� F at 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 EXHIBIT 2 DRAFT MINUTES PUBLIC UTILITIES BOARD Monday, October 10, 2016 9:01am Service Center Training Room After determining that a quorum of the Public Utilities Board of the City of Denton, Texas is present, the Chair of the Public Utilities Board will thereafter convene into an open meeting on Monday, October 10, 2016 at 9:01am in the Service Center Training Room at the City of Service Center, 901 A Texas Street, Denton, Texas. Present: Chair Randy Robinson, Vice Chair Susan Parker, Barbara Russell, Charles Jackson, Brendan Carroll, and Allen Bishop Ex Officio Members: Howard Martin, ACM Utilities Absent: Lilia Bynum OPEN MEETING CONSENT AGENDA D. PUB16-217 - Consider recommending Contract Amendment 42 to Nelson + Morgan Architects, Inc. professional services contract (File 5497, for an additional $158,035.00), authorizing the City Manager to execute an amended professional services agreement for architectural, structural, mechanical, and engineering design services to support the design of the new City of Denton Fleet Services Annex Facility to be located at 1527 South Mayhill Road; providing for the expenditure of funds in the amount of $202,948.09; and providing an effective date. Board Member Jackson motioned to approve item D. There was a second by Board Member Parker. Vote 6-0 approved. Adjournment 9:28 a.m. EXHIBIT 3 ORDINANCE NO. 2016 - AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY MANAGER TO EXECUTE A SECOND AMENDMENT TO A PROFESSIONAL SERVICES AGREEMENT BY AND BETWEEN THE CITY OF DENTON, TEXAS AND NELSON + MORGAN ARCHITECTS, INC. FOR ARCHITECTURAL, STRUCTURAL, MECHANICAL, AND ENGINEERING DESIGN SERVICES TO SUPPORT THE DESIGN OF THE NEW CITY OF DENTON FLEET SERVICES ANNEX FACILITY TO BE LOCATED AT 1527 SOUTH MAYHIL,L ROAD; PROVIDING AN EFFECTIVE DATE (FILE NO. 5497 IN THE ADDITIONAL AMOUNT NOT -TO -EXCEED $158,035.00; AGGREGATING A TOTAL NOT -TO -EXCEED $202,948.09). WHEREAS, on February 14, 2014, the City awarded a Professional Services Agreement for Architect or Engineering Services (hereafter the "Agreement") to Nelson + Morgan Architects, Inc., Denton, Texas, in the amount of $24,840 for professional engineering services regarding the design of the City of Denton's Fleet Services Facility Expansion; said Agreement was approved by the City of Denton Purchasing staff in accordance with their authority; and WHEREAS, on August 27, 2015, City of Denton Purchasing staff approved the further amount of $20,073.09 aggregating a not -to -exceed amount of $44,913.09 for additional services to be rendered on the Fleet Services Facility Expansion Project for the Solid Waste Department of the City; said Agreement was approved by the City of Denton Purchasing staff in accordance with their authority; and WHEREAS, there appears to the Council that further professional services must be completed in order to move the Facility Expansion Project forward to completion; and Staff having recommended, the Public Utilities Board having approved, and the City Manager having recommended to the Council that the "Second Amendment to Professional Services Agreement with Nelson + Morgan Architects, Inc., (hereafter the "Second Amendment") be authorized to amend such Agreements, with respect to the scope of work and an increase in the payment amount by $158,035.00; and said fees under the proposed Second Amendment 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, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Manager is hereby authorized to enter into the "Second Amendment to Professional Services Agreement" with Nelson + Morgan Architects, Inc., (the "Second Amendment"), in substantially the form that is attached hereto as Exhibit "A" and incorporated herewith by reference, which increases the amount of the engagement by and between the City of Denton, Texas and Nelson + Morgan Architects, Inc., which Agreement is on file in the office of the Purchasing Agent, in the additional amount of $158,035, which amount is hereby approved; and the expenditure of funds therefor is hereby authorized in accordance with said Second Amendment. The total purchase order amount therefore increases to the amount of not -to -exceed $202,948.09. EXHIBIT 3 SECTION 2. The City Council of the City of Denton, Texas hereby expressly delegates the authority to expend funds and to take any actions that may be required or permitted to be performed by the City of Denton, Texas under File 5497, to the City Manager of the City of Denton, Texas, or his designee. SECTION 3. The recitations and statements contained in the preamble hereto are incorporated herewith as a part of this Ordinance for all purposes. SECTION 4. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY By: _ APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY By: City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: ID 16-1353, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: October 18, 2016 SUBJECT Consider adoption of an ordinance terminating an award for a public works contract for the construction of hangars at Denton Enterprise Airport; and providing an effective date of the termination. (RFP 5753 - previously awarded to Mag Construction Services, LLC in the not -to -exceed amount of $617,801.65 on April 21, 2015). RFP INFORMATION The Taxilane Quebec Hangar Project consisted of constructing twenty-seven (27) aircraft hangar spaces in seven (7) buildings for light, personal aircraft. The ramp area connecting these hangars to Taxilane "Q" (Quebec) was completed in October 2014. The hangar materials were awarded by Council on November 18, 2014 (RFP 5574) and purchased from Erect -A -Tube in the amount of $614,838. Based on a current waiting list of prospective tenants, staff estimates the hangars can be leased as soon as certificates of occupancy are issued following assembly. The fully leased units will generate $13,500 in Airport Fund revenue each month. On April 21, 2015, the Denton City Council issued Ordinance 2015-120 approving Contract 5753 for construction of the hangars, a notice to proceed was issued, and the awarded contractor - MAG Construction mobilized to the jobsite and construction began shortly thereafter. Several months into the project, it became obvious to City staff that the contractor had slipped in the schedule, and some noticeable errors were discovered in the means and methods of construction. Subsequently, the City of Denton issued the contractor an initial demand letter on 11-11-15. Several months later, some improvements to the project were completed, however, overall the project was still behind schedule. The City issued a second demand letter on 6-7-16, and also notified the Bonding Company of the contractual issues at this point. Over the past few months, the contractor has attempted to rectify some of the issues noted in the punch list, however, the majority of issues remain today. As such, staff is unsatisfied with the contractors' performance and recommends the contract be terminated. The project is approximately 99% complete with construction, however the punch list issues must be addressed, and the doors to the buildings must also be addressed with competent personnel to avoid any accidents or injuries to the staff, tenants, or visitors. The contractor has not been able to compete the punch list items to the requirements of the materials provider (Erect -A -Tube), the Project Engineer (Aguire Roden), or City staff. This contract termination will allow for the Bonding Company to step in and take the place of the contractor City of Denton Page 1 of 3 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-1353, Version: 1 and complete the project to the City's requirements. Once completed, they will receive the remaining payments under the contract and the associated retainage. RECOMMENDATION Based on all of the documentation and details listed herein, staff recommends termination of Contract 5753 with Mag Construction Services, LLC. PRINCIPAL PLACE OF BUSINESS Mag Construction Services, LLC Kennedale, Texas ESTIMATED SCHEDULE OF PROJECT Mag Construction Services, LLC originally estimated that the hangar foundation construction and building assembly would be completed within 60-90 days of Notice to Proceed. The project is several months beyond the promised delivery date, including any approved delays for inclement weather. FISCAL INFORMATION This item was funded from the City Council approved budget for the Taxilane Quebec Hangar Project for Fiscal Year 2013-14, Denton Airport Budget Operating account 200048565.1360.40100. Purchase Order 172786 was issued on May 21, 2015 for the approved Council awarded amount of $617,801.65. Five Change Orders reflecting financial changes were approved for an additional total of $9,421.77. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Public Infrastructure Related Goal: 1.1 Manage financial resources in a responsible manner EXHIBITS Exhibit 1, IA, 1B: Contract, Ordinance, Funds Disbursements Agreement Exhibit 2: Demand Letter 11.11.15 Exhibit 3: Demand Letter 6.7.16 Exhibit 4: Punch List Aguire Roden (Engineer) Exhibit 5: Punch List Erect -A -Tube (Materials Provider) Exhibit 6: PO 172786 and Payment History Exhibit 7: Current Project Status Exhibit 8: Contract Tennination Letter Exhibit 9: Ordinance Respectfully submitted: Chuck Springer, 349-8260 City of Denton Page 2 of 3 Printed on 10/14/2016 povveied by I_egist9i I;, File M ID 16-1353, Version: 1 Director of Finance For information concerning this acquisition, contact: Elton Brock at 349-7133. City of Denton Page 3 of 3 Printed on 10/14/2016 povveied by I_egist9i I;, STATE OF TEXAS EXHIBIT I I M IN D1 DIO I rN' �� 14 L BY s: CITY OF DEVUOV, TEYAS .4,100 1f1G CONSTRU9=lt V73EMM-CES, LLC. THIS CONTRACT is made and entered into this 21" y of April 2015, by and between MAG CONSTRUCTION SERVICES, LLC. a corporation, whose address is 320 Little School Road, Kennedale, Texas 76060, hereinafter referred to as "Contractor," and the CITY OF DENTON, TEXAS, a Texas Municipal Corporation and Home -Rule City, hereinafter referred to as " City, " to be effective upon approval of the Denton City Council and the subsequent execution of this Contract by the Dentod City Manager or his duly authorized designee. WITHNESSETH: That for and in consideration of the payments, covenants and agreements contained herein, and under the conditions expressed in the bonds attached hereto, Contractor agrees with the Owner to commence and complete the performance of the work specified within the agreement, in the amount of j617,801.65 and for the mutual benefits to be obtained hereby, the parties agree as follows: Contractor shall provide construction services in accordance with the City's RFPiN5753, and the Contractor's proposal in response thereto, a copy of which is on file at the office of Purchasing Agent and incorporated herein for all purposes as "Exhibit A — Exhibit 1". The Contract consists of this written agreement and the following items which are attached hereto and incorporated herein by reference: (a) Contractor Response to RFP#5545 - Pricing (Exhibit "A") (b) Negotiated Scope of Work and Services and Technical Requirements, Drawings, Graphs, Charts, etc. (Exhibit "B"); (Technical Specifications and Drawings are available at the Office of the Purchasing Manager and at http://www.citvofdenton.com/departments-services/dcl!at-tm,ents-p--P/materials- management-p rchasinp--distril)ution-center-/bids-and-I)rot)osals/current-bids- pLaposals (c) Contractor Payments and Performance Milestones (Exhibit "C"); (d) City of Denton Standard T6rms and Conditions and Contractual Requirements (Exhibit "D91); (e) Special Terms and Conditions (Exhibit "Ell); (f) Payment and Performance Bonds (Exhibit 'IF"); (g) Insurance Requirements and Documents from Contractor (Exhibit "G"); (h) Contractor's Business Information (Exhibit "11"); (i) Contractor Response to RFP - Conflict of Interest Questionnaire (Exhibit "I" These documents make up the Contract 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 Contract documents, the inconsistency or conflict shall be resolved by giving precedence first to this EXHIBIT 1 written Contract, and then to the contract documents in the sequential order in which they are listed above. These documents shall be referred to collectively as "Contract Documents." IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. MAG CONSTRUCTION SERVICES, LLC. By: _ AUTHORIZED SIGN.�jIJRE TYPED NAME: Ron Dailev TITLE: Owner 817-929-1352 PHONE NUMBER rdailey@a n2agconstructionservices.com E-MAIL ADDRESS ATTEST: CITY OF DENTON, TEXAS A Texas Municipal Corporation By: GEORGE C. CAMPBELL CITY MANAGER ATTEST: JENNIFER WALTERS, CITY SECRETARY �a By: API' VED A ' TO LEGAL FORM: ITA BURGESS, CITY ATTORNEY BY r � _ ' . -- � rte_ m EXHIBIT 1 EXHIBIT 1 RFP #5753 FINAL PRICING Construction of Airport Hangars Response Due Date: April 8, 2015 Respondent's Name: 2 1 lRespondent is a Corporation, Partnership. sole Proprietorship, Individual? General Conditions iiization and Demobilization Bonds (Labor, materials, and Performance) Hangar Foundations (drilled piers, grade beams & slab) Erection of pre -Purchased hangars Electrical. (Connection to exisiting conduit, distribution, power and lighting) Chainlink Fencing and gates Fireproofing (2 hour) of the four box hangar walls) Overhead doors (2 -10' X 10' doors at each nested T hangar, Total of 6) Sum: skim: Total Bid Amount: Unit pricing for drilled piers and casing (Additive and Deductive) will be used from the previous EXHIBIT 1 1 1 1 1 1lql1 1 . EXHIBIT 1 Scope of Work The intent of this RFP is to obtain complete construction of the Denton Area Joint Training Facility that will serve as joint training facility for governmental entities. The work for which proposals are being solicited is described in detail in the Technical Specification, and Drawings contained in Exhibit 3, of the original RFP. These have also been amended by Addendums, which are also included in the revised scope of work. The proposal submission shall accurately describe the Proposer's understanding of the objectives and scope of the requested construction and provide an outline of the process to complete the requirements of the project. Special Notice and Additional Requirement(s): 1. Additional safety precautions shall be instituted by the awarded contractor, as the work environment will be in an area where citizens and employees may be present, and work safety must be coordinated with the owner. 2. The Contractor shall be responsible for all spoil removals, and any excess soil that will require removal. EXHIBIT 1 - 1 Dlo 1111 EXHIBIT 1 Materials Management Division 901-B Texas St. Denton, TX 76209 (940) 349-7100 www.dentonpurchasing.com 1 1 1 Issue Date: January 20, 2015 Response due Date and Time (Central Time): Tuesday, February 17, 2015,11:00 a.m. EXHIBIT 1 UIMATKUM., The following are a supplemental to the specifications: Drawings 2. Exhibit 4b - 3 Unit Box Hangar Drawings 3. Exhibit 5 - Hangar Structural Drawings from Erect -A -Tube 4. Word Document - Questions received and 4,nswers Provided This form should be signed and returned with your proposal. Name: Signature: Company: Title: Date: a: EXHIBIT 1 RFP 5753 — Construction of the Denton Airport Hangars Pre -submittal Questions and Answers 1. When will the building materials and the hangars be available & delivered on the grounds? Erect -A -Tube has given me the following information: • Two 3 -unit box hangars will be delivered to the site on March 16`b. • Two 3 -unit box hangars will be delivered on March 23,d. • Three 5 -unit nested T hangars will be delivered on April 13. • All materials are delivered via flat-bed tractor. • The contractor will be responsible for off-loading the materials. • Erect -A -Tube will send the floor sockets earlier so that they can be embedded in the concrete slab at the same time as the anchor bolts. • Erect -A -Tube will send us pictures of the typical delivery packages. 2. Is the contractor responsible for his own power? The Airport will provide temporary construction power, Dave will contact DME regarding this. 3. When is the deadline for questions? Please see page 4 of the RFP for the Schedule of Events. The deadline for submission of questions is Friday, 2/6/15 @11:00 am. 4. Are there limits as to the contractors being able to visit the site after today? We ask if you need additional visits to the site, please call the Airport to schedule an additional time. 5. Is there a secondary tap of 1 inch PVC pipe from building to building to the automated gate? Not currently installed. It will run from the electrical distribution panel on the outside of the building to where the gate controller will be set. This will be coordinated in the field. 6. Are there meters already installed in each building? No. The plans call for a 100 amp panel at each hangar building. Contractor will coordinate with DME on the meter at each building. 7. Will there be permit fees for the contractors? None charged to the contractors. 8. As far as the concrete foundations are concerned. Will the contractor be responsible for pouring these? EXHIBIT 1 Yes, the concrete piers, grade beams and slab are the contractors responsibility. See page 3, Project Description. 9. What type of doors will be needed? The hangar doors and man -doors will be provided as a part of the Erect -A -Tube package. The overhead doors at selected hangar units will need to be purchased and installed by the contractor. 10. Will there be any painting involved in the three in-line box hangars? Yes, painting on the interior walls separating the three in -Line box hangars with intumescent paint for a two-hour fire separation. 11. Are the buildings insulated and have interior paneling. Yes, the building envelopes (roofs and walls) are insulated with 3" blanket insulation and the interior walls are uninsulated metal panels. Please submit your questions in writing to: Elton.brock(cr�,cityofdenton.com From: Brock, Elton D Sent: Thursday, February 05, 2015 10:18 AM To: 'DPowyszynski@aguirreroden.com' Cc: Hawkins, Belinda M.; Hix, Quentin D Subject: FW: RFI # 1 for the Taxilane Quebec Hanger Development Dave, Please address. As stated yesterday, Belinda will assemble all the questions and answers in one format, and post at the close of that process. Elton Elton D. Brock, MBA, CTPM, CTCM, C.P.M. Manager, Materials Management and Purchasing City of Denton 901 B Texas Street Denton, Texas 76209 940-349-7133 elton. brock(cDcityofdenton.com OZ _Po QX; 2014 Awadl From: Faron Walker [rmr ailto:fwalker0walkcon.com.J Sent: Thursday, February 05, 2015 10:15 AM To: Brock, Elton D Cc: Kelly Sellnow Subject: RFI #1 for the Taxilane Quebec Hanger Development Mr. Brock, RFI #1 Concrete Paving. Walkcon LTD. will be bidding on the RFP 5753 for the Taxilane Quebec Hanger Development. EXHIBIT 1 The Specification Section 32-13-13 for the Concrete Paving is not included in the Documents we downloaded. We need the required Concrete Mix Design and the PSI for the Concrete Paving for bidding purposes. Can you send us the Specifications for the Concrete Paving? Concrete specifications are shown on Sheet S001. Thank you, Faron Walker Walkcon LTD. Phone 817-560-6800 Fax 817-448-8234 fwalker@walkcon.com From: David Powyszynski[malito:DPowyszynski@aguirreroden.com] Sent: Friday, February 06, 2015 6:32 AM To: Hawkins, Belinda M.; Brock, Elton D Cc: Hix, Quentin D Subject: FW: Denton, TX Hangar Project Elton, please include this email and the photos in our question responses. Dave Pow1'szunski AIA, LEED AP, Senior Vice President oil in972.789.2610 OFC 214.477.1274 CELL 10670 N CENTRAL EXPWY : 6T" FLOOR DALLAS TX 75231 F ; 1�19i[mailto:ihowell0erect-a-tube.com1 Sent: Thursday, February 05, 2015 4:28 PM To: David Powyszynski Subject: Denton, TX Hangar Project Dave: As discussed earlier today, our trucks are loaded to maximize the shipping capacity. Some of the bi-fold door panels have trusses, girts or columns intertwined to accomplish this. The photos in the first PDF binder provide good examples of the materials and how the truck will be loaded. The bundles are approx. 5,000 lbs. The contractor can utilize a crane to unload the components individually or a fork lift with fork extensions to lift and unload each bundle. This is quicker and more efficient, however, every contractor has their own methods. The trucking firms generally allow about 2-hrs to off-load a truck with our structural material. The secondary material consisting of sheeting, trim, purlins and cee girts, will be comprised of 2,000 — 3,000 lbs. bundlers. The contractor should use a spreader bar to EXHIBIT 1 unload the longer roof sheeting to prevent buckling or damaging the sheeting panels. Generally, there is a l — 2 hour allowance to unload the truck. See second PDF. Please be sure to have the contractor inspect the product thoroughly prior to off loading and afterwards, noting/photographing any damage they may have occurred during shipment or unloading. This is vital should there be any claims for damaged goods. Additionally, the contractor has 72-hrs. to inventory the product, verifying all materials are on site. The passage doors, electric operator, boxes of hardware and insulation should be stored in a weather -tight facility to prevent damage or theft. Should you have any questions, please contact me at the office. Regards, Jon Jon Howell Erect -A -Tube, Inc. 701 West Park St. P. 0. Box 100 Harvard, IL 60033 P 815-943-4091, Ext. 220 F 815-943-4095 www.erect-a-tube.com 4 Erect -A -Tube, Inc., 2010. All rights reserved. This work may not be reproduced, distributed, publicly performed or displayed, or used as the basis for derivative works without the express written consent of Erect -A -Tube, Inc. The information contained in this communication may be confidential, is intended only for the use of the recipient named above, and may be legally privileged. If the reader of this message is not the intended recipient, you are hereby notified that any dissemination, distribution, or copying of this communication, or any of its contents, is strictly prohibited. If you have received, this . communication in error, please re -send this communication to the sender and delete the original message and any copy of it from your computer system. Thank you. EXHIBIT 1 EXHIBIT 1 EXHIBIT 1 EXHIBIT 1 EXHIBIT 1 From: Brock, Elton D. Sent: Friday, February 06, 2015 9:45 AM To: 'David Powysrynski' Cc: Hawkins, Belinda M.; Hix, Quentin D Subject: FW: RFP 5753 City of Denton Hangar Project Construction More questions. Elton D. Brock, MBA, CTPM, CTCM, C.P.M. Manager, Materials Management and Purchasing EXHIBIT 1 City of Denton 90113 Texas Street Denton, Texas 76209 940-349-7133 e€ton.b ock(cDcitvofdenton.corn 2014 Awar4l From: Judy Lembke [mailto•" embke lemcocs.com] Sent: Friday, February 06, 2015 9:32 AM To: Brack, Elton D Subject: RE: RFP 5753 City of Denton Hangar Project Construction LEMCO QUESTIONS & ANSWERS: Elton, thanks so much for the e-mail invitation. We are diligently working on the project. We have a few questions: 1) Drawing page 6001 states all associated civil work will be under a separate contract. Please clarify this statement. As you saw at the site, all major civil work has been completed on the concrete taxiways. The contractor will still be responsible for surveying to set building corners and any final grading required for the remaining parking area. 2) Is it possible to receive a bill of materials for the City of Denton pre -purchased hangars? No. The bill of materials will come with the delivery of the hangar buildings. 3) What is the delivery schedule/date for the hangars? This information was sent in an email on Thursday, Feb. 5a'. Confidentiality Notice: This e-mail message, including any attachments, is for the sole use of the intended recipient(s) and may contain confidential and privileged information. Any unauthorized review, use, disclosure or distribution is prohibited. If you are not the intended recipient, please contactthe sender by reply e-mail or by the telephone numbers above and you are hereby notified to destroy this e-mail and that any dissemination, copying, use or distribution of any information or materials transmitted in or with this message is strictly prohibited. EXHIBIT 1 From: Brock, Elton D [mailto:Elton. Broc (dci ofdenton.coml Sent: Friday, January 23, 2015 5:12 PM To: Brock, Elton D Subject: FW: RFP 5753 City of Denton Hangar Project Construction All, The City of Denton has released RFP 5753 for the Construction of Hangars at the Denton Enterprise Airport. All solicitation documents can be located on the City's website: http://ww, ,citygfdentomcom/departmetits-services/depurtTiLept51-g:p1rn��terlal - management -purchasing -distribution -center -/bids- and -proposals Just scroll down till you find RFP 5753. A non -mandatory pre -solicitation meeting has been scheduled for Feb 4, 2014 -- details are on the website. The technical specifications and drawings are very large and can only be accessed through an FTP site. If you are interested in obtaining these documents, please use this information below: ftp.dmeftp.com User Name: RFP5753 Password: meangreen Best regards, Elton Elton D. Brock, MBA, CTPM, CTCM, C.P.M. Manager, Materials Management and Purchasing City of Denton 901 B Texas Street Denton, Texas 76209 940-349-7133 ell ton. brock .cityofdenton.com From: Brock, Elton D Sent: Friday, February 06, 2015 11:03 AM EXHIBIT 1 To: 'David Powyszynski; Hix, Quentin D Cc: Hawkins, Belinda M. Subject: FW: Denton Enterprise Airport More questions that need an answer. Elton D. Brock, MBA, CTPM, CTCM, C.P.M. Manager, Materials Management and Purchasing City of Denton 901 B Texas Street Denton, Texas 76209 940-349-7133 elton. brock(aDcitvofdenton.com 2014 Amw4l v EQUISTAR CONSTRUCTION QUESTIONS & ANSWERS: From: Joey Reynolds[mailto;jrreynolds0eauistarconst.com7 Sent: Friday, February 06, 2015 11:02 AM To: Brock, Elton D Subject: Denton Enterprise Airport Mr. Brock; The scope sent by personal request to Erect -a -Tube states that all the steel provided is painted with a red oxide primer only, and is not intended for long terns exposure. Is there any painting of the structural steel required in the contractors scope of work? NO. Also, there shows to be a I% slope inside the proposed hangars, is this slope compatible with the prefabricated building? Yes. This is Erect -A -Tube's standard slab. Thanks, Briley Worthington From: Brock, Elton D Sent: Friday, February 06, 2015 11:04 AM To: 'David Powyszynski'; Hix, Quentin D Cc: Hawkins, Belinda M. Subject: FW: RFP 5753 City of Denton Hangar Project Construction More questions that need answers. Elton D. Brock, MBA, CTPM, CTCM, C.P.M. EXHIBIT 1 Manager, Materials Management and Purchasing City of Denton 901 B Texas Street Denton, Texas 76209 940-349-7133 elton. brockOciNcifdenton.com OPP 2014 A l From: Judy Lembke [mailtoJIembk lemcocs.coml Sent: Friday; February 06, 2015 9:32 AM To: Brock, Elton D Subject: RE: RFP 5753 City of Denton Hangar Project Construction Elton, thanks so much for the e-mail invitation. We are diligently working on the project. We have a few questions: 1) Drawing page G001 states all associated civil work will be under a separate contract. Please clarify this statement. 2) Is it possible to receive a bill of materials for the City of Denton pre -purchased hangars? 3) What is the delivery schedule/date for the hangars? Thanks, Judy Lembke LEMCO C � w Best Regards, LEMCO Construction Services, L.P. ' WA R AN 6 r 14131 III [ • Road, .{ Addison, ! 214-637-4222 {, Website:Email: JI_embke(cbIemcocs.c9rn Confidentiality Notice: This e-mail message, including any attachments, is for the sole use of the intended recipient(s) and may contain confidential and privileged information. Any unauthorized review, use. disclosure or distribution is prohibited, If you are not the intended recipient, please contact the sender by reply e-mail or by the telephone numbers above and EXHIBIT 1 you are hereby notified to destroy this e-mail and that any dissemination, copying, use or distribution of any information or materials -di- , c ;.- is strictly prohibited, From: Brock, Elton D [mailto: Elton. BkOcityofdenton.com] Sent: Friday, January 23, 2015 5:12 PM To: Brock, Elton D Subject: FW: RFP 5753 City of Denton Hangar Project Construction All, The City of Denton has released RFP 5753 for the Construction of Hangars at the Denton Enterprise Airport. All solicitation documents can be located on the City's website: iitt :l/w aw.citvo� denton.com/dgpqqnieqts-sci-viceld--- /Materials - management -purchasing- aterials- mans em�ent-purchasing- istr_ibution-center-/bids-and-proposals Just scroll down till you find RFP 5753. A non -mandatory pre -solicitation meeting has been scheduled for Feb 4, 2014 — details are on the website, The technical specifications and drawings are very large and can only be accessed through an FTP site. If you are interested in obtaining these documents, please use this information below: ftp.dmeftp.com User Name: RFP5753 Password: meangreen Best regards, Elton Elton D. Brock, MBA, CTPM, CTCM, C.P.M. Manager, Materials Management and Purchasing City of Denton 901 B Texas Street Denton, Texas 76209 940-349-7133 elton. brockOcityofdenton.com EXHIBIT 1 20)4 A From: Brock, Elton D Sent: Friday, February 06, 2015 11:05 AM To: 'David Powyszynski'; Hix, Quentln D Cc: Hawkins, Belinda M. Subject: FW: RFP5753 More questions that need answers. Elton D. Brock, MBA, CTPM, CTCM, C.P.M. Manager, Materials Management and Purchasing City of Denton 901 B Texas Street Denton, Texas 76209 940-349-7133 elton. brock(cDcitvofdenton.com f 2014 AwaAl TYSON BUILDING QUESTIONS & ANSWERS: From: Dan Covington [mailto:DCovin on tysonbuil ing.coml Sent: Friday, February 06, 2015 8:26 AM To: Brock, Elton D Cc: J.L. Davis Subject: RFP5753 2/6/15 Mr. Brock, We have some questions concerning the project: 1. Is the conduit and wiring between the secondary tap can and meter bases to be included in the electrical contractor's scope, or in the utility provider? The conduit and wiring is already in place, stubbed up near the building. EXHIBIT 1 2. Are there any (explosion proof) Class 1 Division 1 areas in these hangars? No. 3. Can we get the exact location of the electric gates verified? The location of the gates is shown on the civil drawings. We will be installing the conduit underground to these locations, but it will be capped for future use. The gates are manual now. 4. Will main breaker panels be acceptable or must we use MLO panels with separate disconnects on the service? Bid the plans. 5. What tpe of time is to be used on interior lights? I assume you mean "timer". Simple spring —type timer. 6. Please confirm that the owner is supplying temporary power to the project. Confirmed. 7. It is our understanding that the restroom/pavilion is not in our scope of work. Is that correct? Correct. 8. It is our understanding that no permits and/or other fees will be required. Is that correct? Correct. 9. Who unloads the building packages on delivery? The contractor will be responsible for unloading and verifying the contents. 10. Who is responsible for missing /stolen material after the buildings are delivered? The contractor must provide his own security. 11. Is testing by owner or GC? Testing is done by the City. 12. If compaction tests show unacceptable results, who is responsible for bringing the area to specified limits? The contractor. 13. Is the parking area in our scope of work? Yes. Thanks. Dan Covington Tyson Building Corporation EXHIBIT 1 :Purchasing Dcpartmeot Ali -8 Texas SL on,, TX 16209 (9 40) 349-7100 IN:�.'_i 111L !.�� a jiouoo 2PI2015 wgm ki r rim 2=1 EXHIBIT I il - , a t O 0of Or 21.0 from; Arth-Rd.O.C.A.t.- 2. D"Ing SIN 1 DrAMhg, Mol 4. DrAWing $heat 3, of 8,i Box WMgar,Anchor Boft ll� DriMng of 8, Mestdd T Anchor Soft - (20 �J u Vit -40 TUk. b Dater EXHIBIT 1 06'�i P,iv Ca ,. �-._� TEL WWWW8 l WWWAGURRMOW! '.CO_;4 � f 7 9Y�"�f aJ�ib+ t'WME ADMNDUM TO R7 ��M%AIM.j' SCOPEOF 1. s pre4purchased Eroctbo _ # g, I'..: aml hangordoors:i # ` # Y " i. i 4 N "and �!w WJng, stproo along the taxilane (See photo. below). Peh�lt ibe� WK b,&:: id. b th" CRY -d.,f 0040". EXHIBIT I WP,!Ap' T t :ENGANERNG 0 L RE. EXHIBIT I PWd i e and install the.chahlinkfiancit*9 bdWeo 'th�,G ni,� . 0,40gor's a$ shown in yollow, below. Thom are na; sli dl I gsorpqwre,-q!jito.'ProAdanrgat&§asW I P�? AN K ECTURE M N �,�uNic 'a, cm,`M ANAGEM M EXHIBIT I '77 ime 17 1 j� .......... elo' 4- -1 1 j� EXHIBIT I 6, NT CNIE RFIRRmi Al RRO RT 5000 I wo's 762-0172 C,,ENEA,AL CONDIf, tONS �-49 �D 0 L -Slabl HANGAR.'FOUNDA.r, de.' . Ms -IONS Df 0,00 krs, GTW. P.ea 011CMCAL (Comealon to eAWA9:00datt; dWtfLRft,:poWer go ogtoa— PAINMG: (Aropro4ng. OVERREAUDOGM �(2, - lo,'.XIW doorg at eu.h,. nod Unk, EXHIBIT 1 0 1 EXHIBIT 1 1. INVOICES AND PAYMENT PROCESSING: Payment processing: The City review, inspection, and processing procedures for invoices ordinarily require thirty (30) days after receipt of invoices, materials, or services. Proposals which call for payment before thirty (30) days from receipt of invoice, or cash discounts given on such payment, will be considered only if, in the opinion of the Purchasing Manager, the review, inspection, and processing procedures can be completed as specified. It is the intention of the City of Denton to make payment within thirty days after receipt of valid invoices for which items or services have been received unless unusual circumstances arise. The 30 day processing period for invoices will begin on the date the invoice is received or the date the items or services are received, whichever is later. Direct deposit for payments: Contractors are encouraged to arrange for receiving payments through direct deposit. Information regarding direct deposit payments is available from the City of Denton Purchasing website:. www.dentonpurchasing.com. Invoices: Invoices shall be sent directly to the City of Denton Accounts Payable Department, 215 E McKinney St, Denton, TX, 76201-4299 with a copy to the attention of Herman Lawson, City of Denton Facilities Management, 869 South Woodrow, Denton, TX 76205. The copy may also be emailed to Mr. Herman Lawson at herman.l_awson@cityofdenton.com. Invoices must be fully documented as to labor, materials, and equipment provided, if applicable, and must reference the City of Denton Purchase Order Number in order to be processed. No payments shall be made on invoices not listing a Purchase Order Number. Invoices for partial payments on construction projects should normally be presented for payment within the first five days of the month, and submitted on the AIA Pay Application Form. 2. TAX EXEMPTION: The City of Denton qualifies for sales tax exemption pursuant to the provisions of Article 20.04 (F) of the Texas Limited Sales, Excise and Use Tax Act. Any Contractor performing work under this contract for the City of Denton may purchase materials and supplies and rent or lease equipment sales tax free. This is accomplished by issuing exemption certificates to suppliers. Certificates must comply with State Comptroller's ruling #95-0.07 and #95-0.09. 3. PAYMENT APPLICATIONS AND PAYMENTS TO CONTRACTORS: A. Upon presentation of valid payment requests invoices, which should be within the first week of each month, the Owner shall make partial payments to the Contractor for construction accomplished during the preceding calendar month on the basis of completed construction certified to by the Contractor and approved by the Owner and Architect/Engineer solely for the purposes of payment: Provided, however, that such approval shall not be deemed approval of the workmanship or materials. Only ninety-five percent (95%) of each payment request approved during the construction of the project shall be paid by the Owner to the Contractor prior to completion of the project. Upon the approval by the Owner of the Contractor's "Final Invoice for Payment" showing the total cost of the construction performed, the Owner shall make payment to the Contractor of all amounts to which the Contractor shall be entitled there under which shall not have been paid: Provided, however, that such final payment shall be made not later than thirty (3 0) days after the date of completion of construction of the project, as specified in the Final Invoice for Payment, unless withheld because of the fault of the Contractor. EXHIBIT 1 B. The Contractor shall be paid on the basis of the percentage of the work actually completed for each construction item. The total amount paid for periodic billings shall not exceed the maximum contract price for the construction of the project as set forth in the contract, unless such excess shall have been approved by the Owner, and Owner's Representative, and in writing by the Purchasing Agent as part of a change order. C. No payment shall be due while the Contractor is in default in respect of any of the provisions of this contract, and the Owner may withhold from the Contractor the amount of any claim by any third party against either the Contractor or the Owner based upon an alleged failure of the Contractor to perform the work hereunder in accordance with the provisions of this contract. This includes alleged failure of the Contractor to make payments to subcontractors. 4. RELEASE OF LIENS AND CERTIFICATE OF CONTRACTOR: Release of Liens and Certificate of Contractor shall be accomplished in accordance with Article 5.3 of the Standard Terms and Conditions. 5. PAYMENTS TO MATERIAL -MEN AND SUBCONTRACTORS: The Contractor shall pay each materialman, and each subcontractor, if any, not later than five (5) days after receipt of any payment from the Owner, the amount thereof allowed the Contractor for and on account of materials furnished or construction performed by each materialman or each subcontractor. 6. REMEDIES: A. Completion of Contractor's Default If default shall be made by the Contractor or by any subcontractor in the performance of any of the terms of this proposal, the Owner, without in any manner limiting its legal and equitable remedies in the circumstances, may serve upon the Contractor and the Surety or Sureties upon the Contractor's bond or bonds a written notice requiring the Contractor to cause such default to be corrected forthwith. Unless within twenty (20) days after the service of such notice upon the Contractor such default shall be corrected or arrangements for the correction thereof satisfactory to the Owner and/or Engineer shall be made by the Contractor or its Surety or Sureties, the Owner may take over the construction of the project and prosecute the same to completion by contract or otherwise for the account and at the expense of the Contractor, and the Contractor and its Surety or Sureties shall be liable to the Owner for any cost or expense in excess of the contract price occasioned thereby. In such event the Owner may take possession of and utilize, in completing the construction of the project, any materials, tools, supplies, appliances, and plant belonging to the Contractor or any of its subcontractors, which may be situated at the site of the project. The Owner in such contingency may exercise any rights, claims or demands which the Contractor may have against third persons in connection with this contract and for such purpose the Contractor does hereby assign, transfer and set over unto the Owner all such rights claims and demands. B. Liquidated Damages The time of the completion of construction of the project is of the essence of the contract. Should the Contractor neglect, refuse or fail to complete the construction within the time herein agreed upon, after giving effect to extensions of time, if any, herein provided, then, in that event and in view of the difficulty of estimating with exactness damages caused by such delay, the Owner shall have the right to deduct from and retain out of such money which may be then due EXHIBIT 1 or which may become due and payable to the Contractor the sum of FIVE HUNDRED DOLLARS 500.00 per day for each and every day, including weekends, that such construction is delayed on its completion beyond the specified time, as liquidated damages and not as a penalty; if the amount due and to become due from the Owner to the Contractor is insufficient to pay in full any such liquidated damages, the Contractor shall pay to the Owner the amount necessary to effect such payment in full: Provided, however, that the Owner shall promptly notify the Contractor in writing of the manner in which the amount retained, deducted or claimed as liquidated damages was computed. C. Cumulative Remedies Every right or remedy herein conferred upon or reserved to the Owner shall be cumulative, shall be in addition to every right and remedy now or hereafter existing at law or in equity or by statute, and the pursuit of any right or remedy shall not be construed as an election. Provided, however, that the provisions of the REMEDIES SECTION shall be the exclusive measure of damages for failure by the Contractor to complete the construction of the project within the time herein agreed upon. EXHIBIT 1 Exhibit Terms and Conditions i requirements EXHIBIT 1 CITY OF DENTON GENERAL CONDITIONS FOR BUILDING CONSTRUCTION ARTICLE 1 GENERAL PROVISIONS GENERAL DEFINITIONS 1.1 The following definitions apply throughout these General Conditions and to the other Contract Documents: a) THE CONTRACT DOCUMENTS The Contract Documents consist of the formal Building Construction Services Agreement between the Owner and the Contractor, these General Conditions and other supplementary conditions included by special provisions or addenda, drawings, specifications, addenda issued prior to execution of the Contract, other documents listed in the Contract, and Amendments issued after execution of the Contract. For purposes of these General Conditions, an Amendment is: (1) a written Supplemental Agreement to the Contract signed by authorized representatives of both parties; (2) a Change Order, including Change Orders signed only by the Owner as described in Subparagraph 7.1(b) and Subparagraph 7.1(e); or (3) a written order for a minor change in the Work issued by the Architect/Engineer as described in Paragraph 7.3. The Contract Documents also include bid documents such as the Owner's Instructions to Bidders, sample forms, the Contractor's Bid Proposal and portions of addenda relating to any of these documents, and any other documents, exhibits or attachments specifically enumerated in the Building Construction Services Agreement, but specifically exclude geotechnical and subsurface reports that the Owner may have provided to the Contractor. b) THE CONTRACT The Contract Documents, as defined in Paragraph 1.1, are expressly incorporated into and made a part of the formal Building Construction Services Agreement between the Owner and the Contractor by reference in this Paragraph and Paragraph 1.1 (which documents are sometimes also referred to collectively in these General Conditions as the "Contract"). The Contract Documents represent the entire and integrated agreement between the Owner and the Contractor and supersede all prior negotiations, representations or agreements, either written or oral. The terms and conditions of the Contract Documents may be changed only by an Amendment. The Contract Documents shall not be construed to create a contractual relationship of any kind: (1) between the Architect/Epgineer and Contractor; (2) between the Owner and a Subcontractor or Sub -subcontractor; or (3) between any persons or entities other than the Owner and Contractor, EXHIBIT 1 The Architect/Engineer shall, however, be entitled to performance and enforcement of obligations under the Contract Documents intended to facilitate performance of the Architect/Engineer's duties. c) THE WORK The term "Work" means the construction and services required by the Contract Documents, whether completed or partially completed, and includes all labor, materials, equipment, and services provided or to be provided by the Contractor, or any Subcontractors, Sub - subcontractors, material suppliers, or any other entity for whom the Contractor is responsible, to fulfill the Contractor's obligations. The Work may constitute the whole or a part of the Project. d) THE PROJECT The Project is the total construction more particularly described in the Building Construction Services Agreement, of which the Work performed under the Contract Documents may be the .whole or a part of the Project and which may include construction by the Owner or by separate contractors. All references in these General Conditions to or concerning the Work or the site of the Work will use the term "Project," notwithstanding that the Work may only be a part of the Project. e) THE DRAWINGS The Drawings (also known as the "Plans") are the graphic and pictorial portions of the Contract Documents, wherever located and whenever issued, showing the design, location and dimensions of the Work, generally including plans, elevations, sections, details, schedules, and diagrams. f) THE SPECIFICATIONS The Specifications are that portion of the Contract Documents consisting of the written requirements for materials, equipment, construction systems, standards, and workmanship for the Work, performance of related services, and other technical requirements. g) THE PROJECT MANUAL The Project Manual is the volume or volumes which contain the bidding requirements, sample forms, General Conditions for Building Construction, special provisions, and Specifications. The Project Manual may be modified by written addendums issued by the Owner during bidding, in which case the written addendums become a part of the Project Manual upon their issuance, unless otherwise indicated by the Owner in writing. h) ALTERNATE An Alternate is a variation in the Work on which the Owner requires a price separate from the City Building General Conditions Base Proposal. If an Alternate is accepted by the Owner, the variation will become a part of the Contract through the execution of a change order or amendment to the Contract and the Base Bid will be adjusted to include the amount quoted. If an alternate is accepted by the Owner, and later deleted prior to any Work under the alternate being performed or materials delivered to the Project site, the Owner will be entitled to a credit in the full value of the alternate as priced in the Contractor's Bid. i) BASE Proposal The Base Proposal is the price quoted for the Work before Alternates are considered. j) HAZARDOUS SUBSTANCE. The term Hazardous Substance is defined to include the following: EXHIBIT 1 (1) any asbestos or any material which contains any hydrated mineral silicate, including chrysolite, amosite, crocidolite, tremolite, anthophylite or actinolite, whether friable or non - friable; (2) any polychlorinated biphenyls ("PCBs"), or PCB -containing materials, or fluids; (3) radon; (4) any other hazardous, radioactive, toxic or noxious substance, material, pollutant, or solid, liquid or gaseous waste; (5) any pollutant or contaminant (including but not limited to petroleum, petroleum hydrocarbons, petroleum products, crude oil or any fractions thereof, any oil or gds exploration or production waste, any natural gas, synthetic gas or any mixture thereof, lead, or other toxic metals) which in its condition, concentration or area of release could have a significant effect on human health, the environment, or natural resources; (6) any substance that, whether by its nature or its use, is subject to regulation or requires environmental investigation, monitoring, or remediation under any federal, state, or local environmental laws, rules, or regulations; (7) any underground storage tanks, as defined in 42 U.S.C.. Section 6991(1)(A)(1) (including those defined by Section 9001(1) of the 1984 Hazardous and Solid Waste Amendments to the Resource Conservation and Recovery Act, 42 U.S.C. Section 6901 et seq.; the Texas Water Code Annotated Section 26.344; and Title 30 of the Texas Administrative Code Sections 334.3 and 334.4), whether empty, filled or partially filled with any substance; and (8) any other hazardous material, hazardous waste, hazardous substance, solid waste, and toxic substance as those or similar terms are defined under any federal, state, or local environmental laws, rules, or regulations. k) OTHER DEFINITIONS As used in the Contract Documents, the following additional terms have the following meanings: (1) "provide" means to furnish, install, fabricate, deliver and erect, including all services, materials, appurtenances and other expenses to complete in place, ready for operation or use; (2) "shall" means the action of the party to which reference is being made is mandatory; (3) "as required" means as prescribed in the Contract Documents; and (4) "as necessary" means all action essential or needed to complete the work in accordance with the Contract Documents and applicable laws, ordinances, construction codes, and regulations. 1.2 EXECUTION, CORRELATION AND INTENT (a) The Building Construction Services Agreement shall be signed by duly authorized representatives of the Owner and Contractor as provided in the Agreement. EXHIBIT 1 (b) Execution of the Building Construction Services Agreement by the Contractor is a representation that the Contractor has visited the site, become familiar with local conditions, including subsurface conditions as described and identified in the Geotechnical Report, under which the Work is to be performed and correlated personal observations with requirements of the Contract Documents. (c) The intent of the Contract Documents is to include all items necessary for the proper execution and completion of the Work by the Contractor. The Contract Documents are complementary, and what is required by one shall be as binding as if required by all; performance by the Contractor shall be required only to the extent consistent with the Contract Documents and reasonably inferable from them as being necessary to produce the intended results. (d) Organization of the Specifications into divisions, sections, and articles, and arrangement of Drawings shall not control the Contractor in dividing the Work among Subcontractors or in establishing the extent of Work to be performed by any trade. (e) Unless otherwise stated in the Contract Documents, words which have well-known technical or construction industry meanings are used in the Contract Documents in accordance with such recognized meanings. (i) The Drawings and Specifications are intended to agree with one another, and Work called for by Drawings and not mentioned in Specifications, or vice versa, shall be ftunished as if set forth by both. Specifications shall govern materials, methods and quality of work. In the event of a conflict on the Drawings between scale and dimension, figured dimensions shall govern over scale dimensions and large scale drawings shall govern over small scale drawings. Conflict between two or more dimensions applying to a common point shall be referred to the Architect/Engineer/Engineer for final adjustment. If discrepancies or conflicts occur within or between the Drawings and Specifications regarding the Work, or within or between other Contract Documents, the Contractor shall not perform such Work without having obtained a clarification from the Architect/Engineer and resolution by the Owner. The Owner's decision as to the appropriate resolution of a conflict or discrepancy shall be final. Should the Drawings or the Specifications disagree within themselves or with each other; the Base Bid will be based on the most expensive combination of quality and quantity of Work indicated. (g) Deviations from Contract Documents shall be made only after written approval is obtained from Architect/Engineer and Owner, as provided in Article 7. (h) The intention of the Contract Documents is to include all materials, labor, tools, equipment, utilities, appliances, accessories, services, transportation, and supervision required to completely perform the fabrication, erection and execution of the Work in its final position. (i) The most recently issued Drawing or Specification takes precedence over previous issues of the same Drawing or Specification. in the event of a conflict, the order of precedence of interpretation of the Contract Documents is as follows: (1) Amendments (see Paragraph 7.2 for order of precedence between Amendments); (2) the Building Construction Services Agreement; EXHIBIT 1 (3) addenda, with those addenda of later date having precedence over those of an earlier date; (4) the Supplementary General Conditions and Special Provisions, if any; (5) the General Conditions for Building Construction; (6) the Specifications and Drawings. 1.3 OWNERSHIP AND USE OF ARCHITECTIENGINEER'S DRAWINGS, SPECIFICATIONS AND OTHER DOCUMENTS All Drawings, Specifications, and copies thereof furnished by the Architect/Engineer are and shall remain the property of the Owner and are, with the exception of the Contract set for each party, to be returned to the Owner upon request at the completion of the Work. 1.4 CAPITALIZATION Terms capitalized in these General Conditions include those which are: (1) specifically defined in these General Conditions (except the terms defined in Subparagraph 1.10), which terms are of common grammatical usage and are not normally capitalized); (2) the titles of numbered articles and identified references to Paragraphs, Subparagraphs, and Clauses; (3) the titles of other documents published or used by the Owner as manuals or official policy statements; or (4) proper nouns or other words required under standard grammatical rules to be capitalized. ARTICLE 2 THE OWNER 2.1 DEFINITION OF OWNER The Owner is the City of Denton, a Texas municipal corporation, and is identified as such in the Building Construction Services Agreement, and is referred to throughout the Contract Documents as if singular in number. The term "Owner" means the Owner or the Owner's authorized representatives. 2.2 INFORMATION AND SERVICES REQUIRED OF THE OWNER (a) The Owner shall furnish the most recent survey describing the physical characteristics, legal limits, utility locations, and a permanent benchmark for the site of the Project. The Owner shall also furnish any environmental site assessments that may have been given to the Owner or , conducted for the property upon which the Project is to be constructed. THIS INFORMATION IS FURNISHED TO THE CONTRACTOR ONLY IN ORDER TO MAKE DISCLOSURE OF THIS MATERIAL AND FOR NO OTHER PURPOSE. BY FURNISHING THIS MATERIAL, THE OWNER DOES NOT REPRESENT, WARRANT, OR GUARANTEE ITS ACCURACY EITHER IN WHOLE, IN PART, IMPLICITLY OR EXPLICITLY, OR IN ANY OTHER WAY, AND THE OWNER SHALL HAVE NO LIABILITY FOR THIS MATERIAL. (b) Except for permits and fees which are provided for in Subparagraph 3.7(a), the Owner shall secure and pay for necessary approvals, easements, assessments, and charges required for construction, use, or occupancy of permanent structures or for permanent changes in existing facilities. EXHIBIT 1 (c) Information or services under the Owner's control shall be furnished by the Owner with reasonable promptness to avoid delay in the orderly progress of the Work. It is incumbent upon the Contractor to identify, establish, and maintain a current schedule of latest dates for submittal and approval, as required in Paragraph 3. 10, including when such information or services must be delivered. If Owner delivers the information or services to the Contractor as scheduled and Contractor is not prepared to accept or act on such information or services, then Contractor shall reimburse Owner for all extra costs incurred of holding, storage, or retention, including redeliveries by the Owner to comply with the current schedule. (d) Unless otherwise provided in the Contract Documents, the Contractor will be furnished electronic copies of the Drawings and Specifications for bid purposes and one hard copy approved by Building Inspections upon execution of the Contract. Contractor may obtain additional copies by paying the cost of additional printing or reproduction. (e) The obligations described above are in addition to other duties and responsibilities of the Owner enumerated in the Contract Documents and especially those in respect to Article 6 (Construction by Owner or by Separate Contractors), Article 9 (Payments and Completion), and Article 11 (Insurance and Bonds). (f) The Owner shall forward all instructions to the Contractor through the Architect/Engineer, except for the Owner's Notice to Proceed and the Owner's decision to carry out Work as described in Paragraph 2.4. (g) The Owner's employees, agents, and consultants may be present at the Project site during performance of the Work to assist the Architect/Engineer in the performance of the Architect/Engineer's duties and to verify the Contractor's record of the number of workmen employed on the Work, their occupational classification, the time each is engaged in the Work, the equipment used in the performance of the Work, and for purpose of verification of Contractor's Applications for Payment. 2.3 OWNER'S RIGHT TO STOP THE WORK If the Contractor fails to correct any portion of the Work which is not in accordance with the requirements of the Contract Documents as required by Paragraph 12.2 or refuses or fails to carry out all or any part of the Work in accordance with the Contract Documents, the Owner, by written order, may order the Contractor to stop the Work, or any portion of the Work, until the cause for the order has been eliminated. The right of the Owner however, to stop the Work shall not create or imply a duty on the part of the Owner to exercise this right for the benefit of the Contractor or any other person or entity. The rights of the Owner under this Paragraph 2.3 shall be in addition to, and not in restriction of, the Owner's rights under Paragraph 12.2. 2.4 OWNER'S RIGHT TO CARRY OUT THE WORK If the Contractor fails or refuses to carry out the Work or perform any of the terms, covenants, or obligations of the Contract Documents, and fails or refuses to correct any failure or refusal with diligence and promptness within twenty (20) days after receipt of notice from the Owner, the Owner may correct the Contractor's failure or refusal or cause such failure or refusal to be corrected, without affecting, superseding, or waiving any other contractual, legal, or equitable remedies the Owner has, including but not limited to the Owner's termination rights under Article 13. In that case, an appropriate Change Order will be issued deducting the Owner's cost of correction, including Architect/Engineer's compensation for additional services and expenses made necessary by the failure or refusal of the Contractor from payments then or thereafter due to the Contractor. The cost of correction is subject to verification (but not approval) by the Architect/Engineer. If payments then or thereafter due the Contractor are not sufficient to cover the cost of correction, the Contractor shall pay the difference to the Owner. EXHIBIT 1 2.5 NOTICE TO PROCEED After final execution of the Contract and receipt and approval of the required performance and payment bonds and evidence of required insurance, the Owner will issue a written notice to proceed with the Work, including the designated Contract Time within which Substantial Completion of the Work must be achieved. If the Owner unreasonably delays issuance of a written notice to proceed through no fault of the Contractor, the Contractor shall be entitled only to an equitable adjustment of the Contract Time, if properly claimed pursuant to the requirements of Paragraph 4.3; but the Contractor shall not be entitled to any increase to the Contract Sum whatsoever for this reason. ARTICLE 3 THE CONTRACTOR 3.1 DEFINITION OF CONTRACTOR The Contractor is the person or business entity identified as such in the Building Construction Services Agreement, and is referred to throughout the Contract Documents as if singular in number. The term "Contractor" means the Contractor or the Contractor's authorized employees or representatives. 3.2 REVIEW OF CONTRACT DOCUMENTS AND FIELD CONDITIONS BY CONTRACTOR (a) The Contractor shall carefully check, study, and compare the Contract Documents with each other and shall at once report to the Architect/Engineer in writing any inconsistency, ambiguity, error, omission, conflict, or discrepancy the Contractor may discover. The Contractor shall also verify all dimensions, field measurements, and field conditions before laying out the Work. The Contractor will be held responsible for any known or reasonably discovered subsequent error, omission, conflict, or discrepancy which might have been avoided by the above-described check, study, comparison, and reporting. In the event the Contractor continues to work on an item where an inconsistency, ambiguity, error, omission, conflict, or discrepancy exists without obtaining such clarification or resolution or commences an item of the Work without giving written notice of an error, omission, conflict, or discrepancy that might have been avoided by the check, study, and comparison required above, it shall be deemed that the Contractor bid and intended to execute the more stringent, higher quality, or state of the art requirement, or accepted the condition as is in the Contract Documents, without any increase to the Contract Sum or Contract Time. The Contractor shall also be responsible to correct any failure of component parts to coordinate or fit properly into final position as a result of Contractor's failure to give notice of and obtain a clarification or resolution of any error, omission, conflict, or discrepancy, without any right to any increase to the Contract Sum or Contract Time. (b) The Contractor shall perform the Work in accordance with the Contract Documents and submittals approved pursuant to Paragraph 3.12. 3.3 SUPERVISION AND CONSTRUCTION PROCEDURES (a) The Contractor shall supervise and direct the Work, using the Contractor's best skill and attention. The Contractor shall be solely responsible for and have control over construction means, methods, techniques, sequences, and procedures and for coordinating all portions of the Work, unless the Contract Documents set forth specific instructions concerning these matters. EXHIBIT 1 (b) The Contractor shall be responsible to the Owner for the acts and omissions of the Contractor's employees, Subcontractors, Sub -subcontractors, and their respective agents and employees, and any other persons performing portions of the Work under a subcontract with the Contractor or with any Subcontractor, and all other persons or entities for which the Contractor is legally responsible.. All labor shall be performed by mechanics that are trained and skilled in their respective trades. Standards of work required throughout shall be of a quality that will bring only first class results. Mechanics whose work is unsatisfactory, or who are considered careless, incompetent, unskilled, or otherwise objectionable shall be dismissed promptly from the Work and immediately replaced with competent, skilled personnel. Any part of the Work adversely affected by the acts or omissions of incompetent, unskilled, careless, or objectionable personnel shall be immediately corrected by the Contractor. (c) The Contractor shall not be relieved of its obligation to perform the Work in accordance with the Contract Documents either by activities or duties of the Architect/Engineer in the Architect/Engineer's administration of the Contract, or by tests, inspections, or approvals required or performed by persons other than the Contractor. (d) The Contractor shall be responsible for inspection of portions of Work already performed under this Contract to determine that such portions are in proper condition to receive subsequent Work. The Contractor's responsibility under this paragraph will not in any way eliminate the Architect/Engineer's responsibility to the Owner under the Architect/Engineer/Owner Agreement. (e) Any Contractor, Subcontractor, Sub -subcontractor, or separate contractor who commences Work over, in, or under any surface prepared by the Owner or by any other contractor, subcontractor, sub -subcontractor or separate contractor without the Contractor having given written notice to the Architect/Engineer of the existence of any known or reasonably discovered faulty surface or condition in the surface that prevents achieving the quality of workmanship specified by the Contract Documents and without having obtained the prior approval of the Architect/Engineer and the Owner to proceed is deemed to have accepted the surface or condition in the surface as satisfactory at the commencement of such Work. Any unsatisfactory Work subsequently resulting from such a faulty surface or condition in the surface that was not pre -approved by the Architect/Engineer or the Owner after notice as provided above may be rejected and replacement required, without any increase to the Contract Sum or Contract Time. (f) All grades, lines, levels, and benchmarks shall be established and maintained on an ongoing basis by the Contractor. The Contractor is solely responsible for any errors made in establishing or maintaining proper grades, lines, levels, or benchmarks. Each Contractor for his own Work shall verify all grades, lines, levels, and dimensions as indicated on Drawings. He shall report any errors, omissions, conflicts, or inconsistencies to Architect/Engineer before commencing any Work affected by these conditions. Contractor shall establish and safeguard benchmarks in at least two widely separated places and, as Work progresses, establish benchmarks at each level and lay out partitions on rough floor in exact locations as guides to all trades. The Contractor shall, from the permanent benchmark provided by the Owner, establish and maintain adequate horizontal and vertical control. 3.4 LABOR AND MATERIALS (a) Except as is otherwise specifically provided in the Contract Documents as being the responsibility of the Owner, the Contractor shall provide and pay for labor, materials, equipment, tools, construction equipment and machinery, water, heat, utilities, transportation, and other EXHIBIT 1 facilities and services necessary for proper execution and completion of the Work, whether temporary or permanent and whether or not incorporated or to be incorporated in the Work. (b) The Contractor shall enforce strict discipline and good order among the Contractor's employees and other persons carrying out the Contract. The Contractor shall not permit employment of unfit persons or persons not skilled in tasks assigned to them. (c) The Contractor shall give preference, when qualified labor is available to perform the Work to which the employment relates, to all labor hired for the Project in the following order: (1) to bona fide residents of the City of Denton, Texas; (2) to bona fide residents of the County of Denton, Texas; (3) to bona fide residents of the State of Texas; (4) to bona fide residents of the United States. 3.5 WARRANTY (a) General Warranty. The Contractor warrants to the Owner that all Work shall be accomplished in a good and workmanlike manner and that all materials and equipment furnished under the Contract will be of good quality, new (unless otherwise specified), and free from faults or defects, and that the Work will otherwise conform to the Contract Documents. Work not conforming to these requirements, including substitutions not properly approved and authorized, will be considered defective or nonconforming. The Contractor's warranty excludes any remedy for damage or defect caused by abuse, modifications not executed by the Contractor, improper or insufficient maintenance, improper operation, or normal wear and tear under normal usage. If required by the Architect/Engineer, the Contractor shall furnish satisfactory evidence as to the kind and quality of materials and equipment. THE GENERAL WARRANTY PROVIDED IN THIS SUBPARAGRAPH IS IN ADDITION TO AND DOES NOT LIMIT OR DISCLAIM ANY OTHER WARRANTY OR REMEDY REQUIRED OR PROVIDED BY LAW OR THE CONTRACT DOCUMENTS AND SUCH WARRANTY SHALL REQUIRE THE CONTRACTOR TO REPLACE DEFECTIVE MATERIALS AND RE -EXECUTE DEFECTIVE WORK THAT IS DISCLOSED BY THE OWNER TO THE CONTRACTOR WITHIN A PERIOD OF TWO (2) YEARS AFTER SUBSTANTIAL COMPLETION OF THE ENTIRE WORK OR, IF A LATENT DEFECT, WITHIN TWO (2) YEARS AFTER DISCOVERY BY THE OWNER OF THE LATENT DEFECT. (b) Special Warranties. The Contractor shall assign to the Owner in writing, as a condition precedent to final payment, the terms and conditions of all special warranties required under the Contract Documents. 3.6 TAXES The Owner qualifies for exemption from state and local sales and use taxes, pursuant to the provisions of Section 151.309 of the Texas Tax Code, as amended. Therefore, the Owner shall not be liable for, or pay the Contractor's cost of, such sales and use taxes which would otherwise be payable in connection with the purchase of tangible personal property furnished and incorporated into the real property being improved under the Contract Documents or the purchase of materials, supplies and other tangible personal property, other than machinery or equipment and its accessories and repair and replacement parts, necessary and essential for performance of the Contract which is to EXHIBIT 1 be completely consumed at the job site. The Contractor shall issue an exemption certificate in lieu of the tax on such purchases. 3.7 PERMITS, FEES AND NOTICES (a) The Architect/Engineer will apply and arrange for the issuance of the City of Denton Building Permit. The Contractor and Subcontractors will apply and arrange for the issuance of all other required permits, and will not be required to pay a fee for any City of Denton permits required for the Project. The Owner will pay all service extension charges, including tap fees, assessed by the Water Utilities Department. (b) The Contractor shall comply with and give notices required by laws, ordinances, rules, regulations, and lawful orders of governmental entities or agencies applying to performance of the Work. (c) Except as provided in Subparagraph (d) below, it is not the Contractor's responsibility to ascertain that the Contract Documents are in accordance with applicable laws, ordinances, construction codes, and rules and regulations. However, if the Contractor observes that portions of the Contract Documents are at variance with applicable laws, ordinances, construction codes, rules or regulations, the Contractor shall promptly notify the Architect/Engineer and the Owner in writing, and necessary changes shall be accomplished by appropriate Amendment. (d) If the Contractor performs Work knowing it to be contrary to laws, ordinances, construction codes, or rules and regulations without notifying the Architect/Engineer and the Owner, the Contractor shall assume full responsibility for the Work and shall bear the attributable costs of the correction of the Work and any other Work in place that may be adversely affected by the corrective work. 3.8 ALLOWANCES (a) The Contractor shall include in the Contract Sum all allowances stated in the Contract Documents. Items covered by allowances shall be supplied for the amounts identified in the Contract and by persons or entities as the Owner may direct, but the Contractor shall not be required to employ persons or entities against which the Contractor makes reasonable objection. (b) Unless otherwise provided in the Contract Documents: (1) materials and equipment under an allowance shall be selected promptly by the Owner to avoid delay in the Work; (2) the amount of each allowance shall cover the cost to the Contractor of materials and equipment delivered at the site less all exempted taxes and applicable trade discounts; (3) the amount of each allowance includes the Contractor's costs for unloading and handling at the site, labor, installation costs, overhead, profit, and other expenses contemplated for stated allowance Work; (4) whenever costs are more than or less than allowances, the Contract Sum shall be adjusted accordingly by Change Order. The amount of the Change Order shall reflect: (i) the difference between actual costs and the allowances under Clause (b) (2); and EXHIBIT 1 (ii) changes in Contractor's costs under Clause (b) (3); (5) the Owner retains the right to review and approve Subcontractors selected by the Contractor to perform work.activities covered by allowances. 3.9 SUPERINTENDENT The Contractor shall employ a competent superintendent and necessary assistants who shall be in attendance at the Project site during performance of the Work. The superintendent shall represent the Contractor, and communications given to the superintendent shall be as binding as if given to the Contractor. Important communications shall be confirmed in writing. Other communications shall be similarly confirmed on written request in each case. The Owner reserves the right to request that the Contractor replace its superintendent at any time and the Contractor will replace said superintendent at the Owner's direction. 3.10 CONTRACTOR'S CONSTRUCTION SCHEDULES (a) The Contractor shall, immediately after award of the Contract and before submittal of the first Application for Payment, prepare and submit the construction schedule for the Architect/Engineer's and Owner's information, review, and approval in accordance with the following provisions: (1) Unless otherwise approved in writing by the Owner, the construction schedule shall not exceed the Contract Time limits currently in effect under the Contract Documents and shall provide for expeditious and practicable execution of the Work. (2) The construction schedule shall include all shop drawing and submittal data requirements, indicating for each: (i) the latest date to be submitted by the Contractor; and (ii) the latest date for approval by the Architect/Engineer. (3) The construction schedule shall be in the form of a critical path management schedule, and shall indicate each critical task (the "predecessor") of all the major construction activities of the Work in a logical and sequential order (the "project network") which requires completion prior to commencement of the task next following (the "successor"). Each task shall be identified with: (i) actual work time, exclusive of slack time, for accomplishment; (ii) the latest start date; (iii) the latest finish date; (iv) the amount of float associated with each task; (v) the amount of labor, material, and equipment associated with each task; and (vi) the percentage of completion as of the date of the current schedule. (4) The construction schedule shall be revised and updated monthly to reflect the actual status of the Work and shall be submitted with each Application for Payment. EXHIBIT 1 (5) On or before the first day of each month, following the date of commencement of the Work as stated in the notice to proceed, the Contractor shall prepare and submit to the Architect/Engineer and the Owner an up-to-date status report of the progress of the various construction phases. of the Work in the form of an updated construction schedule. This status report shall consist of a time scale drawing indicating actual progress of the various phases of the Work and the percentage of completion of the entire Work. The original construction schedule shall be updated or changed to indicate any adjustments to the Contract Time granted by the Owner. The updated schedule must be submitted with the Contractor's Application for Payment. No application will be certified without a satisfactory update to the construction schedule. (6) The construction schedule will also be revised to show the effect of change orders and other events on Contract Time. No request for an increase in Contract Time will be considered unless it is accompanied by a schedule revision demonstrating the amount of time related to the cause of the request. If the Contractor's status schedules reflect that the Contractor has fallen behind the pace required to complete the Work within the Contract Time, through no fault of the Owner, the Contractor shall prepare a recovery schedule demonstrating how it intends to bring its progress back within the Contract Time. This recovery schedule shall be in a form acceptable to the Owner. (7) Costs incurred by the Contractor in preparing and maintaining the required construction schedule, any updated schedule, and any recovery schedule required by the Owner will not be paid as an additional or extra cost and shall be included in the Contract Sum. (8) The Contract Sum is deemed to be based upon a construction schedule requiring the full Contract Time. NO CLAIM FOR ADDITIONAL COMPENSATION SHALL BE ALLOWED AS A RESULT OF THE CONTRACTOR BASING HIS BID ON AN EARLY COMPLETION SCHEDULE, OR AS A RESULT OF DELAYS AND COSTS ATTRIBUTABLE TO COMPLETION LATER THAN THE PLANNED EARLY COMPLETION DATE. (b) The Contractor shall also prepare and keep current, for the Architect/Engineer's approval, a schedule of submittals which is coordinated with the Contractor's construction schedule and allows the Architect/Engineer reasonable time to review submittals. (c) The Contractor shall conform to the most recent schedules approved as to form by the Architect/Engineer and the Owner. Any subsequent revisions made by the Contractor to schedules in effect shall conform to the provisions of Subparagraph 3.10(a) (d) If the Work falls behind the approved construction schedule, the Contractor shall take such steps as may be necessary to improve his progress, and the Architect/Engineer and the Owner may require him to increase the number of shifts, overtime operations, days of work, or the amount of construction plant, and to submit for approval revised schedules in the form required above in order to demonstrate the manner in which the agreed rate of progress will be regained, all without additional cost to the Owner. 3.1.1 DOCUMENTS AND SAMPLES AT THE PROJECT SITE The Contractor shall maintain at the Project site for the Owner one record copy of the Drawings, Specifications, addenda, and Amendments in good order and marked currently to record changes EXHIBIT 1 and selections made during construction, and in addition shall maintain at the Project site approved Shop Drawings, Product Data, Samples, and similar required submittals. These shall be available to the Architect/Engineer and shall be delivered to the Architect/Engineer for submittal to the Owner upon completion of the Work. 3.12 SHOP DRAWINGS, PRODUCT DATA AND SAMPLES (a) Shop Drawings are drawings, diagrams, schedules, and other data specially prepared for the Work by the Contractor or a Subcontractor, Sub -subcontractor, manufacturer, supplier, or distributor to illustrate some portion of the Work. (b) Product Data are illustrations, standard schedules, performance charts, instructions, brochures, diagrams, and other information furnished by the Contractor to illustrate materials or equipment for some portion of the Work. (c) Samples are physical examples which illustrate materials, equipment, or workmanship and establish standards by which the Work will be judged. (d) Shop Drawings, Product Data, Samples, and similar submittals are not Contract Documents. The purpose of their submittal is to demonstrate for those portions of the Work for which submittals are required the way the Contractor proposes to conform to the information given and the design concept expressed in the Contract Documents. Review by the Architect/Engineer is subject to the limitations of Paragraph 4.2. (e) The Contractor shall review, approve and submit to the Architect/Engineer Shop Drawings, Product Data, Samples, and similar submittals required by the Contract Documents with reasonable promptness and in such sequence as to cause no delay in the Work or in the activities of the Owner or of separate contractors. Submittals made by the Contractor which are not required by the Contract Documents may be returned without action. (f) The Contractor shall perform no portion of the Work requiring submittal and review of Shop Drawings, Product Data, Samples, or similar submittals until the respective submittal has been approved by the Architect/Engineer. Work requiring this submittal and review shall be in accordance with approved submittals and any identified exceptions noted by the Architect/Engineer. (g) By approving and submitting Shop Drawings, Product Data, Samples and similar submittals, the Contractor represents that the Contractor has determined and verified materials, field measurements, and related field construction criteria, or will do so, and has checked and coordinated the information contained within submittals with the requirements of the Work and of the Contract Documents. The Contractor's attention is directed to Paragraph 3.2 of these General Conditions and the requirements stated in that Paragraph. (h) The Contractor shall not be relieved of responsibility for deviations, substitutions, changes, additions, deletions or 'omissions from requirements of the Contract Documents by the Architect/Engineer's approval of Shop Drawings, Product Data, Samples, or similar submittals unless the Contractor has specifically informed the Architect/Engineer in writing of such substitutions, changes, additions, deletions, omissions, or deviations involved in the submittal at the time of submittal and the Architect/Engineer, subject to a formal Change Order signed by the Owner, Architect/Engineer and Contractor, has given written approval to the specific substitutions, changes, additions, deletions, omissions, or deviations. The Contractor shall not be relieved of responsibility for errors or omissions in Shop Drawings, Product Data, Samples, or similar submittals by the Architect/Engineer's approval thereof. Further, notwithstanding any approval of a submittal by the Architect/Engineer, the Contractor shall be responsible for all associated Project costs, including costs of coordination's, modifications, or impacts, direct or indirect, resulting from any and all substitutions, changes, additions, deletions, omissions, or deviations, whether or not specifically identified by the Contractor to the Architect/Engineer at EXHIBIT 1 the time of the above-mentioned submittals, including additional consulting fees, if any, in any and all accommodations associated with such substitutions, changes, additions, deletions, omissions, or deviations to the requirements of the Contract Documents. (i) The Contractor shall direct specific attention, in writing or on resubmitted Shop Drawings, Product Data, Samples, or similar submittals, to additional revisions other than those requested by the Architect/Engineer on previous submittals. In the absence of such written notice, the Architect/Engineer's approval of a resubmission shall not apply to the additional. revisions not requested. {j} Informational submittals upon which the Architect/Engineer is not expected to take responsive action may be so identified in the Contract Documents. (k) When professional certification of performance criteria of materials, systems, or equipment is required by the Contract Documents, the Architect/Engineer shall be entitled to rely upon the accuracy and completeness of such calculations and certifications. 3.13 USE OF THE PROJECT SITE The Contractor shall confine operations at the Project site to areas permitted by law, ordinances, permits, and the Contract Documents and shall not unreasonably encumber the Project site with materials or equipment. 3.14 CUTTING AND PATCHING (a) The Contractor shall be responsible for cutting, fitting or patching required to complete the Work or to make its parts fit together properly. (b) The Contractor shall not damage or endanger a portion of the Work or any fully or partially completed construction of the Owner or separate contractors by cutting, patching, or otherwise altering the construction, or by excavating. The Contractor shall not cut or otherwise alter the construction by the Owner or a separate contractor except with the written consent of the Owner and of the separate contractor; consent shall not be unreasonably withheld. The Contractor shall not unreasonably withhold from the Owner or a separate contractor the Contractor's consent to cutting or otherwise altering the Work. (c) A Hot Work Permit must be obtained from the City of Denton's Facilities Management Department, 869 S. Woodrow Lane, Denton, Texas (940 349-7200) for any temporary operation involving open flames or producing heat and/or sparks. This includes, but is not limited to: Brazing, Cutting, Grinding, Soldering, Torch Applied Roofing and Welding. 3.15 CLEANING UP (a) The Contractor shall keep the Project site and surrounding area free from accumulation of waste materials or rubbish caused by operations under the Contract. Upon the completion of the Work the Contractor shall remove from and about the Project site all waste materials, and rubbish, and all of the Contractor's tools, construction equipment, machinery, and surplus materials. (b) If the Contractor fails to clean up as provided in the Contract Documents, the Owner may clean up and the Owner's cost of cleaning up shall be charged to the Contractor. 3.16 ACCESS TO WORK The Contractor shall provide the Owner and the Architect/Engineer access to the Work in preparation and progress wherever located during the course of construction. EXHIBIT 1 3.17 TESTS AND INSPECTIONS (a) Tests, inspections, and approvals of portions of the Work required by the Contract Documents or by laws, ordinances, rules, regulations, or orders of governmental entities or agencies having jurisdiction over the Work shall, be made at appropriate times. Unless otherwise provided, the Contractor shall make arrangements for such tests, inspections, and approvals with an independent testing laboratory or entity acceptable to the Owner or with the appropriate governmental entity or agency, and the Contractor shall bear all related costs of tests, inspections, and approvals. The .Contractor shall give the Architect/Engineer timely notice of when and where tests and inspections are to be made so the Architect/Engineer may observe such procedures. The Owner shall bear costs of tests, inspections, or approvals which become requirements. after bids or proposals are received. (b) If the Architect/Engineer, the Owner or other public authorities having jurisdiction over the Work determine that portions of the Work require additional testing, inspection or approval not included under Subparagraph 3.17(a), the Architect/Engineer will, upon written authorization from the Owner, instruct the Contractor to make arrangements for such additional testing, inspection or approval by an entity acceptable to the Owner, and the Contractor shall give timely notice to the Architect/Engineer of when and where tests and inspections are to be made so that the Architect/Engineer may observe such procedures. The Owner shall bear such costs except as provided in Subparagraph 3.17(c). (c) If procedures for testing, inspection, or approval under Subparagraphs 3.17(a) and 3.17(b) reveal deficiencies or nonconformities in the Work, the Contractor shall bear all costs made necessary to correct the deficiencies or nonconformities, including those of repeated procedures and compensation for the Architect/Engineer's services and expenses, if any. The Contractor shall bear the costs of any subsequent testing, inspection, or approval of the corrected Work. (d) Required certificates of testing, inspection or approval shall, unless otherwise required by the Contract Documents, be secured by the Contractor and promptly delivered to the Architect/Engineer. (e) If the Architect/Engineer is to observe tests, inspections or approvals required by the Contract Documents, the Architect/Engineer will do so promptly and, where practicable, at the normal place of testing or inspection. (f) Tests or inspections conducted pursuant to the Contract Documents shall be made promptly to avoid unreasonable delay in the Work. 3.18 ROYALTIES AND PATENTS The Contractor shall pay all royalties and license fees. CONTRACTOR SHALL COMPLETELY DEFEND, INDEMNIFY AND HOLD OWNER AND ARCHITECT/ENGINEER HARMLESS FROM ANY AND ALL SUITS OR CLAIMS FOR INFRINGEMENT OF PATENT RIGHTS, REGARDLESS OF WHETHER OR NOT THE OWNER OR THE ARCHITECT/ENGINEER SPECIFIED A PARTICULAR DESIGN, PROCESS OR PRODUCT IN THE CONTRACT DOCUMENTS THAT MAY BE THE SUBJECT OF A PATENT INFRINGEMENT OR OTHERWISE ACTIVELY INDUCED OR CONTRIBUTED TO THE INFRINGEMENT. In the event the Contractor has reason to believe that a particular design, process or product specified infringes a patent, the Contractor shall immediately notify the Owner and the Architect/Engineer of same. EXHIBIT 1 3.19 INDEMNIFICATION (a) THE CONTRACTOR AGREES TO DEFEND, INDEMNIFY AND HOLD THE OWNER, ITS OFFICERS, AGENTS AND EMPLOYEES, AND THE ARCHITECT/ENGINEER, HARMLESS AGAINST ANY AND ALL CLAIMS, LAWSUITS, JUDGMENTS, FINES, PENALTIES, COSTS AND EXPENSES FOR PERSONAL INJURY '(INCLUDING DEATH), PROPERTY DAMAGE OR OTHER -HARM OR VIOLATIONS FOR WHICH RECOVERY OF DAMAGES, FINES, OR PENALTIES IS SOUGHT, SUFFERED BY ANY PERSON OR PERSONS, THAT MAY ARISE OUT OF OR BE OCCASIONED BY CONTRACTOR'S BREACH OF ANY OF THE TERMS OR PROVISIONS OF THIS CONTRACT, VIOLATIONS OF LAW, OR BY ANY NEGLIGENT, GROSSLY NEGLIGENT, INTENTIONAL, OR STRICTLY LIABLE ACT OR OMISSION OF THE CONTRACTOR, ITS OFFICERS, AGENTS, EMPLOYEES, SUBCONTRACTORS, OR SUB - SUBCONTRACTORS AND THEIR RESPECTIVE OFFICERS, AGENTS, OR REPRESENTATIVES, OR ANY OTHER PERSONS OR ENTITIES FOR WHICH THE CONTRACTOR IS LEGALLY RESPONSIBLE IN THE PERFORMANCE OF THIS CONTRACT; EXCEPT THAT THE INDEMNITY PROVIDED FOR IN THIS PARAGRAPH SHALL NOT APPLY TO ANY LIABILITY RESULTING FROM THE SOLE NEGLIGENCE OR FAULT OF THE OWNER, ITS OFFICERS, AGENTS, EMPLOYEES OR SEPARATE CONTRACTORS, OR OF THE ARCHITECT/ENGINEER, AND IN THE EVENT OF JOINT AND CONCURRENT NEGLIGENCE OR FAULT OF THE CONTRACTOR, THE OWNER, AND THE ARCHITECT/ENGINEER, RESPONSIBILITY AND INDEMNITY, IF ANY, SHALL BE APPORTIONED IN ACCORDANCE WITH THE LAW OF THE STATE OF TEXAS, WITHOUT, HOWEVER, WAIVING ANY GOVERNMENTAL IMMUNITY AVAILABLE TO THE OWNER UNDER TEXAS LAW AND WITHOUT WAIVING ANY DEFENSES OF THE PARTIES UNDER TEXAS LAW. THE PROVISIONS OF THIS PARAGRAPH ARE SOLELY FOR THE BENEFIT OF THE PARTIES HERETO AND ARE NOT INTENDED TO CREATE OR GRANT ANY RIGHTS, CONTRACTUAL OR OTHERWISE, TO ANY OTHER PERSON OR ENTITY. (b) In claims against any person or entity indemnified under this Paragraph 3.19 by an employee of the Contractor, a Subcontractor, anyone directly or indirectly employed by them or anyone for whose acts they may be liable, the indemnification obligation under this Paragraph 3.19 shall not be limited by a limitation on amount or type of damages, compensation or benefits payable by or for the Contractor or a Subcontractor under workers compensation acts, disability benefit acts or other employee benefit acts. (c) Indemnification under this Paragraph 3.19 shall include, but is not limited to, liability which could result to or be created for the Owner, its officers, agents, or employees, or the Architect/Engineer pursuant to State or Federal laws or regulations relating to pollution of the environment and State or Federal laws or regulations relating to the occupational safety and health of workers. The Contractor specifically agrees to comply with the above-mentioned laws and regulations in the performance of the Work by the Contractor and that the obligations of the Owner, its officers, agents, and employees, and the Architect/Engineer under the above- mentioned laws and regulations are secondary to those of the Contractor. EXHIBIT 1 ARTICLE 4 CONTRACT ADMINISTRATION 4.1 THE DESIGN PROFESSIONAL (ARCHITECT/ENGINEER) (a) The design .professional is the person lawfully licensed to practice architecture or engineering or a firm or other business entity lawfully practicing architecture/engineering identified as such in the formal Building Construction Services Agreement and is referred to throughout the Contract Documents as if singular in number. The term "Architect/Engincer" means the Architect/Engineer or the Architect/Engineer's authorized representative. The Owner may, at its option, designate a qualified Owner representative to serve as the Architect/Engineer on the Project instead of an outside firm or person. In such event, the references in these General Conditions that refer to the Architect/Engineer shall apply to the Owner -designated Architect/Engineer representative and the Owner -designated Architect/Engineer representative shall be accorded that same status by the Contractor. (b) In the event the Architect/Engineer is an outside person or firm and the Architect/Engineer's employment is terminated, the Owner may, at its option, contract with a new outside Architect/Engineer to replace the former, or may designate a qualified Owner representative to serve as the Architect/Engineer. The replacement Architect/Engineer, whether an Owner representative, an independent Architect/Engineer or any other qualified person or entity, shall be regarded as the Architect/Engineer for all purposes under the Contract Documents and shall be accorded that same status by the Contractor. Any dispute in connection with such appointment shall be reviewed and settled by the Owner, whose decision shall be final and binding. (c) Owner reserves the right to appoint a representative empowered to act for the Owner during the Construction Phase and to supersede the Architect/Engineer's Construction Phase responsibility. Owner shall notify the Architect/Engineer and Contractor in writing at least 10 days in advance, if electing to appoint a representative empowered to act for the Owner during the Construction Phase. Similarly, from time to time the Owner may expand or reduce the Owner's delegation of powers to the Architect/Engineer, with the Owner notifying the Contractor of any such changes. The Architect/Engineer shall not be construed as a third party beneficiary to the Contract and can in no way object to any expansion or reduction of powers as set forth in this Subparagraph (c). In no event, however, shall the Owner have control over charge of, or be responsible for, construction means, methods, techniques, sequences, or procedures, or for safety precautions or programs in connection with the Work since these are solely the Contractor's responsibility. The Owner will not be responsible for the Contractor's failure to carry out the Work in accordance with the Contract Documents. The Owner will not have control over or charge of and will not be responsible for acts or omissions of Contractor, Subcontractors, or their agents or employees, or of any other persons performing portions of the Work. 4.2 ARCHITECT/ENGINEER'S RESPONSIBILITIES DURING CONSTRUCTION (a) The Architect/Engineer will administer the Contract as described in the Contract Documents and in accordance with the terms of the Architect/Engineer's agreement with the Owner, where applicable, subject to the direction and approval of the Owner. If requested by the Contractor, the provisions of the Owner/Architect/Engineer Agreement will be made available to the Contractor. (b) The Architect/Engineer shall provide, during performance of the Work, adequate and competent periodic on-site construction observation, periodically visiting the Project site to the extent EXHIBIT 1 necessary to personally familiarize themselves with the progress and quality -of the Work, and to determine if the Work is proceeding in accordance with the Contract Documents. The Architect/Engineer shall not, however, be required to make continuous on-site inspections to check the Work. Field reports of each visit shall be prepared by the Architect/Engineer and submitted to the Owner. The Architect/Engineer shall employ all reasonable measures to safeguard the Owner against defects and nonconformities in the Work. The Architect/Engineer shall not be responsible for the construction means, methods, techniques, sequences of procedures, nor for the safety precautions and programs employed in connection with the Work. The Architect/Engineer will, however, immediately inform the Owner whenever defects or nonconformities in the Work are observed, or when any observed actions or omissions are undertaken by the Contractor or any Subcontractor which are not in the best interests of the Owner or the Project. (c) The Architect/Engineer and the Owner will not have control over or charge of and will not be responsible for construction means, methods, techniques, sequences, or procedures, or for safety precautions and programs in connection with the Work, since these are solely the Contractor's responsibility as provided in Paragraph 4.3. The Architect/Engineer and the Owner will not be responsible for the Contractor's failure to carry out the Work in accordance with the Contract Documents. The Architect/Engineer and the Owner will not have control over or charge of and will not be responsible for acts or omissions of the Contractor, Subcontractors, Sub - subcontractors, or their respective agents or employees, or of any other persons performing portions of the Work for which the Contractor is responsible. (d) Except as otherwise provided in the Contract Documents or when direct communications have been specially authorized, the Owner and Contractor shall endeavor to communicate through the Architect/Engineer. Communications by and with the Architect/Engineer's consultants shall be through the Architect/Engineer. Communications by and with Subcontractors and material suppliers shall be through the Contractor. Communications by and with separate contractors will be through the Owner. The Contractor shall provide written confirmation of communications made directly with the Owner and provide copies of such confirmation to the Architect/Engineer. (e) Based on the Architect/Engineer's observations and evaluations of the Contractor's Applications for Payment, the Architect/Engineer will review and certify the amounts due the Contractor and will issue Certificates for Payment in such amounts. (fl The Architect/Engineer and the Owner will each have authority to reject Work which does not conform to the Contract Documents. Whenever the Architect/Engineer considers it necessary or advisable for implementation of the intent of the Contract Documents, the Architect/Engineer will have authority to require additional inspection or testing of the Work in accordance with Subparagraphs 3.17(b) and 3.17(c), whether or not such Work is fabricated, installed or completed. However, neither this authority of the Architect/Engineer nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to any duty or responsibility of the Architect/Engineer to the Contractor, Subcontractors, material and equipment suppliers, their agents or employees, or other persons performing portions of the Work. (g) The Architect/Engineer will review and approve or take other appropriate action upon the Contractor's submittals such as Shop Drawings, Prodpct Data, and Samples, but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. The Architect/Engineer's action will be taken with such EXHIBIT 1 reasonable promptness as to not delay the Work or the activities of the Owner, Contractor, or separate contractors. 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, all of which remain the responsibility of the Contractor as required by the Contract Documents. The Architect/Engineer's review of the Contractor's submittals shall not relieve the Contractor of any obligations under Paragraphs 3.3, 3.5, and 3.12. The Architect/Engineer's review shall not constitute approval of safety precautions or, unless otherwise specifically stated in writing by the Architect/Engineer, of any construction means, methods, techniques, sequences, or procedures. The Architect/Engineer's approval of a specific item shall not indicate approval of an assembly of which the item is a component. (h) The Architect/Engineer will prepare Change Orders and may authorize minor changes in the Work as provided in Paragraph 7.3. (i) The Architect/Engineer will conduct inspections to determine the date or dates of Substantial Completion and the date of final completion, will receive and forward to the Owner for the Owner's review and records written warranties and related documents required by the Contract and assembled by the Contractor, and will issue a final Certificate for Payment upon compliance with the requirements of the Contract Documents. (j) If the Owner and Architect/Engineer agree, the Architect/Engineer will provide one or more Project representatives to assist in carrying out the Architect/Engineer's responsibilities at the site. The duties, responsibilities, and limitations of authority of such Project representatives shall be as set forth in an exhibit to be incorporated into the Contract Documents. (k) The Architect/Engineer will interpret and make recommendations to the Owner concerning performance under and requirements of the Contract Documents upon written request of either the Owner or Contractor. The Architect/Engineer's response to such requests will be made with reasonable promptness and within any time limits agreed upon. The Architect/Engineer shall secure the Owner's written approval before issuing instructions, interpretations, or judgments to the Contractor which change the scope. of the Work or which modify or change the terms and conditions of any of the Contract Documents. (1) Interpretations and decisions of the Architect/Engineer will be consistent with the intent of and reasonably inferable from the Contract Documents and will be in writing or in the form of Drawings. When making such interpretations and decisions, the Architect/Engineer will endeavor to secure faithful performance by the Contractor. (m)The Architect/Engineer's decisions on matters relating to aesthetic effect will be final if consistent with the intent expressed in the Contract Documents provided that the Architect/Engineer has prior written approval of the Owner. 4.3 CLAIMS AND DISPUTES (a) Definition; General Notice of Claim Procedure. As used in these General Conditions, a "Claim" means a demand or assertion by one of the parties to the Contract seeking an adjustment of the terms of the Contract Documents, of the Contract Sum, of the Contract Time, or some other relief in respect to the terms of the Contract Documents. The term also includes all other disputes between the Owner and the Contractor arising out of or relating to the Project or the Contract Documents, including but not limited to claims that work was outside the scope of the Contract EXHIBIT 1 Documents. The responsibility to substantiate the Claim and the burden of demonstrating compliance with this provision shall rest with the party making the Claim. Except where otherwise provided in the Contract Documents, a Claim by the Contractor, whether for additional compensation, additional time, or other relief, including but not limited to claims arising from concealed conditions, MUST BE MADE BY WRITTEN NOTICE TO THE ARCHITECT/ENGINEER AND THE OWNER WITHIN FOURTEEN (14) DAYS AFTER OCCURRENCE OF THE EVENT OR EVENTS GIVING RISE TO THE PARTICULAR CLAIM. Every Claim of the Contractor, whether for additional compensation, additional time, or other relief, including but not limited to claims arising from concealed conditions, shall be signed and sworn to by an authorized corporate officer (if not a corporation, then an official of the company authorized to bind the.Contractor by his signature) of the Contractor, verifying the truth and accuracy of the Claim. THE CONTRACTOR SHALL BE DEEMED TO HAVE WAIVED ANY CLAIM NOT MADE STRICTLY IN ACCORDANCE WITH THE PROCEDURE AND TIME LIMITS SET OUT IN THIS PARAGRAPH. (b) Referral to the Architect/Engineer. Claims, disputes, and other matters in question between the Contractor and the Owner relating to the progress or execution of the Work or the interpretation of the Contract Documents shall be referred to the Architect/Engineer for recommendation to the Owner, which recommendation the Architect/Engineer will furnish in writing within a reasonable time, provided proper and adequate substantiation has been received. Failure of the Contractor to submit the Claim to the Architect/Engineer for rendering of a recommendation to the Owner shall constitute a waiver of the Claim. (c) Continuing Contract Performance. Pending final resolution of a claim the Contractor shall proceed diligently with performance of the Work and the Owner shall continue to make payments in accordance with the Contract Documents. (d) Claims for Concealed or Unknown Conditions. No adjustment in the Contract Sum or Time associated with concealed or unknown conditions will normally be considered or allowed; provided, however, that the Contract Sum or Time may be adjusted by the Owner in such circumstances only if: (1) a concealed subsurface condition is encountered in the course of performance of the Work; (2) a concealed or unknown condition in an existing structure is at variance with conditions indicated by the Contract Documents; or (3) an unknown physical condition is encountered below the surface of the ground or in an existing structure which is of an unusual nature and materially different from those ordinarily encountered and generally recognized as inherent in the character of the Work; and (4) a notice of claim with proper and adequate substantiation is presented pursuant to Subparagraph 4.3(a) of these General Conditions; and (5) the Owner and the Architect/Engineer determine that: (i) prior to submitting its bid for the Work, the Contractor used reasonable diligence to fully inspect the portion of the Project site where the condition was discovered; and (ii) the work caused or required by the concealed or unknown condition at issue can be considered extra work to the extent that additional new Drawings must be prepared and issued and new construction beyond the scope of the Contract Documents is required. EXHIBIT 1 (e) Disclaimer of Warranties as to Reports, Drawings, and Specifications. PROJECT SITE INFORMATION AND REPORTS (INCLUDING BUT NOT LIMITED TO SOILS TESTING REPORTS, GEOTECHNICAL REPORTS, OR ENVIRONMENTAL SITE ASSESSMENTS) PROVIDED BY THE OWNER AND THE ARCHITECT/ENGINEER IN THE PROJECT MANUAL OR BY OTHER MEANS SHALL BE UTILIZED BY THE CONTRACTOR AT THE CONTRACTOR'S OWN RISK. THE OWNER AND THE ARCHITECT/ENGINEER DO NOT GUARANTEE OR WARRANT ANY INFORMATION SHOWN IN THE PROJECT SITE INFORMATION AND REPORTS. (f) Claims for Additional Cost. If the Contractor wishes to make a claim for an increase in the Contract Sum, written notice as provided in this Paragraph 4.3 shall be given before proceeding to execute the Work. Prior notice is not required for claims relating to an emergency endangering life or property. arising under Paragraph 10.3. In addition, the Contractor's request for an increase in the Contract Sum for any reason (other than work performed under emergency conditions) shall be made far enough in advance of required work to allow the Owner and the Architect/Engineer a sufficient amount of time, without adversely affecting the construction schedule, to review the request, prepare and distribute such additional documents as may be necessary to obtain suitable estimates or proposals and to negotiate, execute and distribute a Change Order for the required work if the Contractor believes that additional cost is involved for reasons including but not limited to: (1) a written interpretation from the Architect/Engineer; (2) a written order for a minor change in the Work issued by the Architect/Engineer; (3) failure of payment by the Owner; (4) termination of the Contract by the Owner; (5) the Owner's temporary suspension of all or any portion of the Work where the Contractor was not at fault; or (6) other reasonable grounds. (g) injury or Damage to Person or Property. If the Contractor suffers injury or damages to person or property because of an act or omission of the Owner, or of any of the Owner's officers, employees or agents, written, sworn -to notice of any claim for damages or injury shall be given as provided in Subparagraph 4.3(a). The notice shall provide sufficient detail to enable the Architect/Engineer and the Owner to investigate the matter. (h) Subcontractor Pass -Through Claims. In the event that any Subcontractor of the Contractor asserts a claim to the Contractor that the Contractor seeks to pass through to the Owner under the Contract Documents, any entitlement of the Contractor to submit and assert the claim against the Owner shall be subject to: (1) the requirements of Paragraph 4.3 of these General Conditions; and (2) the following additional three requirements listed below, all three of which additional requirements shall be conditions precedent to the entitlement of the Contractor to seek and assert such claim against the Owner: EXHIBIT 1 (ii) The Contractor shall either (A) have direct legal liability as a matter of contract, common law, or statutory law to the Subcontractor for the claim that the Subcontractor is asserting or (B) the Contractor shall have entered into a written liquidating agreement with the Subcontractor, under which agreement the Contractor has agreed to be legally responsible to the Subcontractor for pursing the assertion of such claim against the Owner under the Contract and for paying to the Subcontractor any amount that may be recovered, less Contractor's included markup (subject to the limits in the Contract Documents for any markup). The liability or responsibilities shall be identified in writing by the Contractor to the Owner at the time such claim is submitted to Owner, and a copy of any liquidating agreement shall be included by the Contractor in the claim submittal materials. (ii) The Contractor shall have reviewed the claim of the Subcontractor prior to its submittal to Owner and shall have independently evaluated such claim in good faith to determine the extent to which the claim is believed in good faith to be valid. The Contractor shall also certify, in writing and under oath to the Owner, at the time of the submittal of such claim, that the Contractor has made a review, evaluation, and determination that the claim is made in good faith and is believed to be valid. (iii) The Subcontractor making the claim to the Contractor shall certify in writing and under oath that it has compiled, reviewed and evaluated the merits of such claim and that the claim is believed in good faith by the Subcontractor to be valid. A copy of the certification by the Subcontractor shall be included by Contractor in the claim submittal materials. (3) Any failure of the Contractor to comply with any of the foregoing requirements and conditions precedent with regard to any such claim shall constitute a waiver of any entitlement to submit or pursue such claim. (4) Receipt and review of a claim by the Owner under this Subparagraph shall not be construed as a waiver of any defenses to the claim available to the Owner under the Contract Documents or law. (i) Owner's Right to Order Acceleration and to Deny Claimed and Appropriate Time Extensions, in Whole or in Part. The Contractor acknowledges and agrees that Substantial Completion of the Work by or before the Scheduled Completion Date is of substantial importance to Owner. The following provisions, therefore, will apply: (1) If the Contractor falls behind the approved construction schedule for whatever reason, *the Owner shall have the right, in the Owner's sole discretion, to order the Contractor to develop a recovery schedule as described in Paragraph 3.10 or to accelerate its progress in such a manner as to achieve Substantial Completion on or before the Contract Time completion date or such other date as the Owner may reasonably direct and, upon receipt, the Contractor shall take all action necessary to comply with the order. In such event, any possible right, if any, of the Contractor to additional compensation for any acceleration shall be subject to the terms of this Subparagraph (i). (2) In the event that the Contractor is otherwise entitled to an extension of Contract Time and has properly initiated a Claim for a time extension in accordance with Subparagraph 4.3(a) above, the Owner shall have the right, in the Owner's sole discretion, to deny all, or any part, of the Claim for extension of Contract Time by giving written notice to the EXHIBIT 1 Contractor provided within fourteen (14) days after receipt of the Contractor's Claim. If the Owner denies the Contractor's claim for an extension of Contract Time under this Clause (i)(2), either in whole or in part, the Contractor shall proceed to prosecute the Work in such a manner as to achieve Substantial Completion on or before the then existing Scheduled Completion Date. (3) If the Contractor would have been entitled to a time extension for a reason specifically allowed under the Contract Documents, for an amount of time that would have justified approval by the Owner if not for the need and right to accelerate, the Contractor may initiate a Claim for acceleration costs pursuant to Subparagraph 4.3(a). Any resulting Claim for acceleration costs properly initiated by the Contractor under Subparagraph 4.3(a) above shall be limited to those reasonable and documented direct costs of labor, materials, equipment, and supervision solely and directly attributable to the actual acceleration activity necessary to bring the Work back within the then existing approved construction schedule. These direct costs include the premium portion of overtime pay, additional crew, shift, or equipment costs if requested in advance by the Contractor and approved in writing by the Owner. A percentage markup for the prorated cost of premium on the existing performance and payment bonds and required insurance, not to exceed 5%, will be allowed on the claimed acceleration costs. NO OTHER MARKUP FOR PROFIT, OVERHEAD (INCLUDING BUT NOT LIMITED TO HOME OFFICE OVERHEAD) OR ANY OTHER COSTS WILL BE ALLOWED ON ANY ACCELERATION CLAIM. The Owner shall not be liable for any costs related to an acceleration claim other than those described in this Clause (i)(3). (i) Waiver of Claims; Final Payment. The making of final payment shall constitute a waiver of claims by the Owner except those arising from: (1) claims, security interests, purported liens, or other attempted encumbrances arising out of the Contract and remaining unsettled; (2) defective or nonconforming Work appearing after Substantial Completion; (3) latent defects, as defined in Subparagraph 12.2(d), appearing after Final Completion; or (4) the terms of general and special warranties required by the Contract Documents or allowed or implied by law. (k) THE CONTRACTOR SHALL NOT BE ENTITLED TO RECOVER ATTORNEY'S FEES AS A PART OF ANY CLAIM MADE UNDER THE CONTRACT DOCUMENTS OR IN ANY SUBSEQUENT LAWSUIT OR ALTERNATIVE DISPUTE RESOLUTION PROCEEDING. (1) No Waiver of Governmental Immunity. NOTHING IN THE CONTRACT DOCUMENTS SHALL BE CONSTRUED TO WAIVE THE OWNER'S GOVERNMENTAL IMMUNITY FROM LAWSUIT, WHICH IMMUNITY IS EXPRESSLY RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW. EXHIBIT 1 ARTICLE 5 SUBCONTRACTORS 5.1 DEFINITIONS OF SUBCONTRACTOR (a) A Subcontractor is person or entity who has a direct contract with the Contractor to perform a portion of the Work at the Project site or to supply materials or equipment to the Contractor by purchase or lease for use in performance of or incorporation into the Work. The term "Subcontractor" is referred to throughout the Contract Documents as if singular in number and means a Subcontractor or an authorized representative of the Subcontractor. The term "Subcontractor" does not include a separate contractor or subcontractors of a separate contractor. (b) A Sub -subcontractor is a person or entity who has a direct or indirect contract with a Subcontractor to perform a portion of the Work at the Project site or to supply materials or equipment to the Subcontractor or another Sub -subcontractor by purchase or lease for use in performance of or incorporation into the Work. The term "Sub -subcontractor" is referred to throughout the Contract Documents as if singular in number and means a Sub -subcontractor or an authorized representative of the Sub -subcontractor. 5.2 AWARD OF SUBCONTRACTS AND OTHER CONTRACTS FOR PORTIONS OF THE WORK. WITH REGARDS TO MWBE, THE CITY OF DENTON ONLY REQUIRE A GOOD FAITH EFFORT, THERE IS NO PERCENTAGE REQUIREMENT. (a) Immediately after the award of the Contract by the Owner, and before the Building Construction Services Agreement is signed by the Contractor and the Owner, the Contractor shall furnish to the Architect/Engineer in writing, for acceptance by the Owner and the Architect/Engineer, a list of the names, addresses, telephone numbers, M/WBE certification numbers (where applicable), and type of work of the Subcontractors (including those who are to furnish materials or equipment fabricated to a special design), proposed for the principal portions of the Work, including furnishings when made a part of the Contract. The Contractor shall immediately notify the Owner in writing of any changes in the list as they occur. The Architect/Engineer will promptly reply to the Contractor in writing stating whether or not the Owner or the Architect/Engineer, after due investigation, has reasonable objection to any such proposed person or entity. Failure of the Owner or Architect/Engineer to reply promptly shall constitute notice of no reasonable objection. (b) The Contractor shall not contract with a proposed person or entity to whom the Owner or Architect/Engineer has made reasonable and timely objection. (c) Architect/Engineer's and Owner's approval of or objection to any Subcontractor or of a particular process or material will not relieve the Contractor of his responsibility for performance of Work as called for under the Contract Documents, and shall not provide a basis for any claim for additional time or money on the part of the Contractor. Approval shall not be construed to create any contractual relationship between the Subcontractor and either the Owner or Architect/Engineer. In no event shall the Contract Sum be increased as a result of the rejection of any Subcontractor. (d) The Contractor shall not change a Subcontractor previously selected if the Owner or Architect/Engineer makes reasonable objection to such change. EXHIBIT 1 5.3 SUBCONTRACTUAL RELATIONS (a) By appropriate agreement, written where legally required for validity, the Contractor shall require each Subcontractor, to the extent of the Work to be performed by the Subcontractor, to be bound to the Contractor by the terms of the Contract Documents (including but not limited to these General Conditions), and to assume toward the Contractor all the obligations and responsibilities which the Contractor, by the Contract Documents, assumes toward the Owner and the Architect/Engineer. Each subcontract agreement shall preserve and protect the rights of the Owner and the Architect/Engineer under the Contract Documents (including but not limited to these General Conditions) with respect to the Work to be performed by the Subcontractor so that subcontracting will not prejudice the rights of the Owner and the Architect/Engineer. Where appropriate, the Contractor shall require each Subcontractor to enter into similar agreements with Sub -subcontractors. The Contractor shall make available to each proposed Subcontractor, prior to the execution of the subcontract agreement, copies of the Contract Documents to which the Subcontractor is to be bound. Subcontractors shall similarly make copies of applicable portions of such Documents available to their respective proposed Sub -subcontractors. (b) The Contractor is solely responsible for making payments properly to the Contractor's Subcontractors on the Project. During performance of the Work, the Contractor shall comply with the following additional rules regarding Subcontractor payments: (1) The Contractor shall submit, beginning with the Second Application and Certificate for Payment, a Subcontractor Payment Report (the "Report") with each Application and Certificate for Payment, along with partial waivers of liens for all Work included in the application for payment. The Report shall show all payments made to date by the Contractor (plus existing retainage) to each Subcontractor involved in the Project. The Report shall be made on a form approved and supplied by the Owner. Pay applications will not be reviewed or certified by the Architect to the Owner without accompanying partial lien waivers after the first Certificate for payment. With each Application for Payment, the Contractor shall certify that there are no mechanics' or materialmen's Liens outstanding at the date of the Application for Pyament, and that all bills due with respect to the Work have been paid to date, and that there is no known basis for filing of any liens against the Surety or the Owner in connection with the Work. Upon completion by the Contractor of the construction of the project, but prior to final payment to the Contractor, the Contractor shall deliver to the Owner conditional releases of all liens, which shall identify the remaining sums to be paid pending receipt of final payment. The conditional releases of liens, upon final payment by the Owner, shall rlease the Owner of all liens, and of all rights to claim any lien, from all manufacturers, material -men, and subcontractors furnishing services or materials for the project, to the effect that all materials or services used on or for the project have been paid for and indicating that the Ower is released from all such claims. As an alternative to the Report, the Contractor may furnish Affidavits of Payment Received with the Application and Certificate for Payment, which affidavits shall be executed by each Subcontractor owed money and paid during the previous progress payment period for work or materials furnished on the Project. RECEIPT BY THE OWNER OF THE REPORT OR AFFIDAVITS OF PAYMENT RECEIVED SHALL BE A CONDITION PRECEDENT TO PAYMENT ON ANY APPLICATION. Provided that the Owner has been notified by written correspondence (a lien notice) from any manufacturer, material -men, or subcontractor furnishing services or materials for the project that an outstanding debt is owed, the Owner shall ensure that the Contractor is notified of such notice EXHIBIT 1 within ten (10) days of receipt of such notice. The Contractor shall ensure that resolution has been achieved for each written notice filed with the Owner, and provide sufficient written documentation to the Owner that payment has been rendered, or a resolution has been achieved that is satisfactory to the Owner. (2) If, for any reason, the Contractor is withholding payment to a Subcontractor due to a dispute or other problem with performance, the Contractor shall note the amount withheld and that payment is in dispute. The Owner may require the Contractor to document and verify the dispute or other problem in question. (3) The Owner reserves the right in its sole discretion, to withhold payment to the Contractor pursuant to Paragraph 9.5(a) of the General Conditions, should it appear from the Report, statements of payment received or other information furnished to the Owner that: (i) the Report has not been properly completed; (ii) the Contractor has knowingly provided false information regarding payment of any Subcontractor; or (iii) the Contractor has otherwise failed to make payments properly to any Subcontractor. (4) THE CONTRACTOR SHALL NOT HAVE ANY RIGHT TO MAKE A CLAIM FOR ADDITIONAL TIME OR ADDITIONAL COMPENSATION AS A RESULT OF THE OWNER'S OR ARCHITECT/ENGINEER'S ENFORCEMENT OF THIS SUBPARAGRAPH 5.3(b). NO PROVISION OF THIS SUBPARAGRAPH OR ANY OF THE CONTRACT DOCUMENTS SHALL BE CONSTRUED TO CREATE A CONTRACTUAL RELATIONSHIP, EXPRESS OR IMPLIED, BETWEEN ANY SUBCONTRACTOR AND EITHER THE OWNER OR THE ARCHITECT/ENGINEER AND SHALL NOT BE CONSTRUED TO MAKE ANY SUBCONTRACTOR OR ANY OTHER PERSON OR ENTITY A THIRD PARTY BENEFICIARY OF THE CONTRACT BETWEEN THE OWNER AND THE CONTRACTOR. 5.4 CONTINGENT ASSIGNMENT OF SUBCONTRACTS In the event of a termination of this Contract by the Owner under Article 14, the Contractor shall, if requested in writing by the Owner, within fifteen (15) days after the date notice of termination is sent, deliver and assign to Owner, or any person or entity acting on the Owner's behalf, any or all subcontracts made by Contractor in the performance of the Work, and deliver to the Owner true and correct originals and copies of the subcontract documents. In the event assignment is not requested by the Owner, Contractor shall terminate all subcontracts to the extent that Owner has not directed assignment of same and to the extent that they relate to the performance of Work terminated by the notice of termination. ARTICLE 6 CONSTRUCTION BY THE OWNER/ SEPARATE CONTRACTORS 6.1 OWNER'S RIGHT TO PERFORM CONSTRUCTION AND TO AWARD SEPARATE CONTRACTS (a) The Owner reserves the right to perform construction or operations related to the Project with the Owner's own forces, and to award separate contracts in connection with other portions of the Project or other construction or operations on the Project site under Conditions of the Contract EXHIBIT 1 identical or substantially similar to these General Conditions, including those portions related to insurance and waiver of subrogation. If the Contractor claims that delay or additional cost is involved because of such action by the Owner, the Contractor shall make a claim as provided elsewhere in and in accordance with the Contract Documents. (b) When separate contracts are awarded for different portions of the Project or other construction or operations on the Project site, the term "Contractor" in the Contract Documents in each case shall mean the Contractor who executes each separate Building Construction Services Agreement with the Owner. (c) The Owner shall provide for coordination of the activities of the Owner's own forces and of each separate contractor with the Work of the Contractor, who shall cooperate with them. The Contractor shall participate with other separate contractors and the Owner in reviewing their construction schedules when directed to do so. The Contractor shall, with the approval of the Owner, make any revisions to the construction schedule deemed necessary after a joint review and mutual agreement. The construction schedules shall then constitute the schedules to be used by the Contractor, separate contractors, and the Owner until subsequently revised by mutual agreement or by written Change Order. If the Contractor believes it is entitled to an adjustment of the Contract Sum under the circumstances, the Contractor shall submit a written proposal for a Change Order pursuant to Article 7 of the General Conditions. In the event the Contractor's Change Order proposal is denied by the Owner, the Contractor must submit any Claim pursuant to Paragraph 4.3 of the General Conditions. (d) Unless otherwise provided in the Contract Documents, when the Owner performs construction or operations related to the Project with the Owner's own forces, the Owner shall be deemed to be subject to the same obligations and to have the same rights which apply to the Contractor under these General Conditions, including, without excluding others, those stated in Article 3, this Article 6, and Articles 10, 11 and 12. 6.2 MUTUAL RESPONSIBILITY (a) The Contractor shall afford the Owner and separate contractors' reasonable opportunity for access to and storage of their materials and equipment and the performance of their activities and shall coordinate the Contractor's construction and operations with the separate contractors as required by the Contract Documents. (b) If part of the Contractor's Work depends for proper execution or results upon construction or operations by the Owner or a separate contractor, the Contractor shall, prior to proceeding with that portion of the Work, promptly report to the Architect/Engineer apparent discrepancies or defects in the other construction that would render it unsuitable for proper execution and results. Failure of the Contractor to so report shall constitute an acknowledgment that the Owner's or separate contractors completed or partially completed construction is fit and proper to receive the Contractor's Work, except as to defects not then reasonably discoverable. (c) The Owner shall not be liable to the Contractor for damages suffered by the Contractor due to the fault or negligence of a separate contractor or through failure of a separate contractor to carry out the directions of the Owner or the Architect/Engineer. Should any interference occur between the Contractor and a separate contractor, the Architect/Engineer or the Owner may furnish the Contractor with written instructions designating priority of effort or change in methods, whereupon the Contractor shall immediately comply with such direction. In such event, the EXHIBIT 1 Contractor shall be entitled to an extension of the Contract Time only for unavoidable delays verified by the Architect/Engineer; no increase in the Contract Sum, however, shall be due to the Contractor. (d) The Contractor shall promptly remedy damage wrongfully caused by the Contractor to completed or partially completed construction or to property of the Owner or separate contractors as provided in Subparagraph 10.2(e). (e) Should the Contractor cause damage to the work or property of any separate contractor on the Project, the Contractor shall; upon due notice, settle with the separate contractor by agreement, if the separate contractor will so settle. If the separate contractor sues the Owner or submits a claim on account of any damage alleged to have been so sustained, the Owner shall notify the Contractor who shall defend such proceedings, at the Contractor's expense, and if any judgment or award against the Owner arises from the separate contractor's claim, the Contractor shall pay or satisfy it and shall reimburse the Owner for all attorney's fees and costs which the Owner has incurred. (f) The Owner and each separate contractor shall have the same responsibilities for cutting and patching as are described for the Contractor in Paragraph 3.14. 6.3 OWNER'S RIGHT TO CLEAN UP If a dispute arises among the Contractor, separate contractors and the Owner as to the responsibility under their respective contracts for maintaining the Project site and surrounding area free from waste materials and rubbish as described in Paragraph 3.15, the Owner may clean up and allocate the cost among those responsible as the Architect/Engineer recommends to be just. ARTICLE 7 AMENDMENTS 7.1 CHANGE ORDERS (a) A Change Order is a written order to the Contractor, signed by the Owner and the Architect/Engineer, issued after execution of the Contract, authorizing a change in the Work, an adjustment in the Contract Sum, or an adjustment to the Contract Time, consistent with other applicable provisions of this Contract. The Owner, without invalidating the Contract and without requiring notice of any kind to the sureties, may order changes to the scope of Work under the Contract by additions, deletions, or other revisions, the Contract Sum and Contract Time to be adjusted consistent with other applicable provisions of this Contract. All Change Orders shall be executed on a Change Order form approved by the Owner and the Owner's City Attorney. (b) In addition to the Owner and the Architect/Engineer, the Contractor shall sign all Change Orders to verify and confirm the terms and conditions established by Change Order; however, should the Contractor refuse to sign a Change Order, this shall not relieve him of his obligation to perform the change directed by the Owner and the Architect/Engineer to the best of his ability in accordance with the provisions of this Article 7. A Change Order signed by the Contractor indicates his agreement with all of the changes approved, including the adjustment in the Contract Sum or the Contract Time. EACH CHANGE ORDER SHALL BE SPECIFIC AND FINAL AS TO PRICES AND EXTENSIONS OF TIME, WITH NO RESERVATIONS OR OTHER PROVISIONS ALLOWING FOR FUTURE ADDITIONAL MONEY OR TIME AS A RESULT OF THE PARTICULAR CHANGES IDENTIFIED AND FULLY COMPENSATED EXHIBIT 1 IN THE CHANGE ORDER. The execution of a Change Order by the Contractor shall constitute conclusive evidence of the Contractor's agreement to the ordered changes in the Work. The Contractor forever releases any claim against the Owner for additional time or compensation for matters relating to or arising out of or resulting from the Work included within or affected by the executed Change Order. This release applies to claims related to the cumulative impact of all Change Orders and to any claim related to the effect of a change on other Work. (c) No extra work (except under emergency conditions) or changes shall be made nor shall any substitutions, changes or additions to or omissions or deviations from the requirements of the Drawings and Specifications be made unless pursuant to a written Change Order signed by the Owner and the Architect/Engineer, it being expressly understood that the Owner shall not be liable for the cost of extra work or any substitution, change, addition, omission or deviation from the requirements of the Drawings or Specifications unless the same shall have been authorized in writing by the Owner and the Architect/Engineer in a written change order or other Amendment. The provisions of this Paragraph 7.1 shall control in the event of any inconsistency between such provisions and the other provisions of this Article 7. See Subparagraph 10.3(a) of the General Conditions for Change Orders under emergency conditions. (d) The method of determining the cost or credit to the Owner for any change in the Work shall be one of the following: (1) mutual acceptance of a guaranteed maximum price amount properly itemized and supported. by sufficient substantiating data to permit evaluation; (2) unit prices stated in the Contract Documents or subsequently agreed upon; (3) cost to be determined in a manner agreed upon by the parties and a mutually acceptable fixed or percentage fee; or (4) the force account method provided in Subparagraph 7.1(e) (e) If the parties cannot agree to one of the methods of calculating cost provided in Clauses (d) (1), (d) (2), or (d) (3), or if the parties agree to a method but cannot agree to a final dollar figure, or if the Contractor for whatever reason refuses to sign the Change Order in question, the Contractor, provided he receives a written order signed by the Owner, shall promptly proceed with the Work involved. The cost of the Work involved shall then be calculated on the basis of the reasonable jobsite expenditures and savings of those performing the Work attributable to the changes, including a reasonable allowance for overhead and profit, such allowance in any case never to exceed 15%. In such case, the Contractor shall keep an itemized accounting of the Work involved, on a daily basis, in such form and with the appropriate supporting data as the Architect/Engineer and Owner may prescribe. Sworn copies of the itemized accounting shall be delivered to the Architect/Engineer each day during the performance of force account work, with copies to the Owner. FAILURE OF THE CONTRACTOR TO SUBMIT THE SWORN -TO ITEMIZED ACCOUNTING DAILY AS REQUIRED HEREIN SHALL CONSTITUTE A WAIVER BY THE CONTRACTOR OF ANY RIGHT TO DISPUTE THE OWNER'S DETERMINATION OF THE AMOUNT DUE THE CONTRACTOR FOR FORCE ACCOUNT WORK. Costs to be charged under this Subparagraph for force account work are limited to the following: EXHIBIT 1 (1) costs of labor, including social security, old age and unemployment insurance, fringe benefits required by agreement or custom, and workers compensation insurance; (2) costs of materials, supplies and equipment (but not to include off-site storage unless approved in writing by the Owner), whether incorporated or consumed; (3) rental costs of machinery and equipment, exclusive of hand tools, whether rented from the Contractor or others; (4) costs of premiums for all bonds and insurance related to the Work; and (5) additional costs of supervision and field office personnel directly attributable to the changed Work. Pending final determination of cost to the Owner, payment of undisputed amounts on force account shall be included on the Architect/Engineer's Certificate of Payment as work is completed. (f) The amount of credit to be allowed to the Owner for any deletion of Work or any other change which results in a net decrease of the Contract Sum shall be the amount of actual net cost confirmed by the Architect/Engineer plus the stated percentage for overhead and profit. When both additions and deletions or credits covering related Work or substitutions are involved in any one change, the allowance for overhead and profit shall be figured on the basis of the net increase or decrease with respect to that change. 7.2 SUPPLEMENTAL AGREEMENTS A written Supplemental Agreement can also be used to implement changes in the Work instead of a Change Order form, including but not limited to situations involving partial occupancy of the Work under Paragraph 9.8, a change made to the Drawings or the Specifications without an increase in the Contract Sum, or special circumstances where it is necessary or more appropriate for the Owner to use a Supplemental Agreement. Written Supplemental Agreements shall have a status equal to that of Change Orders for purposes of priority of Contract Documents interpretation, except that to the extent of a conflict, later Supplemental Agreements in time control over earlier Supplemental Agreements, and the latest Change Order or Supplemental Agreement in time controls over earlier dated Change Orders and Supplemental Agreements. The rules of Subparagraphs 7.1(b) through (f) shall also apply to the negotiation and execution of Supplemental Agreements. 7.3 MINOR CHANGES IN THE WORK The Architect/Engineer, after notifying the Owner, shall be authorized to order minor changes in the Work not involving an adjustment in the Contract Sum or an extension of the Contract Time and not inconsistent with the intent of the Contract Documents. Minor changes shall be effected by written order, and shall be binding on the Owner and the Contractor. The Contractor shall carry out such written orders promptly. These written orders shall not be deemed to change or impact the Contract Sum or the Contract Time. Contractor shall have no Claim for any minor change ordered to the Work under this Paragraph 7.3 unless the Contractor submits its change proposal, prior to complying with the minor change ordered and in no event later than ten (10) working days from the date the minor change was ordered, to the Owner for approval. 7.4 TIME REQUIRED TO PROCESS AMENDMENTS (a) All of the Contractor's responses to proposal requests shall be accompanied by a complete, itemized breakdown of costs. Responses to proposal requests shall be submitted sufficiently in EXHIBIT 1 advance of the required work to allow the Owner and the Architect/Engineer a minimum of thirty (30) calendar days after receipt by the Architect/Engineer to review the itemized breakdown and to prepare or distribute additional documents as may be necessary. All of the Contractor's responses to proposal requests shall include a statement that the cost described in the response represents the complete, total and final cost and additional Contract Time associated with the extra work, change, addition to, omission, deviation, substitution, or other grounds for seeking extra compensation under the Contract Documents, without reservation or further recourse. (b) All Amendments require approval by either the City Council or, where authorized by the state law and City ordinance, by the City Manager pursuant to Administrative Action. The approval process requires a minimum of forty-five (45) calendar days after submission to the Owner in final form with all supporting data. Receipt of a submission by Owner does not constitute acceptance or approval of a proposal, nor does it constitute a warranty that the proposal will be authorized by City Council Resolution or Administrative Action. THE TIME REQUIRED FOR THE APPROVAL PROCESS SHALL NOT BE CONSIDERED A DELAY AND NO EXTENSIONS TO THE CONTRACT TIME OR INCREASE IN THE CONTRACT SUM WILL BE CONSIDERED OR GRANTED AS A RESULT OF THIS PROCESS. Pending the approval described above, the Contractor will proceed with the work under a pending Amendment only if directed in writing by the Owner. ARTICLE 8 CONTRACT TIME 8.1 DEFINITIONS (a) Unless otherwise provided, the Contract Time is the period of time, including authorized adjustments, allotted in the Contract Documents for Substantial Completion of the Work. (b) The date of commencement of the Work is the date established in the notice to proceed from the Owner. The date of commencement shall not be postponed by the failure of the Contractor, or of persons or entities for whom the Contractor is responsible to act promptly to commence the Work. If the Owner unreasonably delays the issuance of the notice to proceed through no fault of the Contractor, the Contractor shall be entitled only to an equitable extension of the Contract Time; the Contract Sum shall remain unchanged. (c) The date of Substantial Completion is the date certified by the Architect/Engineer in accordance with Paragraph 9.7. (d) The term "day" as used in the Contract Documents shall mean a calendar day, beginning and ending at 12:00 midnight, unless otherwise specifically defined by special provision. 8.2 PROGRESS AND COMPLETION (a) Time limits stated in the Contract Documents are of the essence of the Contract. By executing the Building Construction Services Agreement, the Contractor confirms that the Contract Time is a reasonable period for performing the Work. (b) The Contractor shall not knowingly, except by agreement with or instruction of the Owner in writing, prematurely commence operations on the Project site or elsewhere prior to the effective date of insurance to be furnished by the Contractor as required by Article 11. The date of EXHIBIT 1 commencement of the Work shall not be changed by the effective date of insurance required by Article 11. (c) Liquidated Damages. The Contractor shall proceed expeditiously with adequate forces, materials, and equipment, and shall achieve Substantial Completion within the Contract Time. If the Contractor fails or refuses to complete the Work within the Contract Time as specified in the Bid Proposal form, the Building Construction Services Agreement, or in any proper extension of the Contract Time granted by the Owner, then the Contractor agrees, as a part of the consideration for the awarding of the Contract, to pay to the Owner the amount of liquidated damages (hereinafter called the "Stipulated Amount") as stipulated in the Bid Proposal form and the Building Construction Services Agreement for each calendar day that the Contractor has not Substantially Completed the Work after the expiration of the Contract Time provided. The Stipulated Amount is not to be considered as a penalty, but shall be deemed, taken, or treated as reasonable liquidated damages, fixed and agreed upon by and between the Contractor and the Owner because of the impracticality and extreme difficulty of fixing and ascertaining the actual damages the Owner would sustain in the event of the Contractor's late completion of the Project, and the stipulated amount is agreed to be the daily amount of damages that the Owner would sustain. The Stipulated Amount, as it accrues, will be retained from any portion of the Contract Sum due or that may become due to the Contractor. In the event the portion of the Contract Sum retained by the Owner is insufficient to recover the Stipulated Amount, then the Contractor or the Contractor's Surety shall pay to the Owner any additional liquidated damages due that are in excess of the funds remaining unpaid in the Contract Sum. The Owner shall be the sole judge as to whether or not the Work has been Substantially Completed within the calendar days allotted, which shall include the original Contract Time and any proper extension of the Contract Time granted in writing by the Owner. Should the Contractor dispute the Owner's determination of liquidated damages due, however, or should the Contractor, or the Contractor's agents or assigns, institute any legal action against the Owner to enforce rights under the Contract Documents, then this Subparagraph 8.2(c) shall not be construed to prevent the Owner from seeking full recovery for any and all actual damages suffered by the Owner and attributable to the Contractor, as an alternative to all liquidated damages due. 83 DELAYS AND EXTENSIONS OF TIME (a) If the Contractor is delayed at any time in the progress of the Work by an act or neglect of the Owner or Architect/Engineer, or of an employee of either, or of a separate contractor employed by the Owner, or by changes ordered in the Work, or by labor disputes, fire, unusual delay in deliveries, unavoidable casualties or other causes beyond the Contractor's control, or by delay authorized by the Owner pending a claim, or by other causes which the Architect/Engineer determines may justify delay, then the Contract Time shall be extended by Change Order for such reasonable time as the Architect/Engineer and Owner may determine. (b) Claims relating to Contract Time and time extensions shall be made in accordance with the applicable provisions of Paragraph 4.3. (c) No Damages for Delay. NOTWITHSTANDING ANY OTHER PROVISIONS OF THE CONTRACT DOCUMENTS, INCLUDING THE GENERAL CONDITIONS, NO ADJUSTMENT SHALL BE MADE TO THE CONTRACT SUM AND THE CONTRACTOR SHALL NOT BE ENTITLED TO CLAIM OR RECEIVE ANY ADDITIONAL COMPENSATION AS A RESULT OF OR ARISING OUT OF ANY DELAY, HINDRANCE, DISRUPTION, FORCE MAJEURE, IMPACT, OR INTERFERENCE, INTENTIONAL OR UNINTENTIONAL, FORESEEN OR UNFORESEEN, WHICH INCREASES THE TIME TO EXHIBIT 1 COMPLETE THE WORK, INCLUDING BUT NOT LIMITED TO ANY DELAYS CAUSED IN WHOLE OR IN PART BY THE ACTS, OMISSIONS, FAILURES, NEGLIGENCE, OR FAULT OF THE OWNER, THE ARCHITECT/ENGINEER, OR THE OWNER'S REPRESENTATIVE, AN EXTENSION OF THE CONTRACT TIME UNDER SUBPARAGRAPH 8.3(a) BEING THE CONTRACTOR'S SOLE REMEDY. (d) The Owner shall have the right to occupy, without prejudice to the right of either party, any completed or largely completed portions of the structure or Work, notwithstanding the fact that the Contract Time for completing all or a portion of the Work may not have expired. Partial occupancy and use shall not be deemed as an acceptance of the Work taken or used. , (e) The Contractor shall promptly suspend the Work when either the Contractor or the Owner is ordered to do so by a court order from a court having lawful jurisdiction, and the Contractor will not be entitled to additional compensation by virtue of any delays resulting from the court order. The Contractor will also not be liable to the Owner for a delay caused in fact by the Work being suspended by a court order. (f) The Architect/Engineer, with the consent of the Owner, shall have the authority to suspend the Work, in whole or in part, for such period or periods as the Architect/Engineer deems necessary due to unusual or severe weather conditions as are considered unfavorable for the suitable prosecution of the Work, or due to failure on the part of the Contractor to correct conditions considered unsafe for workmen or the general public. If it should become necessary to stop the Work for an indefinite period, the Contractor shall store all materials in such a manner that they will not obstruct or impede the public unnecessarily or become damaged in any way, and shall take every precaution to prevent damage or deterioration of the Work performed. In cases of suspension of the Work under this Subparagraph, the Contractor shall also provide suitable drainage about the Work and erect temporary structures where necessary. The Contractor shall not suspend the Work in whole or in part without written authority from the Architect/Engineer or the Owner, and shall resume the Work promptly when notified by the Architect/Engineer or the Owner to resume operations. (g) In the event of a delay that is the responsibility of the Contractor or any of the Subcontractors, for which the Contractor is not entitled to a time extension under the provisions of this Contract, the Owner may direct that the Work be accelerated by means of overtime, additional crews or additional shifts, or resequencing. This acceleration shall be at no cost to the Owner and will continue until the Contract Time is restored. In the event of a delay for which the Contractor is entitled to a time extension, as determined by the Architect/Engineer, Owner may similarly direct acceleration and the Contractor agrees to perform same on the basis that the Contractor will be reimbursed only to the extent described in Subparagraph 4.3(i). THE CONTRACTOR EXPRESSLY WAIVES ANY OTHER COMPENSATION RESULTING FROM ACCELERATION, SUCH AS LOSS OF LABOR PRODUCTIVITY OR EFFICIENCY. ARTICLE 9 PAYMENTS AND COMPLETION 91 CONTRACT SUM The Contract Sum is stated in the Building Construction Services Agreement and, including authorized adjustments, is the total amount of compensation payable by the Owner to the Contractor for the performance of the Work under the Contract Documents. 9.2 SCHEDULE OF VALUES EXHIBIT 1 Before the first Application for Payment, the Contractor shall submit to the Architect/Engineer a schedule of values allocated to various portions of the Work, prepared in such form and supported. by such data to substantiate its accuracy s the Architect/Engineer may require. This schedule, when approved by the Architect/Engineer and the Owner, shall be used as a basis for the Contractor's Application for Payment. The schedule of values shall follow the trade division of the 'Specifications. Contractor's Application for Payment shall be filed on the current version of AIA Form G702 (Application and Certificate for Payment), as approved by the Owner. 9.3 APPLICATIONS FOR PAYMENT (a) At least ten (10) days before the date established for each progress payment, the Contractor shall submit to the Architect/Engineer an itemized Application for Payment for Work completed in accordance with the schedule of values. The Application shall be notarized, if required, and supported by data substantiating the Contractor's right to payment as the Owner or Architect/Engineer may require, including but not limited to copies of requisitions from Subcontractors and material suppliers, and reflecting the applicable retainage as required in the Contract Documents. Contractor's Application for Payment shall also provide other supporting documentation as the Owner or the other applicable provisions of the Contract Documents may require. (b) Applications for Payment may not include requests for payment of amounts the Contractor does not intend to pay to a Subcontractor because of a good faith dispute, unless the Contractor complies with Clause 5.3(b) (2) of these General Conditions and the Contractor's Payment Bond Surety consents in writing to payment to the Contractor of the funds deemed to be in dispute. (c) Unless otherwise provided in the Contract Documents, progress payments shall include payment for materials and equipment delivered and suitably stored at the project site for subsequent incorporation into the Work within thirty (30) days alter delivery to the Project site. If approved in advance by the Owner, payment may similarly be made for materials and equipment suitably stored away from the Project site at a location agreed upon in writing. Payment for costs incurred in storage of materials or equipment away from the Project site will NOT be made by Owner unless: (1) the Owner has given prior approval of such off-site storage in writing; (2) the materials or equipment are stored in a bonded warehouse located in Denton County and identified with the Project for which they are stored, as evidenced by warehouse receipts and appropriate documents of title; and (3) the materials or equipment stored off-site will be incorporated into the Work within thirty (30) days after delivery. STORAGE IN FACILITIES OF THE MANUFACTURER OR THE CONTRACTOR WILL NOT BE PERMITTED OR PAID FOR, UNLESS THE OWNER HAS EXPRESSLY GIVEN PRIOR APPROVAL OF SUCH STORAGE IN WRITING. (d) The Contractor warrants that title to all Work covered by an Application for Payment will pass to the Owner no later than the time of payment. The Contractor further warrants that upon submittal of an Application for Payment all Work for which Certificates for Payment have been previously issued and payments received from the Owner shall be free and clear of liens, claims, security interests or encumbrances in favor of the Contractor, Subcontractors, material suppliers, or other persons or entities making a claim by reason of having provided labor, materials, and equipment relating to the Work. EXHIBIT 1 (e) All materials or equipment delivered to the Project site earlier than thirty (30) days prior to an approved schedule for delivery to the Project site shall be classified as an "early delivery." All early delivery materials or equipment must have the express written permission of the Owner to be stored on the Project site. If any unauthorized early delivery occurs, Contractor shall, at Contractor's expense or at the expense of the responsible Subcontractor or Supplier, cause such early delivery to be removed from the Project site and stored off-site until required at the Project site. All costs of labor, transportation and storage will be included as part of the expense. If the Contractor fails or refuses to remove unauthorized early delivery materials, the Owner may cause such materials to be removed at the Contractor's sole expense, and amounts may be withheld from the Contractor's Application for Payment to reimburse the Owner for any costs incurred in removing unauthorized early delivery materials. OWNER WILL NOT BE RESPONSIBLE FOR THE PROTECTION OF OR RISK OF LOSS ON ANY EARLY DELIVERY MATERIALS OR EQUIPMENT, NOR WILL OWNER BE LIABLE FOR ANY PAYMENT FOR THE EARLY DELIVERY MATERIALS OR EQUIPMENT. Any materials or equipment classified as early delivery will not be approved for payment as stored materials prior to thirty (30) days before the incorporation of the materials or equipment into the Work, unless storage and payment at an earlier date is expressly approved in writing by the Owner. (f) If the Contract Sum is equal to or less than $25,000.00 and performance and payment bonds are not furnished by the Contractor, no payment applied for will be payable under the Contract until the Work has been Finally Completed and accepted. 9.4 CERTIFICATES FOR PAYMENT (a) The Architect/Engineer will, within ten (10) days after receipt of the Contractor's Application for Payment, either issue to the Owner a Certificate for Payment, with a copy to the Contractor, for such amount as the Architect/Engineer determines is properly due, or notify the Contractor and Owner in writing of the Architect/Engineer's reasons for withholding certification in whole or in part as provided in (a) City of,Denton General Conditions for Building Construction. (b) Subparagraph 9.5(a). The Certificate for Payment shall be issued on the current version of AIA Form G702 (Application and Certificate for Payment) as approved by the Owner. (c) The issuance of a Certificate for Payment will constitute a representation by the Architect/Engineer to the Owner, based on the Architect/Engineer's observations at the site and the data comprising the Application for Payment, that the Work has progressed to the point indicated and that, to the best of the Architect/Engineer's knowledge, information and belief, quality of the Work is in accordance with the Contract Documents. The foregoing representations are subject to an evaluation of the Work for conformance with the Contract Documents upon Substantial and Final Completion, to results of subsequent tests and inspections, to minor deviations from the Contract Documents correctable prior to Final Completion and to specific qualifications expressed by the Architect/Engineer. The issuance of a Certificate for Payment will further constitute a representation that the Contractor is entitled to payment in the amount certified, subject to the Owner's approval. The issuance of a Certificate for Payment is not a representation that the Architect/Engineer has: (1) made exhaustive or continuous on-site inspections to check the quality or quantity of the Work; (2) reviewed construction means, methods, techniques, sequences or procedures; EXHIBIT 1 (3) reviewed copies of requisitions received from Subcontractors and material suppliers and other data requested by the Owner to substantiate the Contractor's right to payment; or (4) made examination to ascertain how or for what purpose the Contractor has used money previously paid on account of the Contract Sum. (d) Whenever the Application for Payment for Work done since the last previous Application for Payment exceeds one hundred dollars ($100.00) in amount, Owner will pay a percentage of the Application, less applicable retainage, to the Contractor within thirty (30) days following Owner's receipt and approval of the Certificate for Payment certified by the Architect/Engineer. The Application may include acceptable nonperishable materials delivered to the Work or stored as provided for in Paragraph 9.3(c) and the payment will be allowed on the net invoice value, less taxes and applicable retainage. (e) The City is required to withhold retainage for public works contracts in which the total contract price estimate at the time of execution is more than $400,000; however, this requirement is typically applied by the City for all public works contracts in excess of $50,000. The City may require varying percentage withholding amounts; however, the City typically requires five percent. For retainage percentages in excess of five percent, the City must deposit the retainage into an interest-bearing account and pay the interest earned to the contractor on completion of the contract. The retainage will be withheld by the Owner from each progress payment until final completion of the Work by the Contractor, approval of final completion by the Architect/Engineer, and final acceptance of the Work by the Owner. Unless otherwise required by state law, the retainage percentage as specified above is based upon the original Contract Sum, and will not be affected in the event the original Contract Sum is subsequently increased or decreased by Change Order. (f) No progress payments shall be made on contracts where performance and payment bonds are not required or furnished. In such instances, payment for the Work performed will be made upon final completion and acceptance by the Owner of all Work. 9.5 DECISIONS TO WITHHOLD CERTIFICATION (a) The Architect/Engineer or the Owner may decide not to certify payment and may withhold a Certificate for Payment in whole or in part, to the extent reasonably necessary to protect the Owner's interest, if in the Architect/Engineer's or Owner's opinion the representations to the Owner required by Subparagraph 9.4(b) cannot be made. If the Architect/Engineer or the Owner is unable to certify payment in the amount of the Application, the Architect/Engineer or the Owner will notify the Contractor as provided in Subparagraph 9.4(a). If the Contractor and Architect/Engineer or the Owner cannot agree on a revised amount, the Architect/Engineer will promptly issue a Certificate for Payment for the amount for which the Architect/Engineer is able to make the required representations to the Owner. The Architect/Engineer or the Owner may also decide not to certify payment or, because of subsequently discovered evidence or subsequent observations, may nullify the whole or a part of a Certificate for Payment previously issued to such extent as may be necessary, in the Architect/Engineer's or Owner's opinion, to protect the Owner from loss because of: (1) defective or nonconforming Work not remedied; (2) third party claims filed or reasonable evidence indicating probable filing of such claims; EXHIBIT 1 (3) failure of the Contractor to make payments properly to Subcontractors or for labor, materials, or equipment; (4) reasonable evidence that the Work cannot be completed for the unpaid balance of the. Contract Sum; (5) damage to the Owner or another contractor; (6) reasonable evidence that the Work will not be completed within the Contract Time, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; (7) persistent failure to carry out the Work in accordance with the Contract Documents; or (8) mathematical or other errors that are discovered in the Application for Payment. (b) When each of the above reasons that existed for withholding certification are removed or remedied, certification will be made for amounts previously withheld. (c) The Owner may, at its option, offset any progress payment or final payment under the Contract Documents against any debt (including taxes) lawfully due to the Owner from the Contractor, regardless of whether the amount due arises pursuant to the terms of the Contract Documents or otherwise and regardless of whether or not the debt due to the Owner has been reduced to judgment by a court. 9.6 PROGRESS PAYMENTS (a) After the Architect/Engineer has issued a Certificate for Payment, the Owner shall make payment in the manner and within the time provided in the Contract Documents, and shall so notify the Architect/Engineer. The Owner shall not be liable for interest on any late or delayed progress payment or final payment caused by any claim or dispute, any discrepancy in quantities, any failure to provide supporting documentation or other information required with the Application for Payment or as a precondition to payment under the Contract Documents, or due to any payment the Owner or the Architect/Engineer has a right to withhold or not certify under the Contract Documents. Notwithstanding the foregoing, the Owner may refuse to make payment on any Certificate for Payment (including, without limitation, the final Certificate for Payment) for any default under the Contract Documents, including but not limited to those defaults set forth in Subparagraph 9.5(a), Clauses (1) through (7). The Owner shall not be deemed in default by reason of withholding payment while any Contractor default remains uncured. (b) The Contractor shall promptly pay each Subcontractor, upon receipt of payment from the Owner, out of the amount paid to the Contractor on account of each Subcontractor's portion of the Work, the amount to which said Subcontractor is entitled, reflecting percentages actually retained from payments to the Contractor on account of such Subcontractors portion of the Work. The Contractor shall, by appropriate agreement with each Subcontractor, require each Subcontractor to make payments to Sub -subcontractors in similar manner. (c) The Architect/Engineer will, on request, furnish to a Subcontractor, if practicable, information regarding percentages of completion or amounts applied for by the Contractor and action taken EXHIBIT 1 thereon by the Architect/Engineer and the Owner on account of portions of the Work done by such Subcontractor. (d) Neither the Owner nor the Architect/Engineer shall have an obligation to pay or to see to the payment of money to a Subcontractor except as may otherwise be required by law. That obligation belongs to the Contractor or, in the event of the Contractor's failure to pay a Subcontractor, to the Surety on the Payment Bond as required under Paragraph 11.3. (e) Payment to material suppliers shall be treated in a manner similar to that provided in Subparagraphs 9.6(b), (c), and (d). (f) A Certificate for Payment, a progress payment, or partial or entire use or occupancy of the Project by the Owner shall not constitute acceptance of Work not performed in accordance with the Contract Documents. 9.7 SUBSTANTIAL COMPLETION (a) The Date of Substantial Completion of the Work, or designated portion of the Work, is the date certified by the Architect/Engineer when construction is sufficiently completed in accordance with the City Of Denton General Conditions For Building Construction. (a) the Contract Documents such that the Owner may beneficially occupy and use the Work, or designated portions of the Work, for the purposes for which it is intended and only trivial and insignificant items remain which do not affect the Work as a whole. (b) When the Contractor considers that the Work, or the portion of the Work which the Owner agrees to accept separately, is Substantially Complete, the Contractor shall prepare and submit to the Architect/Engineer a comprehensive list of remaining items to be completed or corrected. The Contractor shall proceed promptly to complete and correct items on the list (hereinafter called the "punch list"). Failure to include an item on the punch list does not alter the responsibility of the Contractor to complete all Work in accordance with the Contract Documents. Upon receipt of the punch list, the Architect/Engineer will make an inspection to determine whether the Work, or designated portion of the Work, is Substantially Complete. If the Architect/Engineer's inspection discloses any item, whether or not included on the punch list, which is not in accordance with the requirements of the Contract Documents and which renders the Work inspected not Substantially Complete the Contractor shall, before issuance of the Certificate of Substantial Completion, complete or correct the item upon notification by the Architect/Engineer. The Contractor shall then submit a request for another inspection by the Architect/Engineer to determine Substantial Completion. When the Work or designated portion of the Work is Substantially Complete, the Architect/Engineer will prepare a Certificate of Substantial Completion which shall establish the date of Substantial Completion, shall establish responsibilities of the Owner and the Contractor for security, maintenance, heat, utilities, damage to the Work and insurance, and shall fix the time within which the Contractor shall in all items on the punch list accompanying the Certificate. (c) The Certificate of Substantial Completion shall be submitted to the Owner and the Contractor for their written acceptance of responsibilities assigned to them in the Certificate. (d) Upon Substantial Completion of the Work or designated portion thereof and upon application by the Contractor and certification by the Architect/Engineer, the Owner shall make payment, EXHIBIT 1 reflecting adjustment in retainage, if any, for the Work, or portion of the Work, as provided in the Contract Documents. 9.8 PARTIAL OCCUPANCY OR USE (a) The Owner may occupy or use any completed or partially completed portion of the Work at any stage when such portion is designated by separate Supplemental Agreement with the Contractor, provided such occupancy or use is consented to by the insurer as required under Subparagraph 11.2(e) and authorized by public authorities having jurisdiction over the Work.. Such partial occupancy or use may commence whether or not the portion is Substantially Complete, provided the Owner and Contractor have accepted in writing the responsibilities assigned to each of them for payments, retainage if any, security, mainteraa . cc, heat, utilities, damage to the Work and insurance, and have agreed in writing concerning the period for correction of the Work and commencement of warranties required by the Contract Documents. When the Contractor considers a portion Substantially Complete, the Contractor shall prepare and submit a list to the Architect/Engineer as provided under Subparagraph 9.7(b). Consent of the Contractor to partial occupancy or use shall not be unreasonably withheld. The stage of the (a) progress of the Work shall be determined by written agreement between the Owner and Contractor or, if no agreement is reached, by decision of the Architect/Engineer. (b) Immediately prior to such partial occupancy or use, the Owner, Contractor, and Architect/Engineer shall jointly inspect the area to be occupied or portion of the Work to be used in order to determine and record the condition of the Work. (c) Unless otherwise agreed upon, partial occupancy or use of a portion or portions of the Work shall not constitute acceptance of Work not complying with the requirements of the Contract Documents. 9.9 FINAL COMPLETION AND FINAL PAYMENT (a) Upon receipt of written notice that the Work is ready for final inspection and acceptance and upon receipt of a final Application for Payment, the Architect/Engineer, accompanied by the Owner's representative, will promptly make final inspection and, when the Architect/Engineer finds the Work acceptable under the Contract Documents and the Contract Documents fully performed, the Architect/Engineer will promptly issue a final Certificate for Payment stating that to the best of the Architect/Engineer's knowledge, information and belief, and on the basis of the Architect/Engineer's observations and inspections, the Work has been completed in accordance with terms and conditions of the Contract Documents and that the entire balance found to be due the Contractor and noted in said final Certificate is due and payable. The Architect/Engineer's final Certificate for Payment will constitute a further representation that conditions listed in Subparagraph 9.9(b) as a condition precedent to the Contractor's being entitled to final payment have been fulfilled. Owner will normally make final payment within thirty (30) days after Owner's receipt and approval of the final Certificate for Payment. Warranties required by the Contract Documents shall commence on the date of Substantial Completion of the Work, unless otherwise provided by separate agreement between the Owner and the Contractor. (b) Neither final payment nor any remaining retained percentage shall become due until the Contractor submits to the Architect/Engineer: EXHIBIT I (1) an affidavit that payrolls, bills for materials and equipment, and other indebtedness connected with the Work for which the Owner or the Owner's property might be responsible or encumbered (less amounts withheld by Owner) have been paid or otherwise satisfied; (2) a certificate evidencing that insurance required by the Contract Documents to remain in force after final payment is currently in eff-ect and will not be cancelled or allowed to expire until at least thirty (30) days prior written notice has been given to the Owner; (3) a written statement that the Contractor knows of no substantial reason that the insurance will not be renewable to cover the period required by the Contract Documents; (4) a consent of surety to final payment; and (5) if required by the Owner, other data establishing payment or satisfaction of obligations, such as receipts, releases and waivers of liens, claims, security interests or encumbrances arising out of the Contract, to the extent and in such form as may be designated by the Owner. (c) As a precondition to final payment by the Owner under this Contract, the Contractor's affidavit under Clause (b)(1) shall state that the Contractor has paid each of his subcontractors, laborers or materialmen in full for all labor and materials provided to him for the Work Under this Contract. In the event the Contractor has not paid each of his subcontractors, laborers or materialmen in full, the Contractor shall state in the affidavit the amount owed and the name of each subcontractor, laborer or materialmen to whom such payment is owed. IN ANY EVENT, THE CONTRACTOR SHALL BE REQUIRED TO EXECUTE THE OWNER'S STANDARD AFFIDAVIT OF FINAL PAYMENT AND RELEASE AS A PRECONDITION TO RECEIPT OF FINAL PAYMENT. (d) If, after Substantial Completion of the Work, final completion of the Work is materially delayed through no fault of the Contractor or by issuance of Change Orders affecting final completion and the Architect/Engineer confirms the delay, the Owner shall, upon application by the Contractor and certification by the Architect/Engineer, and without terminating the Contract, make payment of the balance due for that portion of the Work fully completed and accepted. If the remaining balance for Work not fully completed or corrected is less than retainage stipulated in the Contract Documents, and if bonds have been furnished, the written consent of surety to payment of the balance due for that portion of the Work fully completed and accepted shall be submitted by the Contractor to the Architect/Engineer prior to certification of payment. Payment shall be made under terms and conditions governing final payment, except that it shall not constitute a waiver of claims. (e) The acceptance by the Contractor of the final payment shall operate as and shall be a complete release of the Owner from all claims or liabilities under the Contract, for anything done or furnished or relating to the Work or the Project, or for any act or neglect of the Owner relating to or connected with the Work or the Project. ARTICLE 10 SAFETY, SECURITY AND UTILITY PROVISIONS; ENVIRONMENTAL COMPLIANCE 10.1 SAFETY PRECAUTIONS AND PROGRAMS The Contractor shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the performance of the Contract, and will comply with all applicable City, County, State and Federal health and safety regulations. EXHIBIT 1 10.2 SAFETY OF PERSONS AND PROPERTY (a) The Contractor shall take reasonable precautions for safety of, and shall provide reasonable protection to prevent damage, injury or loss to: (1) employees on the Work and other persons who may be affected thereby; (2) the Work and materials and equipment to be incorporated therein, whether in storage on or off the site, under care, custody or control of the Contractor or the Contractor's Subcontractors or Sub -subcontractors; and (3) other property at the site or adjacent thereto, such as trees, shrubs, lawns, walks, pavements, roadways, structures and utilities not designated for removal, relocation or replacement in the course of construction. (b) The Contractor shall give notices and comply with applicable laws, ordinances, rules, regulations and lawful orders of public authorities bearing on safety of persons or property or their protection from damage, injury or loss. (c) The Contractor shall erect and maintain, as required by existing conditions and performance of the Contract, reasonable safeguards for safety and protection, including posting danger signs and other warnings against hazards, promulgating safety regulations and notifying owners and users of adjacent sites and utilities. (d) When use or storage of explosives or other hazardous materials or equipment or unusual methods are necessary for execution of the Work, the Contractor shall exercise utmost care and carry on such activities under supervision of properly qualified personnel. (e) USE OF EXPLOSIVES - CLAIMS AND TOTAL INDEMNIFICATION. The Owner shall have the right to pre -approve the use of any explosives on the Project; the Contractor shall not assume in its bid that permission to use explosives will be granted. The Owner shall NOT be liable for any claim for additional time or compensation as a result of the Owner's denial of permission to use explosives. Where use of explosives is permitted by the Owner, the Contractor EXPRESSLY AGREES TO BE SOLELY RESPONSIBLE for the determination as to whether explosives shall actually be used, and for any result from the use, handling or storage of explosives, and shall INDEMNIFY, DEFEND AND HOLD COMPLETELY HARMLESS the Owner, its officers, agents and employees, and the Architect/Engineer against any and all claims, lawsuits, judgments, costs or expenses for personal injury (including death), property damage or other harm for which recovery of damages is sought, suffered by any person or persons, as the result of the use, handling or storage of the explosives by the Contractor or any Subcontractor, REGARDLESS OF WHETHER SAID USE, HANDLING OR STORAGE WAS NEGLIGENT OR NOT, AND REGARDLESS OF WHETHER THE DAMAGE OR INJURY WAS CONTRIBUTED TO IN ANY WAY BY THE NEGLIGENCE OR FAULT OF THE OWNER, ITS OFFICERS, AGENTS, EMPLOYEES, OR REPRESENTATIVES, OR THE ARCHITECT/ENGINEER AND ITS OFFICERS, AGENTS, EMPLOYEES, OR REPRESENTATIVES. In the event of conflict with any other indemnity paragraph in this Contract, this paragraph controls. This indemnity paragraph is intended solely for the benefit of the parties to this Contract and is not intended to create or grant any rights, contractual or otherwise, to or for any other person or entity. The Contractor shall furnish the Owner and the Architect/Engineer with evidence of insurance sufficient to cover possible damage or injury, EXHIBIT 1 which insurance shall either include the Owner and the Architect/Engineer as additional insureds or be sufficiently broad in coverage as to fully protect the Owner and the Architect/Engineer. All explosives shall be stored in a safe and secure manner, under the care of a competent watchman at all times, and all storage places shall be marked clearly "DANGEROUS -EXPLOSIVES." The method of storing and handling explosives and highly flammable materials shall conform to Federal and State laws, City of Denton ordinances, and the City of Denton Fire Department regulations. The Contractor shall notify any telecommunications and public utility company and any private property owners having structures in the proximity of the Project Site of the Contractor's intention to use explosives, and such notice shall be given sufficiently in advance to enable the teleconununications; and public utility companies and private property owners to take such steps as they may deem necessary to protect their property from injury. The notice shall not relieve the Contractor of any responsibility for damage resulting from any blasting operations. (f) The Contractor shall promptly remedy damage and loss (other than damage or loss insured under properly insurance required by the Contract Documents) to property referred to in Clauses 10.2(a)(2) and 10.2(a)(3) caused in whole or in part by the Contractor, a Subcontractor, or anyone directly or indirectly employed by any of them, or by anyone for whose acts they may be liable and for which the Contractor is responsible under Clauses 10.2(a)(2) and 10.2(a)(3), except damage or loss attributable to acts or omissions of the Owner or Architect/Engineer or anyone directly or indirectly employed by either of them, or by anyone for whose acts either of them may be liable, and not attributable to the fault or negligence of the Contractor or any of its Subcontractors. The foregoing obligations of the Contractor are in addition to the Contractor's obligations under Paragraph 3.19. To the extent that any such damage or loss may be covered by property insurance or other insurance required by the Contract Documents, the Owner and the Contractor shall exercise their best efforts to snake a claim and obtain recovery from the insurers to provide for the cost, in whole or in part, of the repair work or to provide for reimbursement for such damage or loss. (g) The Contractor shall designate a responsible member of the Contractor's organization at the site whose duty shall be the prevention of accidents. This person shall be the Contractor's superintendent unless otherwise designated by the Contractor in writing to the Owner and Architect/Engineer. (h) The Contractor shall not load or permit any part of the Work or the Project site to be loaded so as to endanger its safety. 10.3 EMERGENCIES In an emergency affecting safety, health, or security of persons or property, the Contractor shall act, at the Contractor's discretion, to prevent threatened damage, injury, or loss. Additional compensation or extension of time claimed by the Contractor on account of an emergency shall be determined as provided in Paragraph 4.3 and Article 7. 10.4 PUBLIC CONVENIENCE AND SAFETY (a) The Contractor shall place materials stored about the Work and shall conduct the Work at all times in a manner that causes no greater obstruction to the public than is considered necessary by the Owner. Sidewalks or streets shall not be obstructed, except by special permission of the Owner. The materials excavated and the construction materials or plant used in the performance of the Work shall be placed in a manner that does not endanger the Work or EXHIBIT 1 prevent free access to all fire hydrants, water mains and appurtenances, water valves, gas valves, manholes for the telephone, telegraph signal or electric conduits, wastewater mains and appurtenances, and fire alarm or police call boxes in the vicinity. (b) The Owner reserves the right to remedy any neglect on the part of the Contractor in regard to public convenience and safety which may come to the Owner's attention, after twenty-four (24) hours notice in writing to the Contractor. In case of an emergency, the Owner shall have the right to immediately remedy any neglect without notice. In either case, the cost of any work done by the Owner to remedy the Contractor's neglect shall be deducted from the Contract Sum. The Contractor shall notify the City Traffic Control Department when any street is to be closed or obstructed. The notice shall, in the case of major thoroughfares or street upon which transit lines operate, be forty-eight (48) hours in advance. The Owner reserves the right to postpone or prohibit any closure or obstruction of any streets or thoroughfares to the extent necessary for the safety and benefit of the traveling public. The Contractor shall, when directed by the Architect/Engineer or the Owner, keep any street: or streets in condition for unobstructed use by City departments. When the Contractor is required to construct temporary bridges or make other arrangements for crossing over ditches or around structures, the Contractor's responsibility for accidents shall include the roadway approaches as well as the crossing structures. 10.5 BARRICADES, LIGHTS AND WATCHMEN If the Work is carried on or adjacent to any street, alley or public place, the Contractor shall, at the Contractor's own cost and expense, furnish, erect and maintain sufficient barricades, fences, lights and danger signals, shall provide sufficient watchmen, and shall take such other precautionary measures as are necessary for the protection of persons or property and of the Work. All barricades shall be painted in a color that will be visible at night, shall indicate in bold letters thereon the Contractor's name and shall be illuminated by lights from sunset to sunrise. "17he term "lights," as used in this Paragraph, shall mean flares, flashers, or ether illuminated devices. A sufficient number of barricades with adequate markings and directional devices shall also be erected to keep vehicles from being driven on or into any Work under construction. The Contractor will be held responsible for all damage to the Work due to failure of barricades, signs, lights and watchmen to protect the Work. Whenever evidence is found of such damage, the Architectil nginccr may order the damaged portion immediately removed and replaced by the Contractor at Contractor's cost and expense. The Contractor's responsibility for maintenance of barricades, signs, and lights, and for providing watchmen, shall not cease until the Project has been finally accepted by the Owner. 10.6 PUBLIC UTILITIES AND OTHER PROPERTIES TO BE CHANGED In case it is necessary to change or move the property of the Owner or of any telecommunications or public utility, such property shall not be removed or interfered with until ordered to do so by the Architect/Engineer. The right is reserved to the owner of any public or private utilities to enter upon the Project site for the purpose of making such changes or repairs of their property that may become necessary during the performance of the Work. The Owner reserves the right of entry upon the project site for any purpose, including repairing or relaying sewer and water lines and appurtenances, repairing structures, and for making other repairs, changes, or extensions to any of the Owner's }property. The Owner's actions shall conform to the Contractor's current and approved schedule for the performance of the Work, provided that proper notification of schedule requirements has been given to the Owner by the Contractor. EXHIBIT 1 10.7 TEMPORARY STORM SEWER AND DRAIN CONNECTIONS When existing storm sewers or drains have to be taken up or removed, the Contractor shall at his own expense provide and maintain temporary outlets and connections for all public and private storm sewers and drains. The Contractor shall also take care of all storm sewage and drainage which will be received from these storm drains and sewers; for this purpose, the Contractor shall provide and maintain, at the Contractor's own expense, adequate pumping facilities and temporary outlets or diversions. The Contractor shall, at the Contractor's own expense, construct such troughs, pipes, or other structures necessary and shall be prepared at all times to dispose of storm drainage and sewage received from these temporary connections until such time as the permanent connections are built and in service, The existing stortn sewers and connections shall be kept in service and maintained under the Contract, except where specified or ordered to be abandoned by the Architect/Engineer. All storm water and sewage shall be disposed of in a satisfactory manner so that no nuisance is created and that the Work under construction will be adequately protected. 10.8 ARRANGEMENT AND CHARGE FOR WATER FURNISHED BY THE OWNER; ELECTRICITY FOR THE PROJECT (a) When the Contractor desires to use the Owner's water in connection with the Work, the Contractor shall make complete and satisfactory arrangements with the Denton Water Utilities. Department and shall be responsible for the cost of the water the Contractor uses. Where meters are used, the charge will be at the regular established rate; where no meters are used, the charge will be as prescribed by City ordinance, or where no ordinance applies, payment shall be based on estimates made by the Denton Water Utilities Department. (b) The Contractor shall make complete and satisfactory arrangements for electricity and metered electrical connections with the Owner or with Denton Municipal Electric in the event that separately metered electrical connections are required for the Project. The Contractor shall pay for all electricity used in the performance of the Work through separate metered electrical connections obtained by the Contractor through the City of Denton. 10.9 USE OF FIRE HYDRANTS The Contractor, Subcontractors; and any other person working on the Project shall not open, turn off, interfere with, attach any pipe or hose to, or connect anything with any fire hydrant, stop valve, or stop cock, or tap any water main, belonging to the Owner, unless duly authorized. to do so by the Denton Water Utilities Department in accordance with the Denton City Code. 10.10 ENVIRONMENTAL COMPLIANCE (a) The Contractor and its Subcontractors are deemed to have made themselves familiar with and at all times shall comply with all applicable federal, state or local laws, rules, regulations, ordinances, and rules of common law now in effect (including any amendments now in effect), relating to the environment, Hazardous Substances or exposure to Hazardous Substances, including but not limited to the Comprehensive l nviromne ta.l Response;, Compensation and Liability Act of 1980,42 U.S.C.A. §§ 9601, et seq.; the hazardous Materials Transportation Act, 49 U.S.C.A. §§ 1801, et seq.; the resource Conservation and Recovery Act of 1976, 42 U.S.C.A. §§ 6901, et seq.; the Federal Water Pollution Control Act, 33 U.S.C.A §§ 1201, et seq.; the Toxic Substances Control Act, 15 U.S.C.A. §§ 2601, et seq.; the Clean Air Act, 42 U.S.C.A. §§ 7401, et seq.; the Safe Drinking Water Act, 42 EXHIBIT 1 U.S.C.A. §§ 3808, et seq., and any current judicial or administrative interpretation of these laws, rules, regulations, ordinances, or rules of common law, including but not limited to any judicial or administrative order, consent decree, or judgment affecting the Project. (b) In the event the Contractor encounters on the site materials reasonably believed to be a Hazardous Substance that have not been rendered harmless, and removal of such materials is not a part of the scope of Work required under the Contract Documents, the Contractor shall immediately stop Work in the affected area and report in writing the facts of such encounter to the Architect/Engineer and the Owner. Work in the affected area shall not thereafter be resumed except by written order of the Owner unless and until the material is determined not to be a Hazardous Substance or the Hazardous Substance is remediated. The Owner may choose to remediate the Hazardous Substance with a separate contractor or through a Change Order with the Contractor. If the Owner determines that the Hazardous Substance exists in the affected area due to the fault or negligence of the Contractor or any of its Subcontractors, the Contractor shall be responsible for remediating the condition at the sole expense of the Contractor in accordance with the Contractor's APPROVED Spill Remediation Plan. An extension of the Contract Time for any delay in the progress schedule caused as a result of the discovery and remediation of a Hazardous Substance may be granted by the Owner only if all remaining Work on the Project must be suspended and the delay cannot be made up elsewhere in the progress schedule. Any request for an extension of the Contract Time related to the discovery and remediation of a Hazardous Substance is subject to the provisions of Paragraph 4.3 and Article 8. (c) The Contractor shall be responsible for identification, abatement, cleanup, control, removal, remediation, and disposal of any Hazardous Substance brought into or upon the site by the Contractor or any Subcontractor or Supplier. The Contractor shall obtain any and all permits necessary for the legal and proper handling, transportation, and disposal of the Hazardous Substance and shall, prior to undertaking any abatement, cleanup, control, removal, remediation, and disposal, notify the Owner and the Architect/Engineer so that they may observe the activities; provided, however, that it shall be the Contractor's sole responsibility to comply with all applicable laws, rules, regulations, or ordinances governing the activities. (d) Spill Prevention Plan. At least seventy-two (72) hours prior to commencing performance of any of the Work at the Project site, the Contractor shall submit to the Owner for review and approval a Spill Prevention and Response Plan (SPRIT) meeting the requirements of federal and state law, rules, and regulations. The SPRP shall be specially designed for the Contractor's planned work methods and procedures.. The SPRP shall be designed to complement all applicable safety standards, fire prevention regulations, and pollution prevention policies and procedures. The SP1tP shall include estimates of the quantity and rate of flow should equipment fail, and detail containment or diversionary structures to prevent spills from leaving the site or migrating into adjacent properties or navigable waters. "lhe SPRP shall include methods of recovery or spilled materials and all applicable twenty-four (24) hour emergency phone numbers, including without limitation that of the Owner's Project Manager or other designated representative. The Contractor shall not commence any field work prior to approval of such plan by the Owner. The following additional rules shall apply with respect to spills caused by the Contractor or a Subcontractor: (1) The Contractor shall immediately report any spill or release at the Project site, whether or not it is associated with this Contract, to the Owner's Project Manager or other designated representative. Thereafter, within two (2) working days after the occurrence of EXHIBIT 1 such event, the Contractor shall submit a written report describing such event in a degree of detail reasonably acceptable to the Owner. (2) The Contractor shall immediately respond in accordance with the SPRP in the event of a spill, (3) The Contractor shall dispose of spilled materials in accordance with EPA and Texas Commission on Environmental Quality (TCEQ) regulations and any other applicable federal, state, or local laws, rules, or regulations. In connection with such disposals, the Contractor shall use only those transporters and disposal facilities that are approved in advance in writing by the Owner. A copy of all transport manifests for the spilled materials shall be obtained and retained in the Contractor's records for reference purposes, to be provided upon request of the Architect/Engineer, the Owner, or any governmental regulatory agency with jurisdiction over the matter. ALL COSTS OF COLLECTION, CONTAINMENT, AND DISPOSAL OF SPILLED MATERIALS SHALL BE THE SOLE RESPONSIBILITY OF THE CONTRACTOR. (4) For purposes of this Subparagraph (e), the term "spill" includes any kind of environmental discharge or release. (e) Clean Air Management Plan. The Contractor shall comply with the Clean Air Management Plan submitted to and approved by the Owner during the contractor selection process. The Owner reserves the right, at the Contractor's sole expense, to require the removal or retrofitting of any equipment used in the course of construction that does not comply with the Plan submitted to and approved by the Owner. (f) The Contractor shall deposit surplus or waste excavation or other materials removed as part of the Work at a legal disposal site in accordance with all applicable state, federal, and local laws, rules, regulations, and ordinances. The Contractor shall submit to the Owner for review and approval all planned disposal sites or proposed uses for the surplus or waste excavation or other materials prior to removal of any excavation or other material from the Project site. A copy of all transport manifests for surplus or waste excavation or other materials shall be obtained and retained in the Contractor's records for reference purposes, to be provided upon request to the Architect/Engineer, the Owner, or any governmental regulatory agency with jurisdiction over the matter. (g) The Contractor is responsible for obtaining all TXPDES Storm Water Permits from TCEQ for construction of the Project under regulations contained in 40 CFR Part 122, as amended, pursuant to the Clean Water Act, 33 U.S.C.A. §§ 1251 et seq. These regulations require the filing of a notice of intent to obtain and abide by the general storm water permit for construction activities promulgated by EPA, including but not limited to cleaning, grading, and excavation that disturb the applicable amount of total land area. In addition, the Contractor shall comply with all regulations of the Owner relating to storm water and storm water runoff management at the Project site pursuant to Chapter 19, Article IX, Denton City Code, as amended. (h) The Contractor shad not install any materials in the performance of the Work, that contain asbestos or asbestos-related material such as hydrated mineral silicate, including chrysolite, arnosite, crocidolite, tremolite, anthophylite or actinolite, whether friable or non -friable. EXHIBIT I I (i) The Owner reserves the right in its sole option to exercise the following rernedies (without waiving the right to pursue the imposition of any civil or criminal fines or penalties that nay be imposed under state, federal, or local laws or ordinances), at no additional cost to the Owner and without an extension of the Contract Time, in the event the Contractor fails or refuses after seven (7) days advance written notice from the Owner to comply with the provisions of this Paragraph 10.10, the terms of the SPRP, the terms of the Clean Air Management Plan, any storm water permit or other environmental permit issued in connection with the Work, or any applicable environmental law, rule., regulation, or ordinance: (1) suspend all or any portion of the Work until the noncompliance is corrected, or until a detailed plan to achieve compliance within a reasonably prompt period of time is prepared by the Contractor and approved by the Owner; (2) if the Contractor fails to properly address the noncompliance within the time stipulated by the Owner, perform the necessary remediation orcorrection work and backcharge the Contractor for the cost of the remediation or correction; or (3) terminate the Contract for cause as provided in Article 13. ARTICLE 11 INSURANCE AND BONDS 11.1 CONTRACTOR'S INSURANCE Contractors shall refer to Attachment A for all City of Denton insurance requirements. 11.2 PROPERTY INSURANCE Contractors shall refer to Attachment A for all City of Denton insurance requirements. 11.3 'UMBRELLA'LIABILITY INSURANCE Contractors shall refer to Attachment A for all City of Denton insurance requirements. 11.4 POLICY ENDORSEMENTS AND SPECIAL CONDITIONS Contractors shall refer to Attachment A for all City of Denton insurance requirements. 11.6 PERFORMANCE AND PAYMENT BONDS (a) Subject to the provisions of Subparagraph 11.3(b), the Contractor shall, with the execution and delivery of the Construction Services Agreement, furnish and file with the, Owner in the amounts required in this Paragraph, the surety bonds described in Clauses (a)(1) and. (a)(2) below, which surety bonds shall be in accordance with the Charter of the City of Denton and the provisions of Chapter 2253, Texas Government Code, as amended; each bond shall be signed by the Contractor, as Principal, and by an established bonding company, as surety, meeting the requirements of Subparagraph 11.3(c) and approved by the Owner. The surety bonds shall be accompanied by an appropriate Power -of -Attorney clearly establishing the extent and limitations of the authority of each signer to so sign: EXHIBIT 1 (1) Performance Bond. A good and sufficient bond in an amount equal to 100% of the total Contract Sum, guaranteeing the full and faithful execution of the Werk and performance of the Contract in accordance with Plans, Specifications and all.. other Contract Documents, including any Amendments thereof, for the protection of the Owner. This bond shall also provide for the repair and maintenance of all defects due to faulty. materials and workmanship that appear within a period of two (2) year from the date of final completion and acceptance of the improvements by the Owner or lesser or longer periods as may be otherwise designated in the Contract Documents. (2) Payment Bond. A good and sufficient bond in an amount equal to 100% of the total Contract Sum, guaranteeing the full and prompt payment of all claimants supplying labor or materials in the prosecution of the Work provided for in the Contract Documents and any Amendments thereto, and for the use and protection of each claimant. (b) If the Contract Sum, including Owner -accepted alternates and allowances, if any, is greater than $100,000, Performance in 100% of the Contract Sum are mandatory and shall be provided by the Contractor. If the Contract Sum is greater than $50,000 but less than or equal to $100,000, only a Payment Bond in 100% of the Contract amount is mandatory,; provided, however, that the Contractor may elect to furnish a Performance Bond in the same amount if the Contractor so chooses. If the Contract Sum is less than or equal to $25,000, the Contractor may elect not to provide Performance and Payment Bonds; provided that in such event, no money will be paid to the Contractor until final completion and acceptance of all work by Owner. If the Contractor elects to provide Performance and Payment Bonds 100% of the total Contract Sum, progress payments in accordance with these General Conditions shall be disbursed. (c) No surety will be accepted by the Owner who is now in default or delinquent on any bonds or who is a party to any litigation against the Owner. All bonds shall be made and executed on the Owner's standard forms, shall be approved by the Owner, and shall be executed by not less than one corporate surety that is authorized and admitted to do business in the State of Texas, is licensed by the State of Texas to issue surety bonds, is listed in the most current United 'States Department of the Treasury List of Acceptable Sureties, and is otherwise acceptable to the Owner. Each bond shall be executed by the Contractor and the surety, and shall specify that legal venue for enforcement of each bond shall lie exclusively in Denton County, Texas. Each surety shall designate an agent resident in Denton County, Texas to whom any requisite statutory notices may be delivered and on whom service of process may be had in matters arising out of the suretyship. (d) The person or persons, partnership, company, firm, Limited Liability Company, association, corporation, or other business entity to whom the Contract is awarded shall, within ten (10) days after such award, sign the required Contract with the Owner and provide the necessary surety bonds and evidence of insurance as required under the Contract Documents. No Contract shall be binding on the Owner until it has been approved as to form by the City Attorney, executed for the Owner by the City Manager, the performance and payment bonds and evidence of insurance have been furnished as required by the Contract Documents, and the fully executed contract has been delivered to the Contractor. (e) The failure of the Contractor to execute the Contract or deliver the required statutory bonds and evidence of insurance within ten (10) days after the Contract is awarded or as soon thereafter as the Owner can assemble and deliver the Contract shall constitute a material breach of the Contractor's bid proposal and the Owner may rescind the Contract award and collect or retain EXHIBIT 1 the proceeds of the bid security. By reason of the uncertainty of the market prices or materials and labor, and it being impracticable and difficult to determine accurately the amount of damages occurring to the Owner by reason of the Contractor's failure to execute and furnish the statutory bonds and to sign the Contract within ten (10) days, the filing of a bid proposal with the accompanying bid security will be considered as an acceptance of this Subparagraph 11.3(e). In the event the Owner should re -advertise for bids, the defaulting Contractor shall not be eligible to bid, and the lowest responsible bid obtained in the re -advertisement shall be the bid referred to in this Paragraph. ARTICLE 12 DEFECTIVE AND NONCONFORMING WORK 12.1 UNCOVERING OF WORK (a) If a portion of the Work is covered contrary to the Architect/Engineer's request or to requirements specifically expressed in the Contract Documents,. the Work must, if required in writing by the Architect/Engineer, be uncovered for the Architect/Engineer's observation and be replaced at the Contractor's expense without change in the Contract Time. (b) If a portion of the Work has been covered which the Architect/Engineer has not specifically requested to observe prior to it being covered, the Architect/Engineer may request to see such Work and it shall be uncovered by the Contractor. If such Work is in accordance with the Contract Documents, costs of uncovering and replacement shall, by appropriate Change Order, be charged to the Owner. If any Work is not in accordance with the Contract Documents, the Contractor shall pay the costs of uncovering, repair, replacement unless the condition was caused by the Owner or a separate contractor in which event the Owner shall be responsible for payment of such costs. 12.2 CORRECTION OF WORK (a) The Contractor shall promptly correct Work rejected by the Architect/Engineer as failing to conform to the requirements of the Contract Documents, whether observed before or after Substantial Completion and whether or not fabricated, installed or completed. The Contractor shall bear costs of correcting such rejected Work, including additional testing and inspections and compensation for the Architect/Engineer's services and expenses made necessary thereby. (b) If any of the Work is found to be defective or nonconforming with the requirements of the Contract Documents, the Contractor shall correct it promptly after receipt of written notice from the Architect/Engineer or the Owner to do so unless the Owner has previously given the Contractor a written acceptance or waiver of the defect or nonconformity. The Contractor's obligation to correct defective or nonconforming Work remains in effect for: (1) one year after the date of Substantial Completion of the Work or designated portion of the Work; (2) one year after the date for commencement of warranties established by agreement in connection with partial occupancy under Subparagraph 9.8(a); or (3) the stipulated duration of any applicable special warranty required by the Contract Documents. EXHIBIT 1 (c) The one-year period described in Clauses (b)(1) and (b)(2) shall be extended with respect to portions of the Work performed, repaired, or corrected after Substantial Completion by the period of time between Substantial Completion and the actual completion of the Work. (d) The obligations of the Contractor under this Paragraph 12.2 shall survive final acceptance of the Work and termination of this Contract. The Owner shall give notice to the Contractor promptly after discovery of a defective or nonconforming condition in the Work. The one-year period stated in Clauses (b)(1) and (b)(2) does not limit the ability of the Owner to require the Contractor to correct latent defects or nonconformities in the Work, which defects or nonconformities could not have been discovered through reasonable diligence by the Owner or the Architect/Engineer at the time the Work was performed or at the time of inspection for certification of Substantial Completion or Final Completion. The one year period also does not relieve the Contractor from liability for any defects or deficiencies in the Work that may be discovered after the expiration of the one year correction period. (e) The Contractor shall remove from the Project site portions of the Work which are not in accordance with the requirements of the Contract Documents and are neither corrected by the Contractor nor accepted by the Owner. (f) If the Contractor fails to correct defective or nonconforming Work within a reasonable time after notice from the Owner or the Architect/Engineer, the Owner may correct it in accordance with Paragraph 2.4. If the Contractor does not proceed with correction of defective or nonconforming Work within a reasonable time fixed by written notice from the Architect/Engineer, the Owner may remove or replace the defective or nonconforming Work and store the salvageable materials or equipment at the Contractor's expense. If the Contractor does not pay costs of removal and storage within ten days after written notice, the Owner may, upon ten (10) additional days written notice, sell the materials and equipment at auction or at private sale and shall account for the proceeds after deducting costs and damages that should have been borne by the Contractor, including compensation for the Architect/Engineer's services and expenses made necessary as a result of the sale. If the proceeds of sale do not cover costs which the Contractor should have borne, the Contract Sum shall be reduced by the deficiency. If payments due to the Contractor then or thereafter are not sufficient to cover the deficiency, the Contractor shall pay the difference to the Owner. (g) The Contractor shall bear the cost of correcting destroyed or damaged construction of the Owner or separate contractors, whether the construction is completed or partially completed, that is caused by the Contractor's correction or removal of Work which is not in accordance with the requirements of the Contract Documents. (h) Nothing contained in this Paragraph 12.2 shall be construed to establish a period of limitation with respect to other obligations which the Contractor might have under the Contract Documents. Establishment of the one-year time period as described in Subparagraph 12.2(b) relates only to the specific obligation of the Contractor to correct the Work, and has no relationship to the time within which the obligation to comply with the Contract Documents may be sought to be enforced, nor to the time within which proceedings may be commenced to establish the Contractor's liability with respect to the Contractor's obligations other than specifically to correct the Work. EXHIBIT 1 (i) Any Work repaired or replaced pursuant to this Article 12 shall be subject to the provisions of Article 12 to the same extent as Work originally performed or installed. 12.3 ACCEPTANCE OF NONCONFORMING WORK The Owner may, in the Owner's sole discretion, accept Work which is not in accordance with the requirements of the Contract Documents instead of requiring its removal and correction, in which case the Contract Sum will be reduced as appropriate and equitable. The adjustment will be accomplished whether or not final payment has been made. ARTICLE 13 COMPLETION OF THE CONTRACT; TERMINATION; TEMPORARY SUSPENSION 13.1 FINAL COMPLETION OF CONTRACT The Contract will be considered completed, except as provided in any warranty or maintenance stipulations, bond, or by law, when all the Work has been finally completed, the final inspection is made by the Architect/Engineer, and final acceptance and final payment is made by the Owner. 13.2 WARRANTY FULFILLMENT Prior to the expiration of the specified warranty period provided for in the Contract Documents, the Architect/Engineer will make a detailed inspection of the Work and will advise the Contractor and the Contractor's Surety of the items that require correction. The Architect/Engineer will make a subsequent inspection and if the corrections have been properly performed, the Architect/Engineer will issue a letter of release on the maintenance stipulations to the Contractor and the Surety. If for any reason the Contractor has not made the required corrections before the expiration of the warranty period, the warranty provisions as provided for in the Contract Documents shall remain in effect until the corrections have been properly performed and a letter of release issued. 13.3 TERMINATION BY THE OWNER FOR CAUSE (a) Notwithstanding any other provision of these General Conditions, the Work or any portion of the Work may be terminated immediately by the Owner for any good cause after giving seven (7) days advance written notice and opportunity to cure to the Contractor, including but not limited to the following causes: (1) Failure or refusal of the Contractor to start the Work within ten (10) days after the date of written notice by the Owner to commence the Work. (2) A reasonable belief that the progress of the Work being made by the Contractor is insufficient to complete the Work within the specified time. (3) Failure or refusal of the Contractor to provide sufficient and proper equipment or construction forces to properly execute the Work in a timely manner. (4) A reasonable belief that the Contractor has abandoned the Work. (5) A reasonable belief that the Contractor has become insolvent, bankrupt, or otherwise financially unable to carry on the Work. EXHIBIT 1 (6) Failure or refusal on the part of the Contractor to observe any requirements of the Contract Documents or to comply with any written orders given by the Architect/Engineer or the Owner as provided for in the Contract Documents. (7) Failure or refusal of the Contractor to promptly make good any defects in materials or workmanship, or any defects of any nature, the correction of which has been directed in writing by the Architect/Engineer. (8) A reasonable belief by the Owner that collusion exists or has occurred for the purpose of illegally procuring the Contractor a Subcontractor, or that a fraud is being perpetrated on the Owner in connection with the construction of Work under the Contract. (9) Repeated and flagrant violation of safe working procedures. (10) The filing by the Contractor of litigation against the Owner prior to completion of the Work. (b) When the Work or any portion of the Work is terminated for any of the causes itemized above or for any other cause except termination for convenience pursuant to Subparagraph 13.3(e), the Contractor shall, as of the date specified by the Owner, discontinue the Work or portion of the Work as the Owner shall designate, whereupon the surety shall, within twenty (20) days after the written notice of termination for cause has been served upon the Contractor and the surety or its authorized agents, assume the obligations of the Contractor for the Work or that portion of the Work which the Owner has ordered the Contractor to discontinue and may: (1) perform the Work with forces employed by the surety; (2) with the written consent of the Owner, tender a replacement contractor to take over and perform the Work, in which event the surety shall be responsible for and pay the amount of any costs required to be incurred for the completion of the Work that are in excess of the amount of funds remaining under the Contract as of the time of the termination; or (3) with the written consent of the Owner, tender and pay to the Owner in settlement the amount of money necessary to finish the balance of uncompleted Work under the Contract, correct existing defective or nonconforming Work, and compensate the Owner for any other loss sustained as a result of Contractor's default. In the event of termination for cause involving. Clause (b)(1) or (b)(2), the Surety shall assume the Contractor's place in all respects, and the amount of funds remaining unpaid under the Contract shall be paid by the Owner for all Work performed by the surety or the replacement contractor in accordance with the terms of the Contract Documents, subject to any rights of the Owner to deduct any costs, damages, or liquidated or actual damages that the Owner may have incurred, including but not limited to additional fees and expenses of the Architect/Engineer and attorneys fees, as a result of such termination. (c) The balance of the Contract Sum remaining at the time of the Contractor's default and of the termination shall become due and payable to the surety as the Work progresses, subject to all of the terms, covenants, and conditions of the Contract Documents. If the surety does not, within the time specified in Subparagraph 13.3(b), exercise its obligation to assume the obligations of the Contract, or that portion of the Contract which the Owner has ordered the EXHIBIT 1 Contractor to discontinue, then the Owner shall have the power to complete the Work by contract or otherwise, -as it may deem necessary. The Contractor agrees that the Owner shall have the right to take possession of or use any or all of the materials, plant, tools, equipment, supplies, and property of every kind provided by the Contractor for the purpose of the Work, and to procure other tools, equipment, labor, and materials for the completion of the Work, and to charge to the account of the Contractor the expenses of completion and labor, materials, tools, equipment, and incidental expenses. The expenses incurred by the Owner to complete the Work shall be deducted by the Owner out of the balance of the Contract Sum remaining unpaid to or unearned by the Contractor. The Contractor and the surety shall be liable to the Owner for any costs incurred in excess of the balance of the Contract Sum for the completion and correction of the Work, and for any other costs, damages, expenses (including but not limited to additional fees of the Architect/Engineer and attorney's fees), and liquidated or actual damages incurred as a result of the termination. (d) The Owner shall not be required to obtain the lowest bid for the Work of completing the Contract as described in Subparagraph 13.3(c), but the expenses to be deducted from the Contract Sum shall be the actual cost of such Work. In case the Owner's expense is less than the sum which would have been payable under the Contract, if the same had been completed by the Contractor, then the Owner may pay to the Contractor (or the Surety, in the event of a complete termination for cause) the difference in the cost, provided that the Contractor (or the Surety) shall not be entitled to any claim for damages or for loss of anticipated profits. In case such expenses for completion shall exceed the amount which would have been payable under the Contract if the same had been completed by the Contractor, then the Contractor and his Sureties shall pay the amount of the excess to the Owner on notice from the Owner for excess due. When only a particular part of the Work is being carried on by the Owner by contract or otherwise under the provisions of this Subparagraph, the Contractor shall continue the remainder of the Work in conformity with the terms of the Contract, and in such manner as not to hinder or interfere with the performance of workmen employed and provided by the Owner. (e) The right to terminate this Contract for the convenience of the Owner (including but not limited to nonappropriation of funding) is expressly retained by the Owner. In the event of termination for convenience, the Owner shall deliver at least ten (10) days advance written notice of termination for convenience to the Contractor. Upon the Contractor's receipt of such written notice, the Contractor shall cease the performance of the Work and shall take reasonable and appropriate action to secure and protect the Work in place. The Contractor shall then be reimbursed by the Owner in accordance with the terms and provisions of the Contract Documents, not to exceed actual labor costs incurred, materials stored at the Project site or away from the Project site as approved by the Owner but not yet paid for, plus actual, reasonable, and documented termination charges, if any, paid by the Contractor in connection with the Work in place which is completed and in conformance with the Contract Documents to the date of termination for convenience. No amount shall ever be due to the Contractor for lost or anticipated profits. 13.4 TEMPORARY SUSPENSION OF THE WORK (a) The Work or any portion of the Work may be temporarily suspended by the Owner immediately upon written notice to the Contractor for any reason, including but not limited to: (1) the causes described in Clauses 13.1(a)(1) through (a)(10) above; EXHIBIT 1 (2) where other provisions in the Contract Documents require or permit temporary suspension of the Work; (3) situations where the Work is. threatened by, contributes to, or causes an immediate threat to public health, safety, or security; or (4) other unforeseen conditions or circumstances. (b) The Contractor shall immediately resume the temporarily suspended Work when ordered in writing by the Owner to do so. The Owner shall not under any circumstances be liable for any claim of the Contractor arising from a temporary suspension due to a cause described in Clause (a)(1) above; provided, however, that in the case of a temporary suspension for any of the reasons described under Clauses (a)(2) through (a)(4), where the Contractor is not a contributing cause of the suspension under one of those Clauses or where the provision of the Contract Documents in question specifically provides that the suspension is at no cost to the Owner, the Owner will make an equitable adjustment for the following items, provided that a claim is properly made by the Contractor under Subparagraph 4.3 of these General Conditions: (1) an equitable extension of the Contract Time, not to exceed the actual delay caused by the temporary suspension as determined by the Architect/Engineer and the Owner; (2) an equitable adjustment to the Contract Sum for the actual, necessary, and reasonable costs of properly protecting any Work that is finished or partially finished during the period of the temporary suspension (no profit and overhead shall be allowed on top of these costs); and (3) if it becomes necessary to move equipment from the Project site and then return it to the Project site when the Work is ordered to be resumed, an equitable adjustment to the Contract Sum for the actual, necessary, and reasonable cost of these moves; provided, however, that no adjustment shall be due if the equipment is moved to another Project site of the Owner. ARTICLE 14 MISCELLANEOUS PROVISIONS 14.1 GOVERNING LAW; COMPLIANCE WITH LAWS AND REGULATIONS (a) This Contract shall be governed by the laws and case decisions of the State of Texas, without regard to conflict of law or choice of law principles of Texas or of any other state. (b) This Contract is entered into subject to and controlled by the Charter and ordinances of the City of Denton and all applicable laws, rules, and regulations of the State of Texas and the Government of the United States of America. The Contractor shall, during the performance of the Work, comply with all applicable City codes and ordinances, as amended, and all applicable State and Federal laws, rules and regulations, as amended. EXHIBIT 1 14.2 SUCCESSORS AND ASSIGNS The Owner and the Contractor respectively bind themselves, their partners, successors, assigns, and legal representatives to the promises, covenants, terms, conditions, and obligations contained in the Contract Documents. The Contractor shall not assign, transfer, or convey its interest or rights in the Contract, in part or as a whole, without written consent of the Owner. if the Contractor attempts to make an assignment, transfer, or conveyance without the Owner's written consent, the Contractor shall nevertheless remain legally responsible for all obligations under the Contract Documents. The Owner shall not assign any portion of the Contract Sum due or to become due under this Contract without the written consent of the Contractor, except where assignment is compelled or allowed by court order, the terms of the Contract Documents, or other operation of law. 14.3 WRITTEN NOTICE Except as otherwise provided in Article 16, any notice, payment, statement, or demand required or permitted to be given under this Contract by either party to the other may be effected by personal delivery in writing or by mail, postage prepaid to the Project Manager or Superintendent of either party, or to an officer, partner, or other designated representative of either party. Mailed notices shall be addressed to the parties at an address designated by each party, but each party may change its address by written notice in accordance with this section. Mailed notices shall be deemed communicated as of three (3) days after mailing. 14.4 RIGHTS AND REMEDIES; NO WAIVER OF RIGHTS BY OWNER (a) The duties and obligations imposed on the Contractor by the Contract Documents and the rights and remedies available to the Owner under the Contract Documents shall be in addition to, and not a limitation of, any duties, obligations, rights, and remedies otherwise imposed or made available by law. (b) No action or failure to act by the Owner shall constitute a waiver of a right afforded the Owner under the Contract Documents, nor shall any action or failure to act by the Owner constitute approval of or acquiescence in a breach of the Contract by Contractor, except as may be specifically agreed in writing by Change Order or Supplemental Agreement. 14.5 INTEREST The Owner shall not be liable for interest on any progress or final payment to be made under the Contract Documents, except as may be provided by the applicable provisions of the Prompt Payment Act, Chapter 2251, Texas Government Code, as amended, subject to Paragraph 9.6(a) of these General Conditions. 14.6 OFFICERS OR EMPLOYEES OF THE OWNER NOT TO HAVE FINANCIAL INTEREST IN ANY CONTRACT OF THE OWNER No officer or employee of the Owner shall have a financial interest, direct or indirect, in any Contract with the Owner, or be financially interested, directly or indirectly, in the sale to the Owner of any land, materials, supplies or services, except, on behalf of the Owner as an officer or employee. Any violation of this article shall constitute malfeasance in office, and any officer or employee of Owner guilty thereof shall thereby forfeit his office or position. Any violation of this section, with the knowledge, express or implied, of the person, persons, partnership, company, firm, EXHIBIT 1 association or corporation contracting: with the Owner shall render the Contract involved voidable by the Owner's City Manager or City Council 14.7 VENUE This Contract is deemed to be performed in Denton County, Texas, and if legal action is necessary to enforce this Contract, exclusive venue shall lie in Denton County, Texas. 14.8 INDEPENDENT CONTRACTOR In performing the Work under this Contract, the relationship between the Owner and the Contractor is that of an independent contractor. The Contractor shall exercise independent judgment in . performing the Work and is solely responsible for setting working hours, scheduling or prioritizing the Work flow and determining the means and methods of performing the Work, subject only to the requirements of the Contract Documents. No term or provision of this Contract shall be construed as making the Contractor an agent, servant, or employee of the Owner, or making the Contractor or any of the Contractor's employees, agents, or servants eligible for the fringe benefits, such as retirement, insurance and worker's compensation, which the Owner provides to its employees. 14.9 NONDISCRIMINATION As a condition of this Contract, the Contractor covenants that he will take all necessary actions to insure that, in connection with any work under this Contract, the Contractor and its Subcontractors will not discriminate in the treatment or employment of any individual or groups of individuals on the grounds of race, color, religion, national origin, age, :sex, or handicap unrelated to job performance, either directly, indirectly or through contractual or other arrangements. The Contractor shall also comply with all applicable requirements of the Americans with Disabilities Act, 42 U.S.C.A. §§12101-12213, as amended. In this regard, the Contractor shall keep, retain and safeguard all records relating to his Contract or Work performed thereunder for a minimum period of three (3) years from final Contract completion, with full access allowed to authorized representatives of the Owner, upon request, for purposes of evaluating compliance with this and other provisions of the Contract 14.10 GIFTS TO PUBLIC SERVANTS (a) The Owner may terminate this Contract immediately if the Contractor has offered, conferred, or agreed to confer any benefit on a City of Denton employee or official that the City of Denton employee or official is prohibited by law from accepting. (b) For purposes of this Article, "benefit" means anything reasonably regarded as pecuniary gain or pecuniary advantage, including benefit to any other person in whose welfare the beneficiary has a direct or substantial interest, but does not include a contribution or expenditure made and reported in accordance with law. (c) Notwithstanding any other legal remedies, the Owner may require the Contractor to remove any employee of the Contractor from the Project who has violated the restrictions of this Article or any similar State or Federal law, and obtain reimbursement for any expenditures made to the Contractor as a result of the improper offer, agreement to confer, or conferring of a benefit to a City of Denton employee or official. EXHIBIT I ARTICLE 15 RIGHT TO AUDIT CONTRACTOR'S RECORDS By execution of the Building Construction Services Agreement, the Contractor grants the Owner the right to audit, at the Owner's election, all of the Contractor's records and billings relating to the performance of the Work under the Contract Documents. The Contractor agrees to retain its Project records for a minimum of five (5) years following completion of the Work. The Owner agrees that it will exercise the right to audit only at reasonable hours. City may review any and all of the services performed by Contractor under this Contract. Any payment, settlement, satisfaction., or release made or provided during the course of performance of this Contract shall be subject to City's rights as may be disclosed by an audit under this section. ARTICLE 16 NOTICE OF CONTRACT CLAIM This Contract is subject to the provisions of the Denton City Code, as amended, relating to requirements for filing a notice of a breach of contract claim against City. Contractor shall comply with the requirements of this ordinance as a precondition of any litigation relating to this Contract, in addition to all other requirements in this Contract related to claims and notice of claims. Should a conflict arise between the POI FP docuent, supplier terms, drawings, sweifications , > m construction document, or contract; the terms and conditions set forth in the Cit l of Denton General Conditions and the negotiated contract shall Prevail. EXHIBIT 1 x iit City of Denton ';pecial Terms and Conditions EXHIBIT 1 Contract Term It is the intention of the City of Denton to award a contract for construction of the project as described in the drawings and specifications. Materials and services undertaken pursuant to this RFP will be required to commence within fourteen (14) days of delivery of a Notice to Proceed. The services shall be accomplished per the Scope of Work as identified in Section III, the Procurement Process and Procedures as outlined in Section II, and shall conform to the requirements contained in the Technical Specification in Exhibit 2, and Technical Drawings in Exhibit 3. The Contract shall commence upon the issuance of a Notice to Proceed by the City of Denton and shall automatically expire upon completion of the work and acceptance by the City of Denton. Pricin Only firm, lump sum pricing with no escalation will be accepted for this project. Price Adiustments Price adjustments will not be allowed for this project unless a change in scope is approved that increases or decreases the amount of work required. Requests or proposals for changes in scope must be submitted in writing with documentation that provides justification for the change and supporting evidence that describes the basis for the cost change. Upon receipt of such request, the City of Denton reserves the right to either: accept the proposed change as competitive with the general market price at the time and issue appropriate authorizations or reject the increases within 30 calendar days after receipt of a properly submitted request. No work shall be undertaken on a proposed change until authorized by the City of Denton in the form of a Purchase 'Order change and/or other documentation appropriate to amending the contract. The request can be sent by e-mail to: purchasing@citvofdenton.com Or mail to: City of Denton Attn: Purchasing Manager RFP # 4811 901B Texas Street Denton, Texas 76209 Or call: City of Denton Purchasing (940) 349-7100 The City of Denton reserves the right to accept, reject, or negotiate any proposed price changes. uantities The quantities indicated on the drawings and in the Technical Specification are believed to be accurate but shall be considered only as estimates. The project requires complete and functional construction of the substation perimeter fence in accordance with the dimensions presented on the project docu dents. Differences between the quantities of material required and the estimated quantities will not be considered as basis for a change in the price for the project. In submitting a proposal, the proposer is stating that he has reviewed the project drawings and specifications and understands their intuit and has checked the quantities and dimension and is asserting that the proposal is intended to account for all conditions and quantities to complete the project as described in the plans and specification.. Substitutions Substitutions are not permitted without the written approval of the City of Denton Purchasing Department. For substitutions prior to the proposal deadline, this will be accomplished with a submittal EXHIBIT I to the Architect/Engineer, and approval by the City representative, and issuance of a written addendum. For substitutions after contract award, this will be accomplished with a submittal request to the Architect/Erigineer, and approval by the City representative, and issuance of a written contract change order. 'Product Chan es Duri pla Contract Term term without prior approval. Any The supplier shall not change specifications during the contract deviation in the specifications or change in the product must be approved in advance by the City of Denton: Notice of a change shall be submitted in writing to the Project Manager with the RFP number in the subjjcct line, for review. Products found to have changed specifications without notification., and acceptance, will be rejected and must be removed from the site at the supplier's expense. Products that have been installed shall be replaced at the supplier's expense. Patent Rights The contractor agrees to indemnify and hold harmless the City from any claim involving patent right infringement or copyrights on goods supplied. Asbestos Free Materials The contractor shall provide asbestos -free materials as represented by the Manufacturer's "Materials Safety Data Sheets" . whts to Data Documents, and fomptiter Softwareiwitershin) , Any software, research, reports studies, data; photographs, negative's or other documents, drawings or materials prepared by contractor in the performance of its obligations under this contract shall be the exclusive property of the City and all such materials shall be delivered to the City by the contractor upon completion, termination, or cancellation of this contract. Contractor may, at its own expense, keep copies of all its writings for its personal files, Contractor shall not use, willingly allow, or cause to have such materials used for any purpose other than the performance of contractor's obligations under this contract without the prior written consent of the City; provided, however, that contractor shall be allowed to use non -confidential materials for writing samples in pursuit of the work. The ownership rights described herein shall include, but not be limited to, the right to copy, publish, display, transfer, prepare derivative works, or otherwise use the works. Adding New Products or Services to the Contract after Award Following the Contract award, ADDITIONAL services of the same general Category that could have been encompassed in the award of this contract, mid that are not already on the contract, may be added. A formal written request may be sent to successful Contractor to provide a proposal on the additional services and shall submit proposal to the City as instructed. All submitted prices are subject to negotiation in accordance with Texas Governinent Code 2254. The City may accept or reject the proposal, and may issue a separate RFQ for the sery ' ices requested, after rejecting some, or all, of the proposal. The services covered under this provision shall conform to the statement of work, specifications, and requirements as outlined in the request. Contract changes shall be made in accordance with Local Government Code 251048. Samples Respondents must make samples available in accordance with the specification and upon request by the City of Denton prior to award with no costs to the City. EXHIBIT 1 Venue This agreement shall be governed by the law of the State of Texas and venue for its construction and enforcement shall lie in the courts of Denton County, Texas. Silence of Specifications The apparent silence of these specifications as to any detail or the apparent omission from it of a detailed description concerning any point, shall be regarded as a meaning that the only best commercial practices are to prevail. All interpretations of these specifications shall be made on the basis of this statement. Prevailina Wage Rates In accordance with Texas Government Code 2258, the awarded contractor shall comply with prevailing wage rates as defined by the United States Department of Labor Davis -Bacon Wage Determination at hitt ;ft r /www dol ovlwh&gontrract dbra.htm and at the Wage Determinations website www.wdol.gov for Denton County, Texas (WD -2509). Notwithstanding any other provision of this Contract, the awarded contractor hereby represents and warrants that the contractor shall pay to each of its employees a wage not less than what is currently known as the "Federal Minimum Wage" and any increase or amendments thereto. Furthermore, contractor shall produce proof of compliance with this provision by contractor to the City.. The City shall withhold payments due to contractor until contractor has complied with this provision. Prior to any payment being made for work satisfactorily completed and accepted, contractor shall submit wage rate affidavits with its billing documents affirming that all employees have been paid not less than the current "Federal Minimum Wage". Special Permitting Requirements The awarded contractor shall work with identified City staff to obtain the necessary permits for construction of the project. Contracts and Bonds Successful awarded contractor will be required to sign original contract and submit a performance and payment bonds for 100 percent of the total proposal submitted before work is to commence. The contractor shall assume all costs in increasing the bond limits if change orders are formally approved. Bonds shall be in accordance with the V.T.C.A Government Code Section 2253.021, as amended. The City shall normally return the proposal bonds within ten (10) working days after the proposal due date, except for the three top ranked firms. The three top ranked firms will be retained by the City until the required contract and bonds have been executed, after which they shall be returned. SPECIAL CONDITIONS FOR GRANT FUNDED PURCHASES DAVIS BACON COMPLIANCE REQUIREMENTS The Contractor shall comply with the requirements of the Davis -Bacon Wage Act and the Wage Rate Requirements under Section 1606 of the Recovery and Reinvestment Act (the Act) and shall indemnify the City from liability for any failure to pay wages in compliance with the Act. The contractor shall ensure that all laborers and mechanics employed in the performance of the project for which the EXHIBIT 1 assistance is provided, including those employed by subcontractors, are paid wages at rates not less than those prevailing on similar work in the locality as determined by the Secretary of Labor in accordance with subchapter IV of chapter 31 of title 40; United States Cod, (commonly referred to as the `Davis - Bacon Act'). The bidder who is awarded the Contract shall pay the wage rate in effect as of the date the Contract is awarded. The Contractor shall cooperate with the City by providing information in the form and frequency requested by the City concerning the type of work performed, the number of hours worked, and the hourly rates paid for the various types of work performed by all workers on the Project. The Contractor shall allow City staff to conduct on-site wage interviews and shall post information concerning the Act as requested by the City. All contractors and subcontractors must comply with Davis -Bacon Wage Rates and the Wage Rate Requirements of Section 1606 of the Recovery and Reinvestment Act. The a e Rate Re uiremeni as stated in the Reno a and l einvestmen Act Grant are as follows- 7FT S rll i" fS APR'L r# LI T ? AR Ici�ARDS WHEN WAGE" ,SAT' ' Note: Where necessary to make the context of these articles applicable to this award, the term "Contractor" shall mean "Recipient" and the term "Subcontractor" shall mean "Subrecipient or Subcontractor" per the following definitions. Recipient means the organization, individual, or other entity that receives an award from DOE and is financially accountable for the use of any DOE funds or property provided for the performance of the project, and is legally responsible for carrying out the terms and conditions of the award. Subrecipient means the legal entity to which a subaward is made and which is accountable to the recipient for the use of the funds provided. The term may include foreign or international organizations (such as agencies of the United Nations), Davis -Bacon Act (a) Definition.—"Site of the work"— (1) Means -- (i) The primary site of the work. The physical place or places where the construction called for in the award will remain when work on it is completed; and (ii) The secondary site of the work, if any. Any other site where a significant portion of the building or work is constructed, provided that such site is— (A) Located in the United States; and (B) Established specifically for the performance of the award or project; (2) Except as provided in paragraph (3) of this definition, includes any fabrication plants, mobile factories, batch plants, borrow pits, job headquarters, tool yards, etc., provided— (i) rovided—(i) They are dedicated exclusively, or nearly so, to performance of the award or project; and (ii) They are adjacent or virtually -adjacent to the "primary site of the work" as defined in paragraph (a)(1)(i), or the "secondary site of the work" as detined in paragraph of this definition; EXHIBIT 1 (3) Does not include permanent home offices, branch plant establishments, fabrication plants, or tool yards of a Contractor or subcontractor whose locations and continuance in operation are determined wholly without regard to a particular Federal award or project. In addition, fabrication plants, batch plants, borrow pits, job headquarters, yards, etc., of a commercial or material supplier which are established by a supplier of materials for the project before opening of bids and not on the Project site, are not included in the "site of the work." Such pennanernt, previously established facilities are not a part of the "site of the work" even if the operations for a period of time may be dedicated exclusively or nearly so, to the performance of a award. (b) (1) All laborers and mechanics employed or working upon the site of the work will be paid unconditionally and not less often than once a week, and without subsequent deduction or rebate on any account (except such payroll deductions as are permitted by regulations issued by the Secretary of Labor under the Copeland Act (29 CFR Part 3)), the full amount of wages and bona fide fringe benefits (or cash equivalents thereof) due at time of payment computed at rates not less than those contained in the wage determination of the Secretary of Labor which is attached hereto and made a part hereof„ or as may be incorporated for a secondary site of the work, regardless of any contractual relationship which may be alleged to exist between the Contractor and such laborers and mechanics. Any wage determination incorporated for a secondary site of the work shall be effective from the first day on which work under the award was performed at that site and shall be incorporated without any adjustment in award price or estimated cost. Laborers employed by the construction Contractor or construction subcontractor that are transporting portions of the building or work between the secondary site of the work and the primary site of the work shall be paid in accordance with the wage detcrmination applicable to the primary site of the work.. (2) Contributions made or costs reasonably anticipated for bona fide fringe benefits under section l(b)(2) of the Davis -Bacon Act on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of paragraph (e) of this article; also, regular contributions made or costs incurred for more than a weekly period (but not less often than quarterly) under plans, funds, or programs which cover the particular weekly period, are deemed to be constructively made or incurred during such period. (3) Such laborers and mechanics shall be paid not less than the appropriate wake rate and fringe benefits in the wage determination for the classification of work actually performed, without regard to skill, except as provided in the article entitled Apprentices and Trainees. Laborers or mechanics performing work in more than one classification may be compensated at the rate specified for each classification for the time actually worked therein; provided, that the employer's payroll records accurately set forth the time spent in each classification in which work is performed. (4) The wage determination (including any additional classifications and wage rates conformed under paragraph (c) of this article) and the Davis -Bacon poster (WH -1321) shall be posted at all times by the Contractor and its subcontractors at the site of the work in a prominent and accessible place where it can be easily seen by the workers. (c) (1) The Contracting Officer shall require that any class of laborers or mechanics which is not listed in the wage determination and which is to be employed under the award shall be classified in conformance with the wage determination. The Contracting Officer shall approve an additional classification and wage rate and fringe benefits therefore only when all EXHIBIT 1 the following criteria have been met: (i) The work to be performed by - the classification - requested is not performed by a classification in the wage detemaination. (ii) The classification is utilized in the area by the construction industry. (iii)The proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship to the wage rates contained in the wage determination. (2) If the Contractor and the laborers and mechanics to be employed in the classification (if known), or their representatives and the Contracting Officer agree on the classification and wage rate (including the amount designated for fringe benefits, where appropriate), a report of the action taken shall be sent by the Contracting Officer to the Administrator of the: Wage and Hour Division Employment Standards Administration U.S. Department of Labor Washington, DC 20210 The Administrator or an authorized representative will approve, modify, or disapprove every additional classification action within 30 days of receipt and so advise the Contracting Officer or will notify the Contracting Officer within the 30 -clay period that additional time is necessary. (3) In the event the Contractor, the laborers or mechanics to be employed in the classification, or their representatives, and the Contracting Officer do not agree on the proposed classification and wage rate (including the amount designated for fringe benefits, where appropriate), the Contracting Officer shall refer the questions, including the views of all interested parties and the recommendation of the Contracting Officer, to the Administrator of the Wage and Hour Division for determination. The Administrator, or an authorized representative, will issue a determination within 30 days of receipt and so advise the Contracting Officer or will notify the Contracting Officer within the 30 -day period that additional time is necessary. (4) `Elie: wage rate (including fringe benefits, where appropriate) determined pursuant to subparagraphs (c)(2) and (c)(3) of this article shall be paid to all workers performing work in the classification under this award from the first day on which work is performed in the classification. (d) Whenever the minimum wage rate prescribed in the award for a class of laborers or mechanics includes a fringe benefit which is not expressed as an hourly rate, the Contractor shall either pay the benefit as stated in the wage determination or shall pay another bona fide fringe benefit or an hourly cash equivalent thereof. (e) If the Contractor does not make payments to a trustee or other third person, the Contractor may consider as part of the wages of any laborer or mechanic the amount of any costs reasonably anticipated in providing bona fide fringe benefits under a plan or program; provided, that the Secretary of Labor has found, upon the written request of the Contractor, that the applicable standards of the Davis -Bacon Act have been met. The Secretary of Labor may require the Contractor to set aside in a separate account assets for the meeting of obligations under the plan or program. EXHIBIT 1 Rates of Wages The minimum wages to be paid laborers and mechanics under this award involved in performance of work at the project site, as determined by the Secretary of Labor to be prevailing for the corresponding classes of laborers and mechanics employed on projects of a character similar to the contract work in the pertinent locality, are included as an attachment to this award. These wage rates are minimum rates and are not intended to represent the actual wage rates that the Contractor may have to pay. Payrolls and Basic Records (a) Payrolls and basic records relating thereto shall be maintained by the Contractor during the course of the work and preserved for a period of 3 years thereafter for all laborers and mechanics working at the site of the work. Such records shall contain the name, address, and last 4 digits of the social security number of each such worker, his or her correct classification, hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in section 1(b) (2) (B) of the Davis -Bacon Act), daily and weekly number of hours worked, deductions made, and actual wages paid. Whenever the Secretary of Labor has found, under paragraph (d) of the article entitled Davis -Bacon Act, that the wages of any laborer or mechanic include the amount of any costs reasonably anticipated in providing benefits under a plan or program described in section 1(b)(2)(B) of the Davis -Bacon Act, the Contractor shall maintain records which show that the commitment to provide such benefits is enforceable, that the plan or program is financially responsible, and that the plan or program has been communicated in writing to the laborers or mechanics affected, and records which show the costs anticipated or the actual cost incurred in providing such benefits. Contractors employing apprentices or trainees under approved programs shall maintain written evidence of the registration of apprenticeship programs and certification of trainee programs, the registration of the apprentices and trainees, and the ratios and wage rates prescribed in the applicable programs. (b) (1) The Contractor shall submit weekly for each week in which any award work is performed a copy of all payrolls to the Contracting Officer. The payrolls submitted shall set out accurately and completely all of the information required to be maintained under paragraph (a) of this article. This information may be submitted in any form desired. Optional Form WH -347 (Federal Stock Number 029-005-00014-1) is available for this purpose and may be purchased from the -- Superintendent of Documents U.S. Government Printing Office Washington, DC 20402 The Prime Contractor is responsible for the submission of copies of payrolls by all subcontractors. (2) Each payroll submitted shall be accompanied by a "Statement of Compliance," signed by the Contractor or subcontractor or his or her agent who pays or supervises the payment of the persons employed under the award and shall certify — (i) That the payroll for the payroll period contains the information required to be maintained under paragraph (a) of this article and that such information is correct and complete; (ii) That each laborer or nnechanic (including each helper, apprentice, and trainee) employed on the award during the payroll period has been paid the full weekly wages earned, without rebate, either directly or indirectly, and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as set forth in the - EXHIBIT 1 Regulations, 29 CFR Part 3; and (iii)That each laborer or mechanic has been paid not less than the applicable wage rates and fringe benefits or cash equivalents for the classification of work performed, as specified in the applicable wage determination incorporated into the award. (3) The weekly submission of a properly executed certification set forth on the reverse side of Optional Form WH -347 shall satisfy the requirement for submission of the "Statement of Compliance" required by subparagraph (b)(2) of this article. (4) The falsification of any of the certifications in this article may subject .the Contractor or subcontractor to civil or criminal prosecution under Section 1001 of Title 18 and Section 3729 of Title 31 of the United States Code. (c) The Contractor or subcontractor shall make the records required under paragraph (a) of than article available for inspection, copying, or transcription by the Contracting Officer or authorized representatives of the Contracting Officer or the Department of Labor, The Contractor or subcontractor shall permit the Contracting Officer or representatives of the Contracting Officer or the Department of Labor to interview employees during working hours on the job. If the Contractor or subcontractor fails to submit required records or to make them available, the Contracting Officer may, after written notice to the Contractor, take such action as may be necessary to cause the suspension of any further payment. Furthermore, failure to submit the required records upon request or to make such records available may be grounds for debarment action pursuant to 29 CFR 5.12. Withholding of Funds The Contracting Officer shall, upon hitt or her own action or upon written request of an authorized representative of the Department of Tabor, withhold or cause to be withheld from the Contractor under this award or any other Federal award with the same Prime Contractor, or any other federally assisted award subject to Davis -Bacon prevailing wage requirements, which is held by the same Prime Contractor; so much of the accrued payments or advances as may be considered necessary to pay laborers and mechanics, including apprentices, trainees, and helpers, employed by the Contractor or any subcontractor the full amount of wages required by the award. In the event of failure to pay any laborer or mechanic, including any apprentice, trainee, or helper, employed or working on the site of the work, all or part of the wages required by the award, the Contracting Officer may, after written notice to the Contractor, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations have ceased. Apprentices and Trainees (a) Apprentices. (l) An apprentice will be permitted to work at less than the predetermined rate for the work they performed when they are employed -- (i) Pursuant to and individually registered in a bona fide apprenticeship program registered with the U.S. Department of Labor, Employment and Training Administration, Office of Apprenticeship and Training, Employer, and Labor Services (OAT.ELS) or with a State Apprenticeship Agency recognized by the OATELS; or (ii) In the first 90 days of probationary employment as an apprentice in such an apprenticeship program, even though not individually registered in the program, if EXHIBIT 1 certified by the OATELS or a State Apprenticeship Agency (where appropriate) to be eligible for probationary employment as an apprentice. (2) The allowable ratio of apprentices to journeymen on the job site in any craft classification shall not be greater than the ratio permitted to the Contractor as to the entire work force under the registered program. (3) Any worker listed on a payroll at an apprentice wage rate, who is not registered or otherwise employed as stated in paragraph (a)(1) of this article, shall be paid not less than the applicable wage determination for the classification of work actually performed. In addition, any apprentice performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. (4) Where a contractor is performing construction on a project in a locality other than that in which its program is registered, the ratios and wage rates (expressed in percentages of the journeyman's hourly rate) specified in the Contractor's or subcontractor's registered program shall be observed. Every apprentice must be paid at not less than the rate specified in the registered program for the apprentice's level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination. (5) Apprentices shall be paid fringe benefits in accordance with the provisions of the apprenticeship program. If the apprenticeship program does not specify fringe benefits, apprentices must be paid the full amount of fi"inge benefits listed on the wage determination. for the applicable classification. If the Administrator determines that a different practice prevails for the applicable apprentice classification, fringes shall be paid in accordance with that determination. (6) In the event OATELS, or a State Apprenticeship Agency recognized by OATELS, withdraws approval of an apprenticeship program, the Contractor will no longer be permitted to utilize apprentices at less than the applicable predetermined rate for the work performed until an acceptable program is approved. (b) Trainees. (1) Except as provided in 29 CFR 5.16, trainees will not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant to and individually registered in a program which has received prior approval, evidenced by formal certification by the U.S. Department of Labor, Employment and Training Administration, Office of Apprenticeship Training, Employer, and Labor Services (OATELS). The ratio of trainees to journeymen on the job site shall not be greater than permitted under the plan approved by OATELS. (2) Every trainee must be paid at not less then the rate specified in the approved program for the trainee's level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination, Trainecs shall be paid fringe benefits in accordance with the provisions of the trainee program. If the trainee program does not mention fringe benefits, trainees shall be paid the full amount of fringe benefits listed in the wage determination unless the Administrator of the Wage and Hour Division determines that there is an apprenticeship program associated with the corresponding journeyman wage rate in the EXHIBIT 1 wage determination which provides for less than full fringe benefits for apprentices. Any employee listed on the payroll at a trainee rate that is not registered and participating in a training plan approved by the OATELS shall be paid not less than the applicable wage rate in the wage determination for the classification of work actually performed. In addition, any trainee performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate in the wage determination for the work actually performed. (3) In the event OATELS withdraws approval of a training program, the Contractor will no longer be permitted to utilize trainees at less than the applicable predetermined rate for the work performed until an acceptable program is approved. (4) Equal employment opportunity. The utilization of apprentices, trainees, and journeymen under this article shall be in conformity with the equal employment opportunity requirements of Executive Order 11246, as amendedtnd 29 CFR Part 30. Compliance with Copeland Act Requirements The Contractor shall comply with the requirements of 29 CFR Part 3, which are hereby incorporated by reference in this award. Subcontracts (Labor Standards) (a) Definition. "Construction, alteration or repair," as used in this article means all types of work done by laborers and mechanics employed by the construction Contractor or construction subcontractor on a particular building or work at the site thereof, including without limitation— (1) Altering, remodeling, installation (if appropriate) on the site of the work of items fabricated off-site; (2) Painting and decorating; (3) Manufacturing or furnishing of materials, articles, supplies, or equipment on the site of the building or work; (4) Transportation of materials and supplies between the site of the work within the meaning of paragraphs (a)(1)(i) and (ii) of the "site of the work" as defined in the article entitled Davis Bacon Act of this award, and a facility which is dedicated to the construction of the building or work and is deemed part of the site of the work within the meaning of paragraph (2) of the "site of work" definition; and (5) Transportation of portions of the building or work between a secondary site where a significant portion of the building or work is constructed, which is part of the "site of the work" definition in paragraph (a) (1) (ii) of the Davis -Bacon Act article, and the physical place or places where the building or work will remain (paragraph (a) (1) (i) of the Davis Bacon Act article, in the "site of the work" definition). (b) The Contractor or subcontractor shall insert in any subcontracts for construction, alterations and repairs within the United States the articles entitled EXHIBIT 1 (1) Davis -Bacon Act; (2) Contract Work Hours and Safety Standards Act.-- Overtime Compensation (if the article is included in this award); (3) Apprentices and Trainees; (4) Payrolls and Basic Records; (5) Compliance with Copeland Act Requirements; (6) Withholding of Funds; (7) Subcontracts (Labor Standards); (8) Contract Termination — Debarment; (9) Disputes Concerning Labor Standards; (10) Compliance with Davis -Bacon and Related Act Regulations; and (11) Certification of Eligibility. (c) The Prime Contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor performing construction within the United States with all the award articles cited in paragraph (b). (d) (1) Within 14 days after issuance of the award, the Contractor shall deliver to the Contracting Officer a completed Standard Form (SF) 1413, Statement and Acknowledgment, for each subcontract for construction within the United States, including the subcontractor's signed and dated acknowledgment that the articles set forth in paragraph (b) of this article have been included in the subcontract. Within 14 days after the award of any subsequently awarded subcontract the Contractor shall deliver to the Contracting Officer an updated completed SF 1413 for such additional subcontract. (e) The Contractor shall insert the substance of this article, including this paragraph (e) in all subcontracts for construction within the United States. Contract Termination -- Debarment A breach of the award articles entitled Davis -Bacon Act, Contract Work Hours and Safety Standards Act -- Overtime Compensation, Apprentices and Trainees, payrolls and basic records, Compliance with, Copeland Act Requirements, Subcontracts (Labor Standards), Compliance with Davis -Bacon and Related Act Regulations, or Certification of Eligibility may be grounds for termination of the whole award or in part for the Recovery Act covered work only, and for debarment as a Contractor and subcontractor as provided in 29 CFR 5.12. Compliance with Davis -Bacon and Related Act Regulations EXHIBIT I All rulings and interpretations of the Davis -Bacon and Related Acts contained in 29 CFR Parts 1, 3, and 5 are hereby incorporated by reference in this award. Disputes Concerning Labor Standards The United States Department of Labor has set forth in 29 CFR Parts 5, 6, and 7 procedures for resolving disputes concerning labor standards requirements. Such disputes shall be resolved in accordance with those procedures and not the Disputes and Appeals as defined in 10 CFR 600-22. Disputes within the meaning of this article include disputes between the Contractor (and any of its subcontractors) and the contracting agency, the U.S. Department of Labor, or the employees or their representatives. Certification of Eligibility (a) By entering into this award, the Contractor certifies that neither it (nor he or she) nor any person or firm who has an interest in the Contractor's firm is a person or firm ineligible to be awarded Government awards by virtue of section 3(a) of the Davis -Bacon Act or 29 CFR 5.12(a)(1). (b) No part of this award shall be subcontracted to any person or firm ineligible for award of a Government award by virtue of section 3(a) of the Davis -Bacon Act or 29 CFR 5.12(a)(1). (c) The penalty for making false statements is prescribed in the U.S. Criminal Code, 18 U.S.C. 1001. Approval of Wage Rates All straight time wage rates, and overtime rates based thereon, for laborers and mechanics engaged in work under this award must be submitted for approval in writing by the head of the contracting activity or arepresentative expressly designated for this purpose, if the straight time wages exceed the rates for corresponding classifications contained in the applicable Davis -Bacon Act minimum wage determination included in the award. Any amount paid by the Contractor to any laborer or mechanic in excess of the agency approved wage rate shall be tit the expense of the Contractor and shall not be I e overtime, the reimbursed by the Government. If the Government refuses to authofi7- the use of the vertime, Contractor is not released from the obligation to pay* employees at the required overtime rates for any overtime actually worked. BUY AMERICAN ACT COMPLIANCE UIREMENTS The Contractor acknowledges to and for the benefit of the City of Denton that it understands the goods and services under this Agreement are being funded with monies made available by the American Reinvestment and Recovery Act of 2009 (Recovery Act) (or are being made available for a project being funded with monies made available by the Recovery Act) and section 1605 of such law contains provisions commonly known as "Buy American." The Buy American requirement prohibits the use of Recovery Act funds for a project for the construction, alteration, maintenance, or repair of a public building or public work unless all of the iron, steel, and manufactured goods used, in the project are produced in the United States ("Buy American requirement") including iron, steel, and manullactured goods provided by the Contractor pursuant to this Agreement. The Contractor hereby represents and warrants to and for the benefit of the Department of Energy (DOE11) grantee that (a) the Contractor has reviewed and understands the Buy American requirement, (b) all of the iron, steel, and manufactured goods used in the project will be and/or have been produced in the LJnited States in a manner that EXHIBIT I complies with the Buy American requirement, unless an exception to the requixement is approved, and (c) the Contractor will 'provide any further verified information, certification or assurance of compliance with this paragraph, or information necessary, to support an exception to the Buy American requirement, as may be' requested by the DOE grantee or DOE. Notwithstanding any other pr6vision of this Agreement, any failure to comply with this paragraph by the Contractor shall permit the DOE grantee to recover as darnages against the Contractor any loss, expense or cost (including without limitation attorney's fees) incurred by the DOE grantee resulting from any such failure (including without limitation any impairment or loss of funding, whether in whole or in part from DOE). Neither this paragraph (nor any provision of this Agreement necessary to give this paragraph force or effect) shall be amended or waived without the prior written consent of the DOE grantee. The regu1rements-Jo,r_ the qgyAmerican Art as stated in the __ Rer v _ry and_ Reinvestment Art Grant are as follows: REQUIRED USE OF AMERICAN IRON, STEEL, AND MANUFACTURED GOODS -- SECTION 1605 OF THE AMERICAN RECOVERY AND REINVESTMENT ACT OF 2009 (MAY 2009) THIS AWARD TER r IN APPLICABLE TO &NTY RECOYIERY ACT FUNDS—FOR RUCTION.ALTERATION AINTEIVIVWE OR REPAIR OF, pUBJICL1U1LDJNGyi OR CONST M TIMA TED LIHSS__ 'THAN S 7 44-7. 00 0., PUBLIC WORK AND TME TOT41, PROJECT VAL UE LV THISA �ARDTL;,RMA,IL,�,SVOAIIPLIEVTOA-LLSUgGRANLSAND—(COiNNTRACTS- a. Definitions. As used in this award term and condition— (1) Manufactured good means a good brought to the construction site for incorporation into the building or work that has been— (i) Processed into a specific form and shape; or (ii) Combined With other Taw material to create a material that has different properties than the properties of the individual raw materials. (2) Public building and public work means a public building of, and a public work of, a governmental entity (the United States; the District of Columbia; commonwealths, territories, ,and minor outlying islands of the United States; State and local governments; and multi - State, regional, or interstate entities which have governmental functions). These buildings and works may include, without limitation, bridges, dams, plants, highways, parkways, streets, subways, turinels, sewers, mains, power lines, pumping stations, heavy generators, railways, airports, terminals, docks, piers, wharves, ways, lighthouses, buoys, jetties, breakwaters, levees, and canals, and the construction, alteration, maintenance, or repair of such buildings and works. (3) Steel means an alloy that includes at least 50 percent iron, between .02 and 2 percent carbons, and may include other elements. b. Domestic preference. (1) This award term and condition implements Section 1605 of the American Recovery and Reinvestment Act of 2009 (Recovery Act) (Pub. L. 111--5), by requiring that all iron, steel, and manufactured goods used in the project are produced in the United States except as provided in paragraph (b)(3) and (b)(4) of this section and condition. EXHIBIT I (2) This requirement does not apply to the material listed by the Federal Government as follows: None [Award official to list applicable excepted materials or indicate "none"] (3) The award official may add other iron, steel, and/or manufactured goods to the list in paragraph (b)(2) of this section and condition if the Federal Government determines that -- (i) The cost of the domestic iron, steel, and/or manufactured goods would be unreasonable. The cost of domestic iron, steel, or manufactured goods used in the project is unreasonable when the cumulative cost of such material will increase the cost of the overall project by more than 25 percent; (ii) The iron, steel, and/or manufactured good is not produced, or manufactured in the United States in sufficient and reasonably available quantities and of a satisfactory quality; or (iii)The application of the restriction of section 1605 of the Recovery Act would be inconsistent with the public interest. c. Request for determination of inapplicability of Section 1605 of the Recovery Act. (1) Any recipient request to use foreign iron, steel, and/or manufactured goods in accordance with paragraph (b) (3) of this section shall include adequate information for Federal Government valuation of the request, including— (A) A description of the foreign and domestic iron, steel, and/or manufactured goods; (B) Unit of measure; (C) Quantity; (D) Cost; (E) Time of delivery or availability; (F) Location of the project; (G)Natne and ,Address ot' the proposed supplier; and (H)A detailed justification of the reason for use of foreign iron, steel, and/or manufactured goods cited in accordance with paragraph (b) (3) of this section. (i) A request based on unreasonable cost shall include a reasonable survey of the market and a completed cost comparison table in the format in paragraph (d) of this section. (ii) The cost of iron, steel, and/or manufactured goods material shall include all delivery costs to the construction site and any applicable duty. (iii)Any recipient request for a determination submitted after Recovery Act funds Dave been obligated for a project for construction, alteration, maintenance, or repair shall explain why the recipient could not reasonably foresee the need for such determination and could not have requested. the determination before the funds were obligated. If the recipient does not submit a satisfactory explanation, the award official need not make a determination. (2) If the Federal Government determines after funds have been obligated for a project for construction, alteration, maintenance, or repair that an exception to section 1605 of the Recovery Act applies, the award ofticial will amend the award to allow use of the foreign iron, steel, and/or relevant manufactured goods. When the basis for the exception is non- availability or public interest, the amended award shall reflect adjustment of the award amount, redistribution of budgeted funds, and/or other actions taken to cover costs associated EXHIBIT 1 with acquiring or using the foreign iron, steel, and/or relevant manufactured goods. When the basis for the exception is the unreasonable cost of the domestic iron, steel, or manufactured goods, the award official shall adjust the award amount or redistribute budgeted funds by at least the differential established in 2 CFR 176.110(a). (3) Unless the Federal Government determines that an exception to section 1605 of the Recovery Act applies, use of foreign iron, steel, and/or manufactured goods is noncompliant with section 1605 of the American Recovery and Reinvestment Act. d. Data. To permit evaluation of requests under paragraph (b) of this section based on unreasonable cost, the Recipient shall include the following information and any applicable supporting data based on the survey of suppliers: List Foreign and Domestic Items Cost Comparison Cost Cyescri tion Unit of Measure Ouantity (dollars)* Item 1, - Foreign steel, iron, or manufactured good -- Domestic steel, iron, or manufactured ood Item 2: F oreign steel, ton, or €aaanufactured good Domestic steel, iron, or manufactured old name, address, telephone number, email address, and contact for suppliers surveyed. Attach copy of response; if oral, attach summary. Include other applicable supporting information. *Include all delivery costs to the construction site. EXHIBIT 1 EXHIBIT 1 STATE OF TEXAS COUNTY OF DENTON § Bond #1001027694 KNOW ALL MEN BY THESE PRESENTS: That Map Construction Services, LLC. whose address is 320 Little School Road, Kennedale, Texas 76060 hereinafter called Principal, and the U. S. Specialty Insurance Company, a corporation organized and existing under the laws of the State of Texas, and fully authorized to transact business in the State of Texas, as Surety, are held and firmly bound unto the City of Denton, a municipal corporation organized and existing under the laws of the State of Texas, hereinafter called Owner, in the penal sum of SIX HUNDRED AND SEVENTEEN THOUSAND, EIGHT HUNDRED AND ONE DOLLARS AND SIXTY-FIVE CENTS ($617,801.65), in lawful money of the United States, to be paid in Denton County, Texas, for the payment of which sum well and truly to be made, we hereby bind ourselves, our heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents. This Bond shall automatically be increased by the amount of any Change Order or Supplemental Agreement, which increases the Contract price, but in no event shall a Change Order or Supplemental Agreement, which reduces the Contract price, decrease the penal sum of this Bond. THE OBLIGATION TO PAY SAME is conditioned as follows: Whereas, the Principal entered into a certain Contract, identified by Ordinance, with the City of Denton, the Owner, dated the 21St DU of April, 2015, a copy of which is hereto attached and made a part hereof, for the Construction Services stated within Request for Proposals (RFP) #5753 — Construction of Airport Hangars. NOW, THEREFORE, if the Principal shall well, truly and faithfully perform and fulfill all of the undertakings, covenants, terms, conditions and agreements of said Contract in accordance with the Plans, Specifications and Contract Documents during the original term thereof and any extension thereof which may be granted by the Owner, with or without notice to the Surety, and during the life of any guaranty or warranty required under this Contract, and shall also well and truly perform and fulfill all the undertakings, covenants, terms, conditions and agreements of any and all duly authorized modifications of said Contract that may hereafter be made, notice of which modifications to the Surety being hereby waived; and, if the Principal shall repair and/or replace all defects due to faulty materials and workmanship that appear within a period of two (2) years from the date of final completion and final acceptance of the Work by the Owner; and, if the Principal shall fully indemnify and save harmless the Owner from all costs and damages which Owner may suffer by reason of failure to so perform herein and shall fully reimburse and repay Owner all outlay and expense which the Owner may incur in making good any default or deficiency, then this obligation shall be void; otherwise, it shall remain in full force and effect. EXHIBIT 1 PROVIDED FURTHER, that if any legal action be filed upon this Bond, exclusive venue shall lie in Denton County, State of Texas. AND PROVIDED FURTHER, that the said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract, or to the Work to be performed thereunder, or to the Plans, Specifications, Drawings, etc., accompanying the same, shall in anywise affect its obligation on this Bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract, or to the Work to be performed thereunder, or to the Plans, Specifications, Drawings, etc. This Bond is given pursuant to the provisions of Chapter 2253 of the Texas Government Code, as amended, and any other applicable statutes of the State of Texas. The undersigned and designated agent is hereby designated by the Surety herein as the Resident Agent in Denton County to whom any requisite notices may be delivered and on whom service of process may be had in matters arising out of such suretyship, as provided by Article 7.19-1 of the Insurance Code, Vernon's Annotated Civil Statutes of the State of Texas. IN WITNESS WHEREOF, this instrument is executed in two copies, each one of which shall be deemed an original, this the 12th day of May, 2015. ATTEST: PRINCIPAL 4! NirC°oilstr uct`suryvic, s LLQ BY FC1 TAI BY. /r V IISI D EN WITNESS: SURETY U. S. Specialty Insurance Company AT I'OI E Tracy Tucker The Resident Agent of the Surety in Denton County, Texas for delivery of notice and service of the process is: NAME: Laura Braun STREET ADDRESS: 804 Lake Grove Drive Little Elm, TX 75068 (NOTE: Date of Performance Bond must be date of Contract. If Resident Agent is not a corporation, give a person's name.) EXHIBIT 1 I' • 1l D � : �7►1'. STATE OF TEXAS COUNTY OF DENTON § Bond #1001027694 KNOW ALL MEN BY THESE PRESENTS: That Mag Construction Services, LLC. whose address is 320 Little School Road, Kennedale, Texas 76060 hereinafter called Principal, and the U. S. Specialty Insurance Company, a corporation organized and existing under the laws of the State of Texas, and fully authorized to transact business in the State of Texas, as Surety, are held and firmly bound unto the City of Denton, a municipal corporation organized and existing under the laws of the State of Texas, hereinafter called Owner, in the penal sum of SIX HUNDRED AND SEVENTEEN THOUSAND, EIGHT HUNDRED AND ONE DOLLARS AND SIXTY-FIVE CENTS ($617,801.65), in lawful money of the United States, to be paid in Denton, County, Texas, for the payment of which sum well and truly to be made, we hereby bind ourselves, our heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents. This Bond shall automatically be increased by the amount of any Change Order or Supplemental Agreement which increases the Contract price, but in no event shall a Change Order or Supplemental Agreement which reduces the Contract price decrease the penal sum of this Bond. THE OBLIGATION TO PAY SAME is conditioned as follows: Whereas, the Principal entered into a certain Contract, identified by Ordinance, with the City of Denton, the Owner, dated the 21" Day of April, a copy of which is hereto attached and made a part hereof, for the Construction Services stated within Request for Proposals (RFP) #5753 — Construction of Airport Hangars. NOW, THEREFORE, if the Principal shall well, truly and faithfully perform its duties and make prompt payment to all persons, firms, subcontractors, corporations and claimants supplying labor and/or material in the prosecution of the Work provided for in said Contract and any and all duly authorized modifications of said Contract that may hereafter be made, notice of which modifications to the Surety being hereby expressly waived, then this obligation shall be void; otherwise it shall remain in full force and effect. PROVIDED FURTHER, that if any legal action be filed on this Bond, exclusive venue shall lie in Denton County, Texas. AND PROVIDED FURTHER, that the said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract, or to the Work to be performed thereunder, or to the Plans, Specifications, Drawings, etc., accompanying the same, shall in anywise affect its obligation on this Bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract, or to the Work to be performed thereunder, or to the Plans, Specifications, Drawings, etc. EXHIBIT I This Bond is given pursuant to the provisions of Chapter 2253 of the Texas Government Code, as amended, and any other applicable statutes of the State of Texas. The undersigned and designated agent is hereby designated by the Surety herein as the Resident Agent in Denton County to whom any requisite notices may be delivered and on whom service of process may be had in matters arising out of such surety, as provided by Article 7.19-1 of the Insurance Code, Vernon's Annotated Civil Statutes of the State of Texas. IN WITNESS WHEREOF, this instrument is executed in two'copies, each one of which shall be deemed an original, this the 12th day of May, 2015. ATTEST: PRINCIPAL I1lag Cqlistl-tictiolrisel-vi�:es,I,I-C BY: SEC ARY BY: I E S I D 1­nNff WITNESS: BY: SURETY: LJ. S. Spec ia ftyjnsu rance BY­- ATTORj�-IN-FAC­` —Tracy Tucker The Resident Agent of the Surety in Denton County, Texas for delivery of notice and service of the process is: NAME: Laura Braun STREET ADDRESS: 804 Lake Grove Drive Little Elm, TX 75068 (NOTE: Date of Payment Bond must be date of Contract. If Resident Agent is not a corporation, give a person's name.) EXHIBIT 1 POWER OF ATTORNEY AMERICAN CONTRACTORS INDEMNITY COMPANY TEXAS BONDING COMPANY UNTIED STATES SURETY COMPANY U.S. SPECIALTY INSURANCE COMPANY KNOW ALL MEN BY THESE PRESENTS: That American Contractors Indemnity Company, a California corporation, Texas Bonding Company,'; an assumed name of American Contractors Indemnity Company of the State of California, a California corporation, United States Surety Company, a Maryland corporation and U.S. Specialty Insurance Company, A Texas corporation (collectively, the "Companies"), do by these presents make, constituted and appoint: TRACY D. TUCKER, W. LAWRENCE BROWN OR TOBIN TUCKER OF FORT WORTH, TEXAS its true and lawful Attomey(s)-in-fact, each in their separate capacity if more than one is named above, with full power and authority hereby conferred in its name, place and stead, to execute, acknowledge and deliver any and all bonds, recognizances, undertakings or other instruments or contracts of surteyship;to include riders, amendments, and consents of surety, providing the bond penalty does not exceed ***************TEN MILLION*************** Dollars ($ ***10,000,000:00** ), This Power of Attorney shall expire without further action on December 8, 2012. This Power of Attorney is granted under and by authority of the following resolutions adopted by the Boards of Directors of the Companies: Be it Resolved, that the President, any Vice -President, any Assistant Vice -President, any Secretary or any Assistant Secretary shall be and is hereby vested with full power and authority to appoint any one or more suitable persons as Attomey(s)-in-Fact to represent and act for and on behalf of the Company subject to the following provisions: Attorney -In -Fact may be given full power and authority for and in the name of and on behalf of the Company, to execute, acknowledge and deliver, any and all bonds, recognizances, contracts, agreements or indemnity and other conditional or obligatory undertakings and any and all notices and documents canceling or terminating the Company's liability thereunder, and any such instruments so executed by any such Attorney -in -Fact shall be binding upon the Company as if signed by the President and sealed and effected by the Corporate Secretary. - Be it Resolved, that the signature of any authorized officer and seal of the Company heretofore or hereafter affixed to any power of attorney or any certificate relating thereto by facsimile, and any power of attorney or certificate bearing facsimile signature or facsimile seal shall be valid and binding upon the Company with respect to any bond or undertaking to which it is attached. IN WITNESS WHEREOF, The Companies have caused this instrument to be signed and their corporate seals to be hereto affixed, this 151h day of June, 2009. AMERICAN CONTRACTORS INDEMNITY COMPANY TEXAS BONDING COMPANY UNTIED STATES SURETY COMPANY U.S. SPECIALTY INSURANCE COMPANY Corporate Seals CTDes 1r ¢p t r a ,. Is"`a°rs—s,f11 �51 SEAL �� + By: r• Daniel P. Aguilar, Vice President State of California County of Los Angeles SS: On this 15lh day of June, 2009, before me, V. Wright, a notary public, personally appeared Daniel P. Aguilar, Vice President of American Contractors Indemnity Company, Texas Bonding Company, United States Surety Company and U.S. Specialty Insurance Company who proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument___ and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. Signature (Seal) commission * 1826148 w Hotery Public Callfornfa Los Angeles Counly I jnwrrsia. L,gCfiroe Doc Q, 20AZ I, Jeannie J. Kim, Assistant Secretary of American Contractors Indemnity Company, Texas Bonding Company, United States Surety Company and U.S. Specialty Insurance Company, do hereby certify that the above and foregoing is a true and correct copy of a Power of Attorney, executed by said Companies, which is still in full force and effect; furthermore, the resolutions of the Boards of Directors, set out in the Power of Attorney are in full force and effect. In Witness Whereof, I have hereunto set my hand and affixed the seals of said Companies at Los Angeles, California this 12th day of May 2015 , Corporate Seals sac'; rP a��M @SEAL Bond No, 1,' ,°' Jeannie J. Kim, Assistant Secretary Agency No. 17031 v+" EXHIBIT 1 U.S. Specialty Insurance Company TEXAS COMPLAINT NOTICE IMPORTANT NOTICE AVISO IMPORTANTE 1. To obtain information or make a complaint 2. You may contact your agent. 3, You may call the company's toll free telephone number for information or to make a complaint at: 1-800-486-6695 4. You may also write to the company at: 601 S. Figueroa Street, Suite 1600 Los Angeles, CA 90017 5, You may contact the Texas Department of Insurance to obtain information on companies, coverages, rights, or complaints at: Zlt 6. You may write to the Texas Department of Insurance at: Consumer Protection (111-1A) P.O. Box 149091 Austin, TX 78714-9091 Fax No. (512) 475-1771 Web: http://www.tdi.state.tx.us E-mail: ConsumerProtection(c�tdi.state.tx.us Should you have a dispute concerning your premium or about a claim you should contact the agent or the company first. If the dispute is not resolved, you may contact the Texas Department of Insurance. T410130�.,�� This notice is for information only and does not become a part or condition of the attached document. Para obtener informacion o para someter una queja: Puede comunicarse con su agente. Usted puede llamar al numero de telefono gratis de la compania's para informacion o para someter una queja al: Usted tambien puede escribir a la compahia: 601 S. Figueroa Street, Suite 1600 Los Angeles, CA 90017 Puede comunicarse con el Departamento de Seguros de Texas para obtener informacion acerca de companies, coberturas, derechos, o quejas al: :II Puede escribir al Departamento de Seguros de Texas al: Consumer Protection (111-1A) P.O. Box 149091 Austin, TX 78714-9091 Fax No. (512) 475-1771 Web: http://www.tdi.state.tx.us E-mail: ConsumerProtectionQtdi.state.tx.us Si tiene una disputa concerniente a su prima o a un reclamo, Bebe comunicarse con el agente o la compania primero. Si no se resuelve la disputa, puede entonces comunicarse con el departamento (TDI). Esta aviso es solo para proposito de informacion y no se convierte en parte o condicion del documento adjunto. EXHIBIT 1 EXHIBIT 1 t@(I DATE (MMIDDIYYYY) CERTIFICATE IFICATE ®f LIABILITY INSURANCE 4/15/2015 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME,,,Denise Davis _ _... Champion Commercial Insurance Agency LLC ;HONK F ,,. (214)265-9020 FAX � . (u4) zes-laze 3025 Commerce StreetnRFq,.ddavis@chatripionins.com INSURER(S) AFFORDING COVERAGE NAIC q Dallas TX 75226 INSURER A :Scottsdale Ins. Co INSURED INSURER B MerCurV Insurance Company TX 29394 MAG Construction Services, LLC INSURERC:Texas Mutual Ins. Co. 320 Little School Road INSURER D Ameri can Zurich Insurance Comp 40142 l Kennedale TX 76060 1 INSURER F: COVERAGES CERTIFICATE NUMBER:15/16 Master 14/15 IM REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. YLTRADC5L"S"S$ 41 . LTR TYPE OF INSURANCE IucP (nnm POLICY NUMBER POLICY EFF POLICY EXP LIMITS IMMIDD/WWI MMtDt]fYYYY. GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 X COMMERCIAL GENERAL LIABILITY Ta accurrencal $ 100,000 A CLAIMS -MADE ® OCCUR CPS2153159 1/28/2015 1/28/2016 MED EXP (Any one person) $ 5,000 $ 1,000,000 PERSONAL & ADV INJURY GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER PRODUCTS -COMP/OP AGG $ 2,000,000 PRO- 0 ] $ .i POLICY 0 LOC AUTOMOBILE LIABILITY COMBINED SINGLE LIMP (FA APPJHP.nYY $ 1.000.000 X ANY AUTO BODILY INJURY (Per person) $ B ALL OWNED SCHEDULED A420000004813 /20/2015 /20/2016 BODILY INJURY (Per accident) $ AUTOS AUTOS mA _A _ _ NON -OWNED PROPERTY DAMAGE $ HIRED AUTOS '.....AUTOS (Pe.rac6,de,l .�.. $ X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 1,000,000 A EXCESS LIAB CLAIMS -MADE AGGREGATE $ 1,000,000 IlFr1 � RFTFNTIC)N$ 208455 1/28/2015 /28/2016 $ C WORKERS COMPENSATION 7X]7:_5,[ viA ITPR AND EMPLOYERS' LIABILITY Y/ N - _-'•a-�^--*^^-*� �� � ANY PROPRIETOR/PARTNER/EXECUTIVE EI EACH ACCIDENT $ 1.000.000 OFFICER/MEMBER EXCLUDED' N / A (Mandatory In NH) CSF0001247602 /28/2015 /28/2016 E.L DISEASE - EA EMPLOYEELL$` 1.000.000 es, describe under DESCRIPTION OF OPERATIONS helpty -- E,L DISEASE -POLICY LIMIT $ 1.000.000 D Inland Marine EC05580479 4/30/2014 4/30/2015 Scheduled Limit 15,600 B Auto Physical Damage BA420000004813 02/20/14 2/20/2016'' Comprehensive & Collision Ded 500 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, If more space Is required) CERTIFICATE HOLDER CANCELLATION Elton . brock@ cityofdenton . C SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Denton 901B Texas Street Denton, TX 76209 AUTHORIZED REPRESENTATIVE sl- Bruce Sams/KATE ACORD 25 (2010/05) ©1988-2010 ACORD CORPORATION. All rights reserved. INS025oninnsl m Tha Arripn name anri Innn arc rcnicfnrar( mar4c of ArnRn EXHIBIT 1 INSURANCE REQUIREMENTS AND i , ti ()UIREMENTS Respondent's attention is directed to the insurance requirements below. It is highly recommended that respondents cot fer with their respective insurance carriers or brokers to determine in advance of Proposal/Bid submission the availabdity of insurance certificates and endorsements as prescribed and provided herein. If an apparent low respondent fails to comply strictly with the insurance requirements, that respondent may be disquali ted from award gf'the contract. Upon contract award, all insurance requirements shall become contractual l obligations, which the successful contractor shall have a duty to maintain throughout the course of this contract. STANDARD PROVISIONS: Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. As soon as practicable after notification of contract award, Contractor shallfile with the Purchasing Department satisfactory certificates of insurance, containing lire contract number and title Of' the project. Contractor may, upon written request to the Purchasing Department, ask for clarification ication of any insurance requirements at any time, however, Contractors are strongly advised to make such requests prior to proposalAid opening, since the insurance requirements may not be modified or waived after proposal bid opening unless a written exception has been submitted with the proposal/bid Contractor shall not commence arty work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Denton. All insurance policies proposed or obtained in satisfirction of these requirements shall comply with the following ,general specifications, and shall be maintained in compliance with these general specifications throughout lite duration of the Contract, or longer, if so noted: • Each policy shall be issued by a company authorized to do business in the State of Texas with an A.M. Best Company rating of at least A. Any deductibles or self-insured retentions shall be declared in the proposal. If requested by the City, the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its officials, agents, employees and volunteers; or, the contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Liability policies shall be endorsed to provide the following: ■ Name as additional insured the City of Denton, its Officials, Agents, Employees and volunteers. ■ That such insurance- is primary to any other insurance available to the additional insured with respect to claims covered under the policy and that this insurance applies separately to each insured against whom claim is made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. • Cancellation: City requires 30 day written notice should any of the policies described on the certificate be cancelled or materially changed before the expiration date. EXHIBIT 1 • Should any of the required insurance be provided under a claims made form, Contractor shall maintain such coverage continuously throughout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. • Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. • Should any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfaction of this Contract shall additionally comply with the following marked specifications, and shall be maintained in cornpliarrce with these additional specifications throughout the duration of the Contract, or longer, if so noted. [X] A. General Liability Insurance: General Liability insurance with combined single limits of not less than $1,000,000.00 shall be provided and maintained by the Contractor. The policy shall be written on an occurrence basis either in a single policy or in a combination of underlying and umbrella or excess policies. If the Commercial General Liability form (ISO Form CG 0001 current edition) is used: • Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. • Coverage B shall include personal injury. • Coverage C, medical payments, is not required. If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Form GL 0404) is used, it shall include at least: • Bodily injury and Property Damage Liability for premises, operations, products and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. • Broad form contractual liability (preferably by endorsement) covering this contract, personal injury liability and broad form property damage liability. EXHIBIT 1 [X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $500,000 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include bodily injury and property damage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used in conjunction with this contract. Satisfaction of the above requirement shall be in the form of a policy endorsement for: • any auto, or • all owned hired and non -owned autos. [X] Workers Compensation Insurance Contractor shall purchase and maintain Worker's Compensation insurance which, in addition to meeting the minimum statutory requirements for issuance of such insurance, has Employer's Liability limits of at least $100,000 for each accident, $100,000 per each employee, and a $500,000 policy limit for occupational disease. The City need not be named as an "Additional Insured" but the insurer shall agree to waive all rights of subrogation against the City, its officials, agents, employees and volunteers for any work performed for the City by the Named Insured. For building or construction projects, the Contractor shall comply with the provisions of Attachment 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Worker's Compensation Commission (TWCC). [ ] Owner's and Contractor's Protective Liability Insurance The Contractor shall obtain, pay for and maintain at all times during the prosecution of the work under this contract, an Owner's and Contractor's Protective Liability insurance policy naming the City as insured for property damage and bodily injury which may arise in the prosecution of the work or Contractor's operations under this contract. Coverage shall be on an "occurrence" basis and the policy shall be issued by the same insurance company that carries the Contractor's liability insurance. Policy limits will be at least $500,000.00 combined bodily injury and property damage per occurrence with a $1,000,000.00 aggregate. [ ] Fire Damage Legal Liability Insurance Coverage is required if Broad form General Liability is not provided or is unavailable to the contractor or if a contractor leases or rents a portion of a City building. Limits of not less than each occurrence are required. [ ] Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000.00 per claim with respect to negligent acts, errors or omissions in connection with professional services is required under this Agreement. EXHIBIT 1 [ X] Builders' Risk Insurance Builders' Risk Insurance, on an All -Risk form for 100% of the completed value shall be provided. Such policy shall include as "Named Insured" the City of Denton and all subcontractors as their interests may appear. [ ] Commercial Crime Provides coverage for the theft or disappearance of cash or checks, robbery inside/outside the premises, burglary of the premises, and employee fidelity. The employee fidelity portion of this coverage should be written on a "blanket" basis to cover all employees, including new hires. This type insurance should be required if the contractor has access to City finds. Limits of not less than $ each occurrence are required. [] Additional Insurance Other insurance may be required on an individual basis for extra hazardous contracts and specific service agreements. If such additional insurance is required for a specific contract, that requirement will be described in the "Specific Conditions" of the contract specifications. [X] Workers' Compensation Coverage for Building or Construction Projects for Governmental Entities A. Definitions: Certificate of coverage ("certificate") -A copy of a certificate of insurance, a certificate of authority to self -insure issued by the commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or, TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on the project until the contractor's/person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ("subcontractor" in §406.096) - includes all persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner -operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. EXHIBIT 1 B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of "Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C. The Contractor must provide a certificate of coverage to the governmental entity prior to being awarded the contract. D. If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: I . a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing coverage for all persons providing services on the project; and 2. no later than seven days after receipt by the contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. F. The contractor shall retain all required certificates of coverage for the duration of the project and for one year thereafter. G. The contractor shall notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the contractor knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project. H. The contractor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. I. The contractor shall contractually require each person with whom it contracts to provide services- on a project, to: 1. provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the project, for the duration of the project; 2. provide to the contractor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees EXHIBIT 1 of the person providing services on the project, for the duration of the project; 3. provide the contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 4. obtain from each other. person with whom it contracts, and provide to the contractor: a. a certificate of coverage, prior to the other person beginning work on the project; and b. a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 5. retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6. notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and 7. Contractually require each person with whom it contracts, to perform as required by paragraphs (1) - (7), with the certificates of coverage to be provided to the person for whom they are providing services. J. By signing this contract or providing or causing to be provided a certificate of coverage, the contractor is representing to the governmental entity that all employees of the contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self-insured, with the commission's Division of Self -Insurance Regulation. Providing false or misleading information may subject the contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. K. The contractor's failure to comply with any of these provisions is a breach of contract by the contractor which entitles the governmental entity to declare the contract void if the contractor does not remedy the breach within ten days after receipt of notice of breach from the governmental entity. EXHIBIT I 1 It EXHIBIT 1 CityefDanlM RrIp 5153 , e-lysst ( a rrrr 'r e� tt� s ki nl7 a of swA*c ra�ztt r y0tv, rampay pro -video. fO'C* P MUjnnm,, of . F , 3jzo, mdscupc a work to his lidta b,. 711 f o Aq OF WE EXHIBIT 1 you eve,,r def ku1W ou sir &iJod to OOMPI-i a conuta ceder your c tpay. name, or, any other company nam e" If FA), where and w e and telephow numb 11, line yyott ever h coots cl ter tel by t. � f tea, Where d wb ' . . t le .a a Own- (s), 12 , has your It xx:Ipl a� ciMn, mP lxt CFS 10 " .ci ; In � 1926 " Gendral Crs t r "' aac 1y your . s cup c - ttW// es a, v,� I Dawe rch„ ®form?P cl -,tYPL PAT 5 X21' EXHIBIT 1 13. r. i ■.i i - r r please ro r a addro^ rr r i EXHIBIT 1 1, # sumo # 1' � ;_ pit ri . haw w YY d ; . h dP d in r� o4 9 ef 4t5e Ay" DaW Oompovy ..,- Pago 14. EXHIBIT 1 z RFFM ATT'' tttaken to ft Solicitaum Ondudan tilrt 4#c I,Ouditfom W llflt 2, th e"Vr 1,J*t 000 and TOmv.: d Condiiloos) toast bo itemited an" Ifnes, beloww Addioon4j pages maybe added q nuc: Ifthmum ljolexceptious, plemw sigowhery jndJrui5od;jtlho botwm ofth paw., No Exceptiom ire taken to ". , . and!Couditio - 2. Date, ;Rpop 15,Q EXHIBIT 1 The +pity of Denton.ba a consider the ety record, of the respondent is deteradning thervisponabality thereof. The City may consider any incidence involving worker safety nr saftitY, ay the cWyxw of the City of DeutoN he it rdsted or dowd 4y enyli °anmeout; mechunjOA Operationa4saperomon ter. Aux othOrvaWalurbeti specirwany, the irity rAllycongider, among -other t int awe EXHIBIT 1 or! 404 :fbr find, i ry v y.. $. Air Of aldh aqw" -i.- i g 9. q ■ 1 1 Oi..p i i i 6 3 A ns� of 1 A p... # # it or regigtAiw AAIs e' w # t . dmft ad^ finalmdm�(and judicialfiWjOgwo(ft i■ i:# t5# A 4# S;':,, # iR ", 1i# N � A N4i+. .' •'. 1 ripN. . m re��"w 040 $004 zonviefion. k 1 Aof and ` § 1,'+ w `: Pap 17� 61£ EXHIBIT 1 Exhibit Form CIO EXHIBIT 1 mom �i as b6mg, 1 i t +Ani c i gxt ' S+ o �� Lo d er t C �1 s3 . . u '. � i� r "on 1�!6. ;I(I � � ova W, ty � . ^ pt meets t�quim m t� 7 S{a , ftw iz to dru >~ttt 't' tax 1L* T Curr � O r of t�a� �b t gn��r � � not �at�r, i 111411111 � � � thedk - becomes a sof ; tha wird the a t to 3 fide& Seg ction 17 .006, aDcttt. crcl n + e• t e, via . -. .' :. xi 7 #1 , t ;. Av art c vAdw t%l SC&Wfi iglt (pM jAWcW.yco ii so upUt6d wMp1d d. , With f MOWiMi tb� ��i� tail Rp�wtvsx�3x�x �rnaaae.°��Sxtx�lei� tr ui r r�trtt�ttt i 9 ceM ttjvhow, der Eras "a r+y M QT bwd rdAt1 a= Neale oroffiew �es�#c � #� � �' �t �t �x 'wtrt'Cx" svkz f�€u� t �x t: i�e� : � ' ..• �b �� tEa�`33 rsY�e:c#'�r�rnrd �r� dsie� Sc�sRictu re�rsa�vs�r� ` Cia v+.�1�7c�i+s isic�a�w�� �ti'�s tip inaal�i�e�i' is�suaart � 1 r 4 %.tis++ lgy bftho qr Bihor Aim*cHvin fw )i Y' owAik qu itho+ u w "sem€ do xa dliszootiviANS]t the %gtr9"emin tat'g4tyr n �� I�p a.% -frt ^ wst'xfsis cue rel?[ ky g OM .. �B.akliAp 9 of to aroiUM7" ,; 3Jct tt n CaRtt.iCofe�st tst EXHIBIT IA ORDINANCE NO. 2015-120 AN ORDINANCE ACCEPTING COMPETITIVE PROPOSALS AND AWARDING A PUBLIC WORKS CONTRACT FOR THE CONSTRUCTION OF HANGARS AT DENTON ENTERPRISE AIRPORT; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFP 5753 -AWARDED TO MAG CONSTRUCTION SERVICES, LLC IN THE NOT -TO -EXCEED AMOUNT OF $617,801.65. WHEREAS, the City has solicited, received and tabulated competitive proposals for the construction of public works or improvements in accordance with the procedures of State law and City ordinances; and WHEREAS, the City Manager or a designated employee has received and recommended that the herein described proposal is the highest scored proposal for the construction of the public works or improvements described in the Request for Proposal (RFP) document and plans and specifications therein; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The following competitive proposal for the construction of public works or improvements, as described in the "Request for Proposals" or plans and specifications on file in the Office of the City's Purchasing Agent filed according to the RFP number assigned hereto, are hereby accepted and approved: RFP NUMBER CONTRACTOR AMOUNT 5753 Mag Construction Services, LLC $617,801.65 SECTION 2. The acceptance and approval of the above competitive proposals shall not constitute a contract between the City and the person submitting the proposal for construction of such public works or improvements herein accepted and approved, until such person shall comply with all requirements specified in the Notice to Proposers including the timely execution of a written contract and furnishing of performance and payment bonds, and insurance certificate after notification of the award. SECTION 3. The City Manager is hereby authorized to execute all necessary written contracts for the performance of the construction of the public works or improvements in accordance with the proposals accepted and approved herein, provided that such contracts are made in accordance with the Notice to Proposers and Request for Proposals, and documents relating thereto specifying the terms, conditions, plans and specifications, standards, quantities and specified sums contained therein. EXHIBIT IA SECTION 4. 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 RFP 5753 to the City Manager of the City of Denton, Texas, or his designee. SECTION 5. Upon acceptance and approval of the above competitive proposals and the execution of contracts for the public works and improvements as authorized herein, the City Council hereby authorizes the expenditure of funds in the manner and in the amount as specified in such approved proposals and authorized contracts executed pursuant thereto. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the ._ w day of 2015. CHRIS WATTS, .—.��..M�........ .....�_,.__ MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY EXHIBIT 1B FUNDS I)ISBURSEMI�:t�TS SKIZVICI?S AG'RE11,M1,',N'I' 'C`I IlS AC;iZI::IMi;N'1', mea<lc fihis ?8 dalani'April, 2()15, by and between Nlaf; CoalStruction ServiecS, l..IA, (tile "Cc�ntractol"), having As principal Psee. of•bum new aat 320 tilde Se idol Road, Kennedale,'rX 7606(), and E).S. Specially Insurance Coalapslny, a1 Casli bMA a pm-ation (111C "USSIC"), having its prillcipaa! p[ ace of busineat 601 S. F'if uc:roa Street, St€itc 1600, Los Angeles, C:atlifarnia 90017• A, t'ontnmor has agreed to pedbrm oerwin \vacs( ar h1provernents pursuant to a contract or contracls (fihe "C ontaaac.t") howun Connsdor and (211 of Denton, •l extas (obace"), %with mspect to that construction project or projects ICalown as RMP 45753 C:onstraactioll of Denton Enterprise Airport Mgm s (hereinafter refierred toas tilt "1'rnject"). I'tit'SUant to the: cotltratet, Cont'atctor swill he reriuilVd to provide c;c rlaila ial)or', tn,lteriaai. eclaliplltent a111d .sc-i ices (the: "Wort;") for the I'lQuet. 1'he Opfork on the I'ra_;cct is eWnlaltcll W inquire the pr W-Ang Of 7 month])' draw requests and the small dra", roque st, for as total of _._...7___._..._. draws. �f I3. Contactor, aanlong others, has exemno d a Goner l Indemnity Agreement dated 4/ Apill 2% 2015 (the Indemnity Agive€sent"), which. aailloog other things, grants to USSIC in its CaINICity as SM -Cly (`StlrC.ty") cL'rmin 1•sghts and i newsts in till; I)rQUedS Of C'011t'aacto Cs C{)lltraaG(S which alre bonded by SurCty. C:. Surety has executed and Sued or may execute and imuc const-uction contract surety bonds, including a1 boml ot• bonds ill colinuawn whh the Project (the "Bond"), natl)ltl�; Contractor as the Principal obligor. 1). Contractor and Surcty desire to provide for pca'fnrlllalice of flic Contract while mininlizAg the poss'sb by of any disruption to such perlamwwc caused by the a inert on OF claians alg;lhlSt Surety or aagWnst the contact funds %vhich may be due to be paid pursuant to the Contract as v'v-ell as claims against tl1L Contractor or against the contract funds which either slid not aarisc Under a contract boticled by Surety or whic}1 wv not due to be pAd. I . Contractor deshvs M use disbllrsclllcllt services aavtailablc. through USSIC, acting as ciisbursin}, agent undot• this Agreei-vont ("iWurshg ngMV'). 1'• Disbursing Agent is Nvi1}ing to provide m til disburscmelit service'; according to tile, terms 01,111is agr;Gnlellt. A(YRFA; MENT In conAdirialtion of thele' 111umal pr0111ise5 C{3ntHllied hcl'61), and other good a111d Valuable coil sidea-a(ion, the receipt and suf'ficicncy of -which are tyle parties hereto aagrUc ats Mows: lows: EXHIBIT 1B ARTICLE 1. DEFINITIONS AND PURPOSE Cid` AGREEMENT 1.1 Definitions. For the purpose of this Agreement, the following terms shall have the meanings set forth in this paragraph unless otherwise defined. 1.1.1 "Contract Funds" means funds that are paid or which are due to be paid as consideration for Contractor's performance of or otherwise on the Project in relation to the Contract, and shall include all funds identified to the Contract and deposited into the Account as Contract Funds regardless of the source of such funds. 1.1.2 "Account" means the checking account into which any and all Contract Funds shall be deposited as paid to Surety by Obligee or from any other source in connection with the Contract, whether paid directly or indirectly by Obligee or through funding by a lender from a construction or improvement loan, or received from Contractor (whether traceable directly to funds originally paid by Obligee or not), or that portion of such Account which is identified as constituting Contract Funds. 1.1..3 "Owner" means the Obligee as well as the Project owner, general contractor, subcontractor or other entity at whose instance Contractor's work is perforined and who may be obligated or responsible to pay for work performed by Contractor and shall include, for _purposes of this Agreement only, any entity or lending institution making payments to Contractor with respect to said work. 1.1.4 "Fee" means the amount paid or to be paid by Contractor to Disbursing Agent specifically for performance of Disbursing Agent's undertakings under this Agreement, plus all expenses and bank charges, and any additional fees as otherwise provided for in this Agreement. 1.2 Purpose of Agreement. The purpose of this Agreement is to perfect the interests of Surety in funds paid by Owner pursuant to the Contract, and to create a trust for performance of Contractor's obligations under the Indemnity Agreement for the benefit of Surety, so that funds generated by Contractor's performance of the Contract will, to the extent practicable and as provided for under this Agreement be used to satisfy obligations and liabilities of Surety under any bond or bonds issued for Contractor and will be protected from the claims of any persons or entities who do not have rights under the bond or bonds issued by Surety for Contractor. ARTICLE 2 ACCOUNT 2.1 Establishment of Account. Contractor agrees that the Disbursing Agent will open a demand deposit account for use as a disbursement control account for the obligations of the Contractor and for the purposes set forth herein. The account shall be in a federally insured bank or savings and loan or banking institution ("Bank"). Contemporaneously with. the Contractor's execution of this Agreement, Contractor shall pay to Disbursement Agent $(0.00] for deposit, into the Account as an opening deposit to the Account. Such deposit shall remain on 2 EXHIBIT 1B deposit for the duration of this Agreement as a minimum account balance and may not be drawn against without the express consent of the Surety. 2.2 Checks drawn on the Account may be printed with the Project name and may include the name and address of the Contractor. By printing Contractor's naive or address or the Project's description on checks, Disbursing Agent does not grant or convey to Contractor or any third -party any right or interest in the Account or the Contract Funds, nor any rights with respect to the Contract Funds other than as set forth herein. All check stock shall be maintained by Disbursing Agent. Contractor is not authorized to order or obtain. blank checks drawn on the Account. Checks drawn on the Account, or wire or other transfers from the Account shall require only such signatures of Disbursing Agent personnel as Disbursing Agent and Bank may from time to time determine. In lieu of signatures, any transfer may be made, ordered, or cancelled online or by phone by Disbursing Agent using such personal identification numbers ("PINs" ) or password procedures as may be agreed upon by Bank and Disbursing Agent. Contractor shall not have signatory authority over the Account, nor any ability to withdraw funds from the Account. Contractor is not, with respect to the Account, a "customer" of the Bank nor a legal or equitable owner of the Account or any of the funds deposited therein. 2.3 Contractor understands and agrees that Disbursing Agent relationship with the Bank is that of customer of the Bank and that Disbursing Agent have no responsibility to Contractor for any Bank error or omission in holding or administering Contract Funds and other credits deposited into the Account. Disbursing Agent shall not be liable for any loss of the Contract Funds or funds on deposit at the Bank occasioned by, arising out of, or in any way connected to the selection of Bank. Disbursing Agent assumes no responsibility in the event of any failure of the Bank to honor any item drawn on the Account or to re -credit the Account with any funds drawn improperly on said Account, whether by forked or missing endorsement or the failure of the Bank to exercise commercially reasonable practices in connection with debiting any amount against funds in the Account. Disbursing Agent assumes no liability, and shall not be responsible to Contractor, in connection with Bank's actions, or inactions, regarding the Account; provided, however, Disbursing; Agent will assist Contractor in legal pursuits of Bank if necessary to protect the Contract Funds. 2.4 Disbursing Agent shall pay no interest on the Contract Funds, nor on any funds on deposit at the Bank, and assumes no responsibility for the earning of any income thereon. In the event that the Bank shall pay interest on the Account or on the Contract Funds, such interest shall accrue to the sole benefit of Disbursing Agent and shall be considered additional consideration paid to, and earned by, Disbursing; Agent hereunder. 2.5 All disbursements from the Account shall be made directly to the applicable creditor and designated as a payment by Contractor, unless otherwise provided herein or agreed to by Contractor and Disbursing Agent. 2.6 Contractor agrees, represents, and warrants that Contractor will not pledge, grant a security interest in, assign or otherwise attempt to transfer or convey any Contract Funds to any person or entity without the express written consent of Surety. Creditors of Contractor, including; but not limited to: general creditors, secured creditors, judgment creditors, receivers, trustees in EXHIBIT 1B Bankruptcy, and any other representatives of Contractor shall have no legal or equitable right, claire, or interest in or to the Contract Funds, the Account or this Agreement. Disbursing Agent agrees, however, to remit to Contractor, or to its representatives or creditors, as their interests may appear, those Contract Funds, if any, which remain in the Account after all Contract obligations have been paid by Contractor, all of Contractor's obligations to Disbursing Agent have been fully paid or satisfied, and all of Contractor's obligations hereunder have been fully and finally performed. Unless and until such conditions have been satisfied, as evidenced by written confirmation thereof by Disbursing Agent and Disbursing; Agent, Contractor shall have no legal or equitable interest in the funds in the Account, nor the right to any Contract bunds. The consent of Surety is an express condition precedent to the right of Contractor to obtain any sum of money from the Account. The rights of Disbursing; Agent and Surety hereunder are in addition to and in aid of, and not in derogation of", nor substitution for, Surety's equitable, legal, statutory or contractual rights with respect to the Contract Funds. 2.7 The Account rnay, to the extent allowed by law, be established as a "zero balance" account, such that Contract Funds on deposit with the bank shall be separately accounted for, but niay be transferred to a separate account administered by Disbursing Agent by means of account transfers to other accounts maintained by Disbursing; Agent or by means of the Bank's "sweep account" or similar treasury management procedures. ARTICLE 3 CON'TRACTOR'S RE, SPOIVSIBILITIES AND OBLIGATIONS 3.1 (Direction of Payments to (Disbursing Agent. Prior to commencement by Contractor of construction on the Project, Contractor skull take such steps as may be, appear or become appropriate to cause payments under the Contract to be made payable to Disbursing Agent and sent to Disbursing Agent, and otherwise to effectuate the purpose and operation of this Agreement, including, but not limited to, the following: (a) execution of additional agreements or financing; statements under any applicable commercial code; (b) execution of forms of assignment or authorization, and delivery of such forms to Owner; (c) procurement of Owner's consent to disposition of Contract Funds as contemplated in this Agreement; (d) execution of any power of attorney or other documents which Disbursing Agent may deem appropriate to enable Disbursing Agent to receive, endorse and deposit payments as contemplated in this Agreement. 3.2 Disbursement Documentation. Prior to any request by Contractor for Disbursing; Agent to make a disbursement from the Account, Contractor shall deliver, or shall have previously delivered as indicated, to Disbursing Agent or Disbursement Agent's third -party administrator as designated by Disbursing Agent each of the following. 4 EXHIBIT 1B 3.2.1 true and correct copies of the Contract, the Contract Documents, the Bonds, and all subcontracts and purchase orders relative to the Work; 3.2.2 any change orders to the Contract or its subcontracts thereto as they are executed; 3,2.3 a Project Cost Breakdown in form satisfactory to Disbursing Agent and Surety, detailing all estimated costs, overhead and profit, completed accurately by an officer of Contractor; 3.2A a true and correct copy of Contractor's current schedule of values or unit prices that Contractor will use or has used as its basis for its request for payment from Obligee; 3.2.5 a list of all tradesmen, subcontractors and material suppliers who are to be employed or used for any purpose pursuant to the Contract or who may perform. services and may be entitled to obtain liens or enforce claims pursuant to the Contract, or to whore Surety may have arty liability wider the provisions of its payrnent bond with respect to the Project (the "Creditor List"); said list shall be updated monthly by Contractor or more frequently as changes occur during the course of the Project; 3.2.6 a complete and accurate payroll statement listing Contractor's employees assigned to work at the Prgject and the compensation payable to each and itemizing, for each, the tax, benefit, and other payments to be made on account of their employment by Contractor for Project Work; 3.2.7 a true and correct copy of the written pay request to Obligee prepared by Contractor that complies with the requirements of the Contract, together with true and correct copies of all supporting documents required by either or both the Contract or Obligee (the "Pay Request"); 3.2.8 all other written materials affecting the work of Contractor not otherwise mentioned herein along with any other document specifically requested by Surety in any way relating to the Contract; and 3.2.9 Contractor's Disbursement Request, in form acceptable to Disbursing Agent, signed by Contractor and accompanied by copies of invoices and such other documentation to support the proposed disbursement as Disbursing Agent may, in its sole discretion, require. 3.3 Tax Returns. Contractor shall be responsible for preparing and filing any tax returns or other documents required as a result of the account or in connection with the funds deposited into the account. 3.4 Contractor's Responsibilities During Construction. During; performance of the Contract, Contractor shall be responsible for and cause the following to be performed or completed: EXHIBIT 1B 3.4.1 Prior to the disbursement of any periodic or final payment from the Account to any creditor then requesting or entitled to receive payment from Contractor in relation to performance of the Contract, Contractor shall submit to Disbursing Agent or Disbursing Agent's third -party administrator as designated by Disbursing Agent a comprehensive list (hereinafter referred to as the "Current Payment List") of all creditors who are then requesting or are entitled to receive payment from Contractor in relation to performance of the Contract. The Current Payment List shall show the status of Contractor's account with each such creditor and the amount requested for payment, including any retainage held by Owner relating to such payment, and any additional amounts which are held or are to be retained in the Account pertaining to that creditor. Contractor shall indicate on the Current Payment List its approval or disapproval of the amount requested for payment by each creditor. Contractor shall approve payment to a creditor only after inspecting the work performed or materials delivered by that creditor, or otherwise evaluating the consideration provided by that creditor. 3.4.2 Prior to the disbursement of any periodic or final payment Trona the Account to any party then requesting or entitled to receive payment from Contractor in relation to performance on the Contract, Contractor shall prepare and submit to Disbursing Agent or Disbursing Agent's third -party administrator such materials anddocuments as may be appropriate, in the sole discretion. of Disbursing Agent, to determine that such payment is due and that it would be appropriate to make such payment from funds on deposit in the Account, along with such documents and instruments as may be appropriate to actually accomplish the payment. Disbursing Agent or Disbursing Agent's third -party administrator shall direct Contractor as to the nature, form, and organization of the materials, documents, and instruments to be prepared and submitted by Contractor, which may include, but are not limited to: relevant invoices, statements of account, statements of work completed, proof of delivery and of acceptance of the materials or work supplied, evidence of payment of related taxes, and unsigned but otherwise completed checks or drafts for payment: from the Account. 3.4.3 Prior to disbursement by Disbursing Agent of any periodic or final payment to any party in relation to performance of the Contract, Contractor shall provide or cause to be provided to Disbursing Agent or Disbursing Agent's third -party administrator releases and affidavits executed by each and every creditor who is to receive payment. Such releases and affidavits shall be in a form specified by Disbursing Agent or Disbursing Agent's third -party administrator and shall indicate payment of the requested amount and that the payment was received in payment for work performed on, or consideration provided in relation to, performance of the Contract and for no other purpose, and that such payment renders the liability satisfied or account current as of the date of the release. Such releases and affidavits may be conditioned only upon actual receipt of the payment described in the release. 3.4.4 Contractor shall notify Disbursing Agent or Disbursing Agent's third- paily administrator regarding, and deliver to Disbursing Agent copies of, any and all notices received by Contractor involving nonpayment or alleged nonpayment of labor or materials supplied to the Project, any and all claims, liens or other statutory notices, and any and all other allegations or implications of a failure by Contractor to perform any of its obligations under any bond issued by Disbursing Agent. Contractor shall give such notice and deliver such copies to 6 EXHIBIT 1B Disbursing Agent or Disbursing Agent's third -part administrator as soon as practicable, and in all events within three (3) days of Contractor's receipt of any such notice. 3.4.5 Contractor shall give prompt notice to Disbursing Agent or Disbursing Agent's third -party administrator of any anticipated, apparent, or existing disagreement or dispute between Contractor and the owner, Obligee, any of Contractor's subcontractors or materialmen, or any others who have provided Iabor or services for the performance of the Contract or who otherwise have a legal or equitable interest, direct or indirect, in the performance of the Contract, and of any other anticipated, apparent or existing discrepancy or dispute involving a claim against Contractor which constitutes or could constitute a claim against a bond issued by Disbursing Agent. In the event of such a discrepancy or dispute, Disbursing Agent may investigate the merits of such claire, and Contractor shall cooperate fully with Disbursing Agent in that process. During a reasonable investigation, Disbursing Agent may retain sufficient funds in the Account to ensure that funds are available for payment of the full amount of the claim. Following; such reasonable investigation, Disbursing Agent shall exercise sole discretion for taking any actions related to the claim as to which there is a discrepancy or dispute, including making partial or full disbursements from the Account. The discretion of Disbursing Agent shall be limited only in that their discretion must be exercised in subjective good faith. Disbursing Agent may in all cases disburse the undisputed or unsuccessfully disputed portion of a claim. Disbursing Agent shall make the disbursement or disbursements pursuant to this paragraph within thirty (30) days after receiving all information necessary for it to make its determination. 3.4.6 Periodically, and always as early as practicable, Contractor shall provide to Disbursing Agent or Disbursing Agent's third -party administrator copies of certified payrolls, withholding statements, prepared tax returns, and any other documents appropriate to the determination of any tax liability or other obligation which might be owed by Contractor to any public agency, bureau, or governmental division relating to performance of the Contract or evidencing payment of such obligations. 3.4.7 Upon request by Disbursing Agent or Disbursing Agent's third -party administrator, Contractor shall provide any and all information and documentation or other evidence relating to Contractor's cost of doing business generally, and specifically of Contractor's internal costs associated with performance of the Contract. 3.4.8 Contractor shall promptly deliver to Disbursing Agent or. Disbursing Agent's third -party administrator copies of any and all change orders or requests for alterations or extras on the Project affecting the scope of Contractor's work or amount of compensation. 3.5 Contractor's Responsibilities During Final Phase of Construction. Upon completion of performance of the Contract, Contractor shall provide Disbursing Agent or Disbursing Agent's third -party administrator with a final contractor's affidavit in a form specified by Disbursing Agent or Disbursing Agent's third -party administrator, together with an affidavit executed by each and every subcontractor, materialman, and other creditor having, any relation to performance of the Contract, indicating that final payment is due and specifying the amount of such final payment. Contractor shall further provide Disbursing Agent or Disbursing; 7 EXHIBIT 1B Agent's third -party administrator a release executed by each such subcontractor, materialman, and other creditor indicating that any and all lien. rights or claims against the Project and the Bond have been discharged, which shall be conditioned only upon receipt of final payment as specified. Receipt of final payment shall be acknowledged by each such subcontractor, materialman, and other creditor. 3.6 Contractor's Receipt of Final Account Balance. Contractor shall receive the final balance from the Account only after all of the foregoing requirements have been met, final payment has been received from Owner, all claims and disputes have been resolved, all taxes or other public obligations relating in any way to any bonded contract have been satisfied, and Disbursing Agent or Disbursing Agent's third -party administrator has verified said balance through banking records, all and each of which shall constitute a condition precedent to such payment. Disbursement to Contractor shall be further contingent upon Contractor's discharge of all responsibilities contained herein, under any applicable loan agreement and under the Contract, and upon Contractor's delivery to Disbursing Agent or Disbursing Agent's third -party administrator of a sworn statement indicating the full payment of any and all subcontractors and materialmen claiming to be owed monies pursuant to the performance of services or delivery of materials pertaining to the Contract, as well as indicating any and all disputed claims or disagreements between Contractor and any such subcontractors or rnateriall-nen and establishing the amount of money involved in such dispute, if applicable. ARTICLE 4 DISBURSING AGENT RESPONSIBILITIES 4.1 Responsibilities of Disbursing Agent. Pursuant to this Agreement, and following Contractor's fill and complete performance of any and all conditions contained in paragraph 3.1 above, Disbursing Agent shall perform the following: 4.1.1 Maintain the Account in accordance with paragraph 2.1. 4.1.2 Make deposits when received; review all requests for payment, affidavits and releases prepared and submitted by Contractor; and make disbursements to the extent funds are available in accordance with the terms of this Agreement. To the extent that Contractor's agreement with any subcontractor or supplier provides for withholding portions of any payment (whether designated as retainage or not) in excess of corresponding amounts withheld by Owner from payments to Contractor, then such additional withholdings shall be retained in the Account until paid to the subcontractor or supplier or otherwise properly applied. 4.1.3 Issue such checks and/or disbursement: orders as are necessary to discharge its responsibilities hereunder, including the reconciliation and accounting record sheets and all other materials necessary to establish the appropriate records for receipts and disbursements. 4.1.4 Receive affidavits, final releases, and other documentation provided by Contractor prior to the disbursement of funds. EXHIBIT 1B 4.2 Order of Payment of Available Finds. 4.2.1 After review and approval of disbursement requests, and to the extent Contract Funds are available in the Account, Disbursing Agent will disburse the proceeds for the following purposes, subject to such priority and order or payments as Surety may from time to time establish in the event that there are insufficient funds to pay all requested disbursements: (a) to pay Disbursing Agent's Fees and any charge or expense owed to Disbursing Agent under this Agreement; (b) to pay for the cost of the Bonds; (c) to pay Contractor's direct costs ("Direct Costs") of the Work owed or incurred by Contractor, but not previously paid, to third parties who come within. the definition of a "clai pant" under any payment bond issued by Surety on the Project or which are reasonable and necessary for the actual performance of the Work. Direct Costs include costs of nnaterials, supplies, and materials incorporated in the Work, non-affiliated_ subcontractors, suppliers, and vendors; costs of temporary facilities and supplies; rental charges of necessary machinery and equipment owned by others, permit fees, and insurance related to the Project; (d) to pay or reimburse Surety for any loss, cost, or expense relating to the Project or any other project bonded by Surety on which Contractor is a principal or indemnitor, or for any sums due Surety by Contractor under any agreement of indemnity; (e) to establish reserves against or for asserted liens and claims of others that are disputed by Contractor, or for warranty, punch list, or maintenance obligations under the Contract; (f) to reimburse Contractor for direct labor employed at the job site and, if approved by Surety, reasonable job site supervision of persons who are assigned to the Project. Labor for executives, principals and owners of the Contractor, and home office personnel will not be reimbursed, other than as pail of Dome office overhead expense, as set forth below. Labor costs will be reimbursed at gross payroll cost, unless Disbursing Agent requires the separate disbursement of benefits and taxes related to the payroll. When reimbursed as gross payroll, Contractor shall hold all funds in excess of net payroll in trust and as a fiduciary with the responsibility to immediately transmit such benefits and taxes to the appropriate entity or taxing authority; Disbursing Agent may, but shall not be obligated to verify payment of appropriate taxes; (g) to reimburse Contractor for Contractor's Direct Costs of the Work paid by Contractor to third parties; (h) to reimburse Contractor for the use of Contractor owned equipment, only if agreed upon by Surety in advance, and at rates and subject to maximums and conditions as the Surety may require; I EXHIBIT 1B (i) to reimburse Contractor for the use of materials used from Contractor's inventory, only if agreed upon by Surety in advance, and only then at rates, and subject to maximums, conditions, and inventory documentation, as the Surety may require; (j) to pay subcontractors or vendors of Contractor who are affiliated with, or commonly owned by or with, Contractor or any of the Indemnitors of Contractor in its agreement with Surety, only if agreed upon in advance by Surety, and only then on such terms and subject to possible disbursement requirements, as the Surety may required; (1C) to pay or reimburse Contractor's home office overhead expense as described in subparagraph. 4.2.2., below; (1) to pay contractor's profit as described in subparagraph 4.2.2, below; and (in) for such other purposes and in such other priorities as Contractor, Surety, and Disbursing; Agent xray hereafter agree in writing. 4.2.2 Payments for Contractor's home office overhead and profit shall be based, on a percentage of the costs incurred in performing Work on the Project. Unless Surety otherwise consents, "percentage of completion" shall be the percentage of total Contract funds received from the Obligee. Contractor recognizes and agrees that "billings in excess of costs" (Proceeds received on a project in excess of the Project costs and allocable overhead and profit) will remain on deposit in. the Account until used to pay Project costs, overhead or profit, or until the Account is finally closed. Overhead and profit figures used to compute Contractor's reimbursement for overhead and profit will not be adjusted upwards for favorable buy-out, favorable productivity, or changes in the estimated costs, after work has begun without the express written consent of Surety. Overhead and profit figures used to compute Contractor's reimbursement for overhead and profit may be adjusted downwards if Project costs exceed, or are likely to exceed their initial estimate, estimated productivity is not achieved, claims are filed, or Disbursing Agent or Surety determine same to be in the best interest of Surety. 4.2.3 Contractor also agrees that Disbursing Agent, upon written request received from Surety, may, at any time, with or without notice to Contractor, transfer to itself as Surety, or to those whom Surety may designate in writing, any and all Contract Funds then on deposit in the Account. 4.2.4 Reimbursement and payment may be withheld or deferred in whole or in part when, in the opinion of the Surety or Disbursing Agent, insufficient funds remain in the account, or to be drawn under the Contract, to satisfy current and future obligations of Contractor to Surety or under the Bonds. 4.2.5 Contractor recognizes and agrees that "billings in excess of costs" (Contract Funds received on a project in excess of the project costs and allocable overhead and profit) will remain on deposit in the Account until used to pay costs, overhead or profit, or until the Account is finally closed. Overhead and profit figures used to compute Contractor's 10 EXHIBIT 1B reimbursement for overhead and profit will not be adjusted upwards far favorable buy-out, favorable productivity, or changes in the estimated costs, after work has begun except under exceptional circumstances and then only with. the express written consent of Surety. 4.2.6 In the event that Surety has required, as evidenced by a Special Provisions Addendum attached hereto, "hold back" or additional retainage withheld on profit, overhead or Contractor reimbursements, the deposit of collateral as additional working capital or collateral, special handling; of payroll or payroll taxes, or other special treatment of the Contract Funds, disbursements shall be made as approved by Surety. 4.2.7 In the event that this Agreement is executed after work on a Project has begun and Contract sums have been heretofore been paid to Contractor, Contractor agrees to account to Disbursing; Agent for all Contract Funds previously received by Contractor and all costs and disbursements previously made by Contractor in connection with the Project. 4.2.8 Disbursing Agent may relax or waive any of the disbursement requirements at any time for the benefit of Surety, but the waiver or relaxation of such requirements on one or more occasions shall not constitute a waiver of Surety's rights to require strict compliance with the disbursement procedures set forth herein. 4.3 Investigation of Contract Status. Disbursing Agent or Disbursing Agent's third -party administrator shall have the right to communicate, at Disbursing Agent's sole discretion, directly with Obligee, subcontractors, materialmen, and such other parties as may appear appropriate to confirm or determine the status of their accounts with Contractor and of the Project. 4.4 Periodic or Interim Disbursements. Disbursing; Agent shall make periodic or interim disbursements from the Account as follows: 4.4.1 Disbursing Agent shall make periodic disbursements from the Account to those who have supplied labor or material to Contractor for incorporation into the Project, and to other parties who have provided valuable consideration to Contractor in furtherance of Contractor's performance of the Contract, in accordance with the Current Payment Lists prepared by Contractor, provided, however, that the obligation to make such payments is subject to limitations otherwise set out in this Agreement, including the exercise of discretion where provided for or implied in this Agreement or the Indemnity Agreement. Such payments shall generally be made following the receipt and deposit into the Account of each periodic payment made to Contractor pursuant to the Contract, except that Disbursing Agent shall not be required to make such disbursements more often than. twice monthly. 4.4.2 The obligation of Disbursing Agent to make any payment from the Account is and shall be conditioned upon Contractor's having performed all covenants and obligations and satisfied all. liabilities arising out of this Agreement, the Indemnity Agreement, and any related agreement which are due to have been performed or satisfied by Contractor as of that time, and is further conditioned upon there being sufficient funds in the Account attributable to payments received frons Owner (including only funds which have been unconditionally and EXHIBIT 1B irrevocably accepted and recognized by the rank) from which to make such payment together with all other payments then contemplated. In no event shall Disbursing Agent be required to make any payment from any source other than funds deposited into the Account pursuant to this Agreement. Disbursing Agent shall make any payment which is due to be made From the Account within five (5) business days (excluding Saturdays, Sundays, and federal bank holidays) following the satisfaction of the conditions to the making of such payments. 4.5 Relegation of Responsibilities. Disbursing Agent may designate a distinct and separate entity to perform some or all of the functions contemplated by this Agreement other than ultimately receiving Contract Funds for deposit into the Account, maintaining; the Account, and signing checks for payments from the Account (such designated entity sometimes being; referred to herein as the "third party administrator"), and such right of delegation exists regardless of whether any particular .provision. of this Agreement expressly contemplates such a possibility. Without limiting; the generality of the foregoing, Disbursing Agent may delegate to the third party administrator responsibility for determining whether, when and in what amount to make any or all disbursements from the Account, to perform all recordkeeping appropriate to maintenance and utilization of the Account, and to prepare all of the appropriate documents, including checks, involved in the maintenance and utilization of the Account. Contractor specifically agrees, stipulates and acknowledges that Disbursing Agent may delegate to the third. party administrator any or all of the right or responsibility to exercise discretion which is expressly or implicitly required of Disbursing Agent or which Disbursing Agent is allowed to exercise pursuant to this Agreement, that such third party administrator may be an independent contractor, and that Disbursing Agent shall not monitor, supervise, direct or control the means and methods utilized by any such third party administrator in performing any such delegated act of discretion. Contractor shall cooperate in accommodating any and all such delegations of function by dealing directly with such third party administrator to whatever extent directed by Disbursing Agent, 4.6 Discharge of Responsibilities. After performance of the Contract has been completed and Disbursing Agent has received and disbursed all contract funds, Disbursing Agent and its third party administrator shall be relieved of any further obligation or responsibility hereunder. Thereafter, Disbursing; Agent, its third party administrator and Surety shall be held harmless by Contractor for any other liability arising, under or related to this Agreement. 4.7 Title to Funds. Pending complete performance of this Agreement, Contractor shall retain legal ownership of payments under the Contract subject to the rights and interests of Surety in such funds, which include, at a minimum, a security interest and equitable title. Disbursing Agent shall have such power to act with respect to such funds as is delegated by Surety, specifically including the powers indicated in this Agreement or the Indemnity Agreement. ARTICLE 5 FEES AND EXPENSES 5.1 Contractor shall pay directly to Disbursing Agent as its Fee an amount equal to one percent (1.0 %)(with a $2,000.00 minimum) of the adjusted Contract price, including 12 EXHIBIT 1B increases to the Contract price. Disbursing Agent is authorized to disburse to itself from the Account its Fee and any increase in its Fee at the earliest time when there are funds in the Account sufficient to pay such Fee or increase. Fees of Disbursing Agent shall be deemed to have been earned at the time they first accrue, and in no event shall Disbursing Agent be required to reduce the Fee or to refund any portion of the Fee that has been paid. 5.2 If Disbursing Agent is required to perform additional services or incur additional expenses other than those defined herein, Contractor shall pay Disbursing Agent for time spent and expenses reasonably incurred by Disbursing Agent personnel in connection with such services. Contractor shall pay all express/overnight delivery fees as they are incurred. Contactor rnay, however, provide Disbursing Agent with its third party (e.g., FedEx, UPS, and DFII.,) sender's billing information for any deliveries of checks that Contractor desires to be sent by overnight or expedited delivery. Contractor shall pay all special Bank fees, other than the monthly service fee, including stop payment, wire transfer, statement research, and similar fees. 5.3 If the actual Contract time period requires the processing of disbursement beyond. that set forth in the Contract with Obligee above; by more than two draw periods, the total Fee earned under this Agreement shall be increased by one tenth of one percent (0.1 %) of the Contract Amount for each draw period, in excess of those two, necessary to pay remaining disbursements to close out the Work and disburse the final Contract Funds. By way of example, an initial Fee of l % of the Contract Amount on a Contract with 10 draw periods would remain unchanged if 1 I or 12 draws are processed. The 13th draw would increase the total Fee earned under this Agreement to 1.1% of the Contract Amount, the 14th draw to 1.2% of the Contract Amount, and so on. The additional fee shall be computed and paid from Contract Funds or by Contractor if insufficient Contract bunds remain in the Account. ARTICLE 6 INDEMNIFICATION To the fullest extent permitted by law, Contractor agrees to indemnify, defend, and hold harmless Disbursing Agent, Disbursing Agent's third -party administrator, their subsidiaries and affiliates, and the officers, employees, agents, representatives, and insurers of each, from and against any claims, suits, obligations, demands, liabilities, penalties, causes of action, costs, expenses, judgments, and fines, arising from the alleged or actual wrongful or negligent acts or omissions of Contractor or Contractor's officers, employees, agents, or representatives or of any person or entity who make claire against Disbursing Agent or Disbursing Agent's third -party administrator arising out of or in any manner relating to this Agreement or the subject matter thereof. Such obligation of indemnity shall include the obligation to indemnify, defend, and hold harmless Disbursing Agent and Disbursing Agent's third -party administrator, their subsidiaries and affiliates, and the officers, employees, agents, representatives, and insurers of each, irrespective of whether the act or omission complained of is alleged to be the result of a negligent act or omission by one or more of such indemnified entities, or was contributed to by such entities, so long as the such act or omission by such indemnified party or parties is not the sole cause of the harm complained of. Without limiting the generality of the foregoing, Contractor further indemnifies and holds harmless Disbursing Agent and its third party administrator from 1.3 EXHIBIT 1B any and all liability which Disbursing Agent may incur as a result of Contractor's failure to maintain all necessary licenses, permits, and registrations for performing services as a contractor or for rendering improvements to the Project. ARTICLE 7 TERM OF AGREEMENT 7.1 On the full completion of performance of the Contract and the satisfaction of every other condition set forth in this Agreement, Disbursing Agent shall disburse all then remaining funds in the Account to Contractor and this Agreement shall terminate, and no party shall have any further rights, duties, or obligations hereunder. 7.2 Disbursing Agent may, in its sole discretion and at any time, without any limitation upon the exercise of such discretion, terminate this Agreement. In the event of termination by Disbursing Agent, Disbursing Agent shall, if such termination is not in relation to a declaration by Surety that an event of default has occurred as contemplated in the Indemnity Agreement, disburse any funds remaining in the Account to Contractor within thirty '30) days of such termination. If such termination is in relation to a declaration by Surety that an event of default has occurred as contemplated in the Indemnity Agreement, then any funds in or which are thereafter received for deposit or actually deposited into the Account shall be deemed to be funds held by Surety as collateral security or otherwise as provided in the Indemnity Agreement, and the Indemnity Agreement alone shall govern the rights, liabilities and obligations of Surety and Contractor with respect to each other in relation to such funds, including without limitation with respect to the determination by Surety to declare that an event of default has occurred as contemplated in. the Indemnity Agreement. ARTICLE S MISCELLANEOUS PROVISIONS 8.1 Security Interest. Contractor hereby conveys, assigns, and grants to Surety and Disbursing Agent a security interest in all accounts receivable relating to any and all contracts of Contractor for which Surety has or does issue a bond or bonds, and in any bills, notes, instruments, or cash given in payment pursuant to any such contract, and in any proceeds of such property, which now exist or are created hereafter. Such security interest shall secure all amounts owed to Disbursing Agent and Surety under this Agreement and the Indemnity Agreement. This grant of a security interest is in addition to, and not in derogation of, any other grant, conveyance, or assignment for security or otherwise which may be contained in the Indemnity Agreement or other agreement between or including Contractor and Surety. 8.2 No Third -Party Beneficiary. Neither this Agreement, nor any warranty, obligation, relationship, or transaction arising out of it, is intended to be for the benefit of or create any rights in any person or entity other than Contractor, Disbursing Agent, its third party administrator and Surety. 8.3 Notices. Unless otherwise specifically provided, all notices to be given hereunder shall be in writing, by registered or certified mail, return receipt requested, and addressed to each 14 EXHIBIT 1B of the parties at their last declared addresses. Notice shall be effective when actually received by the party being so notified, unless undeliverable by fault of the intended recipient, in which case the notice is effective when mailed. Information regarding amounts due vendors, copies of invoices, purchase orders, subcontracts, lien notices, stop notices, and similar information furnished to Disbursing Agent in connection with this Agreement is for the purpose of. facilitating Disbursing Agent performance of this Agreement only, and shall not be considered notice of any such information to Surety for the purposes of any bond or lien laws. In the event that any of Contractor's vendors, suppliers, or subcontractors should elect to avail themselves of rights under applicable lien or bond. laws requiring notices to sureties, such. notices must be sent directly to Surety. 8.4 pronouns. Whenever context may require, any pronouns used herein shall include the corresponding masculine, feminine, or neuter forms and the singular form of nouns and pronouns shall also include the plural, and vice versa. 8.5 Article Headings. 'rhe article headings contained in this Agreement are inserted only as a matter of convenience and shall in no way be construed to define, limit, extend, or prescribe the initial scope of this Agreement or the intent of any provision hereof: 8.6 Completeness And Modification. This Agreement is executed as a supplement to the Indemnity Agreement, which remains in full force and effect during the pendency and following any termination of this Agreement. This Agreement and the Indemnity Agreement shall be construed ina�ri materia to the extent possible, but to the extent of any irreconcilable conflict, contradiction, or inconsistency between the terms of this Agreement and of the Indemnity Agreement, the terms of the Indemnity Agreement shall govern. Other than with respect to the Indemnity Agreement, this Agreement: constitutes the entire understanding between the parties and supersedes any prior or contemporaneous agreement or understanding. No waiver or modification of the terms of this Agreement shall be valid unless in writing and signed by all parties hereto. No covenant, representation, or condition not otherwise expressed in this Agreement shall replace, modify, interpret, change, or restrict the express provisions of this Agreement. 8.7 Severability. The invalidity in whole or in part of any covenant, promise ,or undertaking, or any section, subsection, sentence, clause, phrase, word, or any of the provisions of this Agreement shall not affect the validity of the remaining portions hereof. 8.8 Non -Waiver. The forbearance of Disbursing Agent or Surety, the malting of any payment, or the apparent relinquishment of any right whatsoever, including the right to insist on performance or satisfaction of any condition, shall not be or be construed as a waiver of any right, benefit, or claim, or of the right to insist on full and complete performance thereafter, unless clear and convincingly evidenced in writing executed by Disbursing Agent or Surety; and any waiver, if established, shall be strictly construed and limited, and narrowly applied. 8.9 Forum Selection Provision and Choice of Law. This Agreement shall be interpreted in accordance with the laws of the State of California. The venue, forum, and IN EXHIBIT IB jurisdiction for litigation arising hereunder shall be within the County of Los Angeles, California. 8.10 Disclosure of Terivis and Contractor's Performance. Contractor recognizes that Disbursing Agent and its third patty administrator may be required to disclose the terins of this Agreement to Obligee, Bank, Lenders, Surety, Contractor's agent, vendors, subcontractors, and third parties in furtherance of the purposes of this Agreement. Disbursing Agent and its third party administrator will keep Surety generally advised of the progress on the Project, the status of the Account, and of any issues that Disbursing Agent and its third party administrator determine to be material to the performance of this Agreement. Contractor recognizes that such reports may contain impressions and subjective determinations of Contractor's performance on the Project and with respect to its performance of this Agreement. Absent a finding of intentional bad faith with intent to harm, Disbursing Agent and its third party administrator shall not be liable for any comments, statements, or reports so made. IN WITNE'SS WHEREOF, the parties have signed and delivered this Agreement as of the date first above written. U.S.SPE�JALTY fNSURA-NCE,, COMPANY By Its M MMM Its Owner Phone Number of Signatory: 817-929-1352 Email of Signatory: rdaiIey@mageonstructionservices.com Fax Number -x J of Signatory- S (0 J OR EXHIBIT 2 MATERULS MANAGEMENT DIVISION Is 901-B TEXAS STREET e DENTON, TEXAS 76209 is 349-7100 * FAX (940) 349-7302 IWAG Construction Services, LLC 320 Little School Road Kennedale, Texas 76060 Attn: Ron Dailey, Owner P#817-929-1352 F#817-563-1446 Email: rd RE: City of Denton Contract Number #5753 Dear Mr. Dailey: V�U-,K"Nzbl W4 r, 11 Pall"41 0 0 t;114 M I - 't 15 �LC.V -nyv 110 bp .110(L 00111,;4r, I work is attached to illustrate unacceptable work and construction practices: 1. Exhibit A Photo #1,— the piers appear to not be lined up correctly. Needs immediate correction. 2. Exhibit A Photo #2 — Concrete edge Is busted and not acceptable. Needs immediate correction. 3. Exhibit A Photo #3 — Lag bolts not fully secured to concrete surface. Needs immediate correction. 4. Exhibit B — Erect -A -Tube Site Visit Report This report indicates several serious construction deficiencies and unsafe practices regarding construction currently in process. Please review the report, and provide rn "MITUff WIM oil I . I If 1i with the timeframe stipulated In this letter. I F— construction documents, and you are to report any errors, omissions, conflicts, or inconsistencies to the Project Architect/Engineer. Article 10 addresses specific requirements of safety and security for the project, and must also be followed. Article 10 governs the project safety, and is established to ensure safe practices are employed by the Contractor performing construction services on the Owner premises. . "Dedicated to Quality and Service www cityofUentoiL com EXHIBIT 2 MATERIALS MANAGEMENT DIVISION @ 901-B TEXAS STREET * DENTON, TEXAS 76209 (940) 349-7100 * FAX (940) 349-7302 yolt- priposai Usf-Www"T'Y-Eb�Fa 31, 2015. If you expect delays to the construction schedule, you will need to process a change request th gh the Architect and Owner. # 1 MR7 t OF1MMWA&A X-tu;,% action to be immediately taken within thirty (30) days of this written notice. Provided satisfactory work, improv 4 pop 17m, =10,mmf 617t 0)$K4j1j"-jL1 11 Regards, EkVmBrock, MBA, CTPM, CTCM, C.P.M. Manager Materials Management and Purchasing 901 B. Texas Street Denton, Texas 76209 "Dedicated to Quality and Service www.cityofdenton.com Qi imp l f1 Tole y ,t A����5�'tri 1f,tEt ttk ek A d =_ tl� It i; t t4 ti u,;tt� t 11yN t ('I���y1t'N�t4�tt'� 4 t�1V41 t n '�itt'�47 t ti )s �;� � � ���'� i � • � ;� �d �t 4 t 4- Pt jt`4tV i�t d ANb N I �rt s6t�t3' 4f�S �lu�� t9 t 441 �s� t; �1}i tip Zt%r zAll 'itFZy ip�i�>'t�I �� Of �0,itl��illt4yt� �1� �� �tskk i, J 5 r'if des' as I t 1 y� x tri��d� fit ,�k,t1: r,4 �d� ttz +jr°t dy, k 7 s 2 , ;s t. ) 'tint {, 1 rp ffp St {}lit M1 t{ i rrt. ti (4!' 411f t tt S ry fi dr, "F P ilp) - � s ! t r fJl� l t 4l k. 1 �r i�� EXHIBIT 2 Exhibit B Contract Deficiencies EXHIBIT 2 ;'o ti u �m RO. BOX 100 - HARVARD, ILLINOIS 60033-0100 (815) 043-4091 - OUTSIDE ILLINOIS (800) 624-9219 - FAX (815) 943-401 October 19, 2015 Mr. Quentin Hlx Mr. David B. Powyszynskl, AIA Director of Aviation Senior Vice President - Architecture Denton Enterprise Airport Aguirre Roden 5000 Airport Road 10670 N Central Expressway — 611 Floor Denton, TX 76207 Dallas, TX 75231 RE SITE VISIT AT DENTON ENTERPRISE AIRPORT OCTOBER 14-15, 2015 ERECT -A -TUBE, INC. PROJECT NO. E-7754 I appreciate the opportunity to meet both of you, along with Dave Schaumburg, Scott Aukerman, Zac Loiselle and other members of your team Involved In your hangar project, and to review the steel and components supplied by Erect -A -Tube, Inc, in March and April 2015, which are now being erected, During my visit, we met on several occasions for updates and I appreciate that Scott was Involved In the majority of the walk-through process as we made partial observation of the building materials. As a follow-up to these meetings, I would like to reiterate sgme of the Items that we discussed, which were also discussed with Ron Dailey and Richie Dailey of MAG Construction Services, LLC and his subcontractor, JR: . 1 All tie rods must be put In place, or adequate construction bracing applied, to all buildings, This is an Important safety requirement during the construction process. In addition, all tie rods are required to be In place to square up buildings and provide additional support. 2 Buildings did not appear square and plumb. This can affect the operation of the bifold door system. This was visually observed, plus Scott and I used a level to check several columns. Also found doors not tracking properly on columns. 3 Sheets misplaced on several buildings, Le. roof sheets do not align with wall sheets and alignment is off due to building potentially not being squared up or sheeting not started properly. This can affect the ridge cap placement and require additional trim. Noted jagged orientation of sheets Indicating Improper alignment_ There was no equipment or safety harnesses, so was not able to access roof or roof line for further verification. 4 Trims not In place, inside closure missing under roof sheets at eave line, no outside closure under eave trim. Improper or no placement of these materials leaves openings for debris, birds, weather, etc. W ' V EISE'C.'T'-A- UBE.001A EXHIBIT 2 5 Inspection of at least one slab indicates the floor K, is not per plan. our building design is based .floorslope as established by the engineer, Floor slope found was Ya". In area of 3070 walk door, was advised concrete would be poured h for requirement? Found anchor bolt patterns to be skewed in various locations , missing bolts d floor erection7 Sequence of ove, plus partition angle notplace constructionand should have been installed with purlin clips before rafters. Overhead door jambs not fastened to concrete in all locations, 3070 walk door girts at 7'1" elevation need to be rotated per angledetail. Missing and loose braces. Partition panels not fastened to partition rafter, Sheets In wrong locations — some modIfied to fit. South endwall sheeted an building 2041 south side elevated off sheet notch with no base trim, West sidewalli and not per plan dptall. 8 Some otherI. +e a nylon choker Building 2241 to try to square up the building ., roofi rear wall sheetsThe rigidity of the sheetsand diaghrorn action of the structure are the natural obstructions to havingoccur.of screws being elongated. Noted that electrician had placed conduit so Improper procedures can damage electrical materials. Bifold oGrade-All accessh can cause damage With regard to the bl-fold doors that were partially rigged, I did find the cables to be strung too tightly with compression springs Ar`1 the top spring--_ tightener ner Y 1 door manual with kiwhile Scottwas presentand I -W; gsuggested that his crew review further before going any further with e door Installation, I noted and Instructed Ran on the proper placement of washers In the hinge location to ensure the doors are aI and square, since I did note that only one set of door, than the complete set. We reviewed the temporary placement of door cables and other various procedures to make the erection process smoother and cables othert r .. odiscussed ,Gh Richle the xEuI 4iit ^' k -r cable rigging process with R e on October e the - would, In detail, but he was not able to me to do so. Ron confirmed that Rlchle not be available the following day, October 15. At close out on October IS, and ,. found( ll anchor bolt spacing from the West endwall areoff, This is a major o action for steel framing to fit properly and bifold doors to function I was able to review the job site for trash ,d In weed areas. We gatheredthe contractor can have proper access to them. I did o- 1 materials were stared The Items listed above are a partial synopsis of the various conditions observed at the job site. I was very I' sent with the building were still in their original sealed envelopesr boxes, I brought this to the attention of Ran and took theopportunity point detailsout to hIm many of the construction are helpful -kthe construction Al respect EXHIBIT 2 EXHIBIT 2 Contract Deficiencies EXHIBIT 2 MEETING MINUTES N 1�irlll FA4K CCUIrR&L f LarIA ' TO, M, 749 t 5GR FAX 072 MR 16�'J tat -AN, 'rN; ;6, AW "ON", pai al bill et I P ct: Taxiway Queue Hangar D!��o rnent, Denton Enterprise Airport Topic: Construction Observation . .. .... ..... D f Time I Locla''t'llon; 11 "Juiv 6, 2011"1151 -it 9 -:011.011 -AM /11 Denton -,Airport Construction". S ite, Attendees: Quentin Hix, David Schaumberg, Zac Loiselle, Scott Aukerman, Dave PqAyqynski, Richie Dailey and Hasim Isuf Distribution: AttendeesJ File 1111110IMMIr D(ne'ription Stalus Due Ro"Sp New Today we met at the construction site of the Taxiway Q Business Hangar Development to observe foundations consisting of drilled piers, grade beams and slab on grade construction for general conformance with approved construction documents. A summary of the observations follows: Building Z031 Skylane On-going construction activity: All piers were complete. No other work was in progress at present time of visit in this building. Discrepancies: I Pier at grid intersection B/1 was incomplete due pier casing being stuck. An effort was made to pull casing out. Refer to picture 1 and 2. Pier sh be abandoned; Aguirre Roden will provide solutil for I grade beam support. 2. Pier at grid intersection 814, no dowels are protruding through the top of pier. Refer to SK -1 field fix detail. 3. Pier dowels are sticking out beyond finish floor at interior piers, Field bent dowels, refer to 4. All top of piers to be cleaned from dirt prior to pouring grade beams and slab on grade. Proposed SOILIflOfIS: 1) 4bquirie, Roden will provide solution for grade bearn SUPPOd, 2) Rper to field fix detail, 31 Fiolcb(,'-nt dowels, refer to Building 2041 Skylane 11111ki, Foundation was complete, Discrepancies: 1. Pier dowels 246 were outside building perimeter refer to picture 3. It appears that pier was not installed per documents where r)ier centerline ?Pflng ARI MAG MAG MAG PAGr 1 OF 6 MEETING MINUTES EXHIBIT 2 .0 A- ­ for proposed solution. 2. Floor socket embed plates per Erect -A -Tube submittal were not installed, refer to Picture 4 3. Pier rebar exposed, refer to picture 5. Proposed solutions: 1) Refer to SK­� I I 1LW12=jL$jJW•1 �= Work was in progress, and it was 85% (approximately) complete. • Scheduled grade beam and slab on grade reinforcing was provided per documents, • Grade beam corner bar reinforcing installation was in progress. • Most of anchor rods were installed. Anchor rods at interior columns were not installed at time of visit. • Socket embed plate per Erect -A -Tube were not installed at time of visit. Discrepancies: 1 - All piers and most of grade beams have not been cleaned of dirt and debris. Refer to picture 2. Wooden and concrete blocks were for grade beam and slab reinforcing, refer to picture 9. 3, Bottom bar splicing was not conforming per construction documents (detail 2/S301), Add additional 347 bars between piers per SK -5. 4. Scheduled stirrups were provided per documents, however It was difficult to verify spacing, due to stirrups being inclined, refer to picture 6, 5. Grade beam bottorn reinforcing splices were not installed per docurnents (detail 2/S301) 6Pier dowel standard hooks were too long and may interfere with top slab clearance, refer to picture 10. 7. Pier dowels cut off at corner of building, refer PiCtUreAl and 14. 8. Dirt on all top of intedor piers, refer to picture 12. 9. Vapor barrier missing along exterior grade beams, refer to picture 13. 10. Pier dowel outside building perimeter, refer to picture 15, H:VAI-Projkl2DOM045-00 Lasko Warehouse\MeetingsM14-06-17 CD Kick -Off Meefing MW AZM MAG MAG MAG MAG MAG MAG MAG MAG MAG MAG _E'_ 2"211 INA Proposed solutions: 1) Refer to SK­� I I 1LW12=jL$jJW•1 �= Work was in progress, and it was 85% (approximately) complete. • Scheduled grade beam and slab on grade reinforcing was provided per documents, • Grade beam corner bar reinforcing installation was in progress. • Most of anchor rods were installed. Anchor rods at interior columns were not installed at time of visit. • Socket embed plate per Erect -A -Tube were not installed at time of visit. Discrepancies: 1 - All piers and most of grade beams have not been cleaned of dirt and debris. Refer to picture 2. Wooden and concrete blocks were for grade beam and slab reinforcing, refer to picture 9. 3, Bottom bar splicing was not conforming per construction documents (detail 2/S301), Add additional 347 bars between piers per SK -5. 4. Scheduled stirrups were provided per documents, however It was difficult to verify spacing, due to stirrups being inclined, refer to picture 6, 5. Grade beam bottorn reinforcing splices were not installed per docurnents (detail 2/S301) 6Pier dowel standard hooks were too long and may interfere with top slab clearance, refer to picture 10. 7. Pier dowels cut off at corner of building, refer PiCtUreAl and 14. 8. Dirt on all top of intedor piers, refer to picture 12. 9. Vapor barrier missing along exterior grade beams, refer to picture 13. 10. Pier dowel outside building perimeter, refer to picture 15, H:VAI-Projkl2DOM045-00 Lasko Warehouse\MeetingsM14-06-17 CD Kick -Off Meefing MW AZM MAG MAG MAG MAG MAG MAG MAG MAG MAG MAG EXHIBIT 2 2700 , MEETING MINUTES 11AnKf(N1n&',-0PA I LG(JA 's MUM 1EXA& -EL 972 1418 1 99 TAY 971?45 111-1;. I END OF MEETING MINUTES . . ........ .... ... ... - The foregoing' conveys our understanding of I i I terns discussed an I d decis I ions reached during this meeting. We assume our understanding to be correct unless notice to the contrary is brought to our attention within 5 business days. Submitted by Dave Powys7ynski, Aguirre Roden. Pic,tury el HAAAI-Projtl 20rAl 3045-00 Lasko Ware houseNeetings\2014-06-17 CD Kick -Off Meeting PAGE 3 OF 6 EXHIBIT 2 MEETING MINUTES Picture 5 tliciure 7 'W' AIM Ai )f N 171M PARK C;NTFIILAUMVC rmu,X5 TEXAS'Y.S.2S I -- (— — `I'EI. 593 in 110 I ?tA TAX 07, mmA S EXHIBIT 2 MEETINGMINUTES DIRIVr I P,'M WK14"FIfAITRAL ROOR 15 TE,",2700 M504 w 91278A 150 � c&r4lle+ n Picture 9 Pictuire '10 fel H:kAAl-Projkl2C)Okl3O45-0C Lasko WarehouselMeetingrM14-06-i7 CD •. Meeting PAGE 5 OFS EXHIBIT 2 MEETING MINUTES AkXwrR ?I "exmK M GCMTHAL DROVE rLOCA " WLI AA 7CXA-- 7$.Al TEL 972 "a " U �"4 m W72 , a 0 HAAN-Projkl2=13045-00 Lasko Warehousa%Meefingsk2014-06-17 CD Kick -Off Meeting PAGE 6 OF 6 MATERIALS MANAGEMENT DIVISION 9 901-B TEXAS STREET *DENTON, TEXAS 76209 (940) 349-7100 e FAX (940) 349-7302 MAG Construction Services, LLC 320 Little School Road Kennedale, Texas 76060 Attn: Ron Dailey, Owner P#817-929-1352 F#817-563-1446 Email: j-da,JUy�j�i RE: City of Denton Contract Number #5753 Dear Mr. Dailey: This letter serves as official notice from the City of Denton. The City of Denton requests your immediate attention, response, action, and timely resolution in regards to completion of the construction work mutually agreed to with Contract #5753 — Construction of the Denton City Airport Hangar Project. As stipulated within Article 9.7 — Substantial Completion of Contract #5753, your firm was required to prepare and submit to the Architect a comprehensive list of remaining items to be completed or corrected (Punch List). This task has not be accomplished, and the City was forced to ask Aguirre -Roden Architects to perform this function on your behalf. The first "punch list" dated February 25, 2016 was submitted to your firm for completion (Exhibit A). Very little of the original punch list has been completed to an acceptable condition as of today. Again on May 26, 2016, the City required Aguirre -Roden to perform a second "punch list" inspection (Exhibit B) of the project. A significant amount of time has elapsed since the original "punch list" was submitted, and your firm has not made substantial completion of the issues and problems required within the "punch list", as identified by the second punch list inspection. Please understand that it is also apparent that your firm has failed to continually provide City staff with the basic communication and information to indicate a successful project could be achieved, such as: Obtaining a Certificate of Occupancy, provide keys, providing O&M Manual, provide written warranties, and Lien Waivers for any authorized sub -contractors. You are hereby notified that you have twenty (20) days from receipt of this notification, or June 9'", 2016 to complete all deficiencies and issues as noted in the punch list dated May 26, 2016. Provided the City has not received an acceptable construction product, and all issues identified in the punch list correction by July 1, 2016, the Owner will immediately thereafter initiate Article 2.4 — Owner's Right to Carry out the Work of Contract 5753. "Dedicated to Quality and Service www,cityqfdenton.com MATERIALS MANAGEMENT DIVISION 9 901-B TEXAS STREET e DENTON, TEXAS 76209 (940) 349-7100 * FAX (940) 349-7302 Additionally, you have been notified of the requirement that these issues must be resolved in satisfaction with the requirements of the contract, the Architect, and the Owner. Provided you fail or refuse to start the remedy of the construction issues identified in the punch listed dated May 26, 2016, the Owner will initiate the steps to immediately terminate the contractual agreement between both parties, within 10 days of receipt of this notification, or June 20"', 2016, as stipulated within Article 13.3 – Termination by the Owner for Cause. In accordance with the terms, conditions, and requirements of Contract #5753, the City hereby demands corrective action to be immediately taken with this written notice. ' Your prompt attention to this matter is required. =13 Elton D. Brock, MBA, CTPM, CTCM, C.P. Manager Materials Management and Purchasing 901 B. Texas Street Denton, Texas 76209 edtLon.,brock d��cit offlenton.com – – – – – — --------- "Dedicated to Quality and Service www.cityofdenton.com EXHIBIT 3 I* 1 EXHIBIT 3 PARTIAL DRAFT PUNCH LIST DENTON AIRPORT HANGARS February 25, 2016 General Electrical Comments: 1. Provide panel schedules for all electrical panels. 2. Provide arc flash warning labels on all electrical panels per NEC 110.16. General Architectural Comments: Secure Certificate of Occupancy A. Install fence and gates v'. Provide keys 6. Provide O&M Manuals 7. Provide Warranties 8. Provide Lien Waivers 9. Provide remaining project change orders 10. Provide final cleaning, including power washing. r` 11. Remove identification markings from steel, all locations 12. Set limits on OH Door Operators, multiple locations 13. Remove duct tape adhesive from exterior wall panels and door panels, multiple locations 14. Repair tears and puncture holes in vinyl insulation facing. Observed in wall panels,'door panels, and ceiling soffits, all units. - 15. Retape vinyl facing at insulation where lap seam adhesive has failed, Observed in wall panels, door panels, and ceiling soffits, all units. 16. Trim and seal exposed insulation faces at all personnel doors, multiple locations. 17. Exterior trim at hangar doors incomplete, all locations. a. Repair or replace bent edge trim b. Trim all flashings and edge trims to size c. Trim all flexible flashings to size; replace flashings damaged by hanging loose d. Trim and seal all exposed edges at insulation 18. Weatherstripping missing or misaligned at multiple man -doors, daylight visible at door heads, jambs and threshold. 19. Overlong guide cable at OH Doors tripping hazard multiple locations 20. Significant vibration observed in guide wire enclosures when OH Door operators in use. Verify compliance with manufacturer's requirments Location Specific Comments: 1. Site Area- Remove concrete demolition debris in landscape area north of site / 22. Site Area- Remove and store for Owner excess hangar materials from NE paved area. 23. 20316 — Sheet metal attached to the pulley system is bent/damaged. 24. 203113- Door operator guide device housing improperly installed, catching and damaging operator and housing EXHIBIT 3 25. 2031C- Provide dual cap plate between anchor bolts and replace partial washer at base plate in corner 26. 2031C - OH Door misaligned with jamb; guide not properly installed, rollers not aligned, stop latch catching 27. 2041A- Replace partial washer at base plate 28. 2041A -Manual OH Door sticking 29. 2041C - Interior corner panel joints not tight 30. 2041D - Interior corner panel joints not tight •,.,, 31. 2041E - Floor slab appears to not be level. Verify levelness to comply with specifications and verify door seal; correct as required. 32. 2051A -Junction box cover for the door motor is not installed. 33. 2051A - Repair concrete grade beam and floor where damaged at hangar door threshold 34. 2051B - Repair concrete grade beam and floor at roll -up door 35. 2051B - Motorized hangar door not operational. 36. 2051C -Touch up paint at steel at West door 37. 2051D - Exterior door stained 38. 2051D - Interior corner panel joints not tight 39. 2051D - Repair hole in bottom flexible sweep at OH Door 40. 2051E - Cover for the motorized door switch is not installed. 41. 2061A- Seal frayed insulation at OH Door hinge 42. 2061A - Interior hinge trim damaged 43. 2061A -Scratch on man -door 44. 2061B - Replaced damaged nut in baseplate 45. 2061B - Trim/seal opening where conduit penetrates wall and insulation 46. 2061C - Panel damage on south exterior face 47. 2061C - Interior corner panel joints not tight 48. 2061D - Seal frayed insulation at OH Door hinge 49. 2061C - Seal frayed insulation at OH Door hinge §ra 50. 2061E - Seal frayed insulation at OH Door hinge 6 _ 51. 2221A - Remove construction waste and excess materials 52. 2221B - One of the strip lights has a lamp out. 53. 2221B - Insulation loose at man -door 54. 2221C - Paint on door trim incomplete 55. 2221C Insulation at door hinge not secured 56. 2221C - OH Door latch catching at S end 57. 2231 (Exterior) - Debris - apparently plastic and/or trash embedded into grade beam on the West side needs to be removed, and if deeper than just the surface, the concrete needs to be repaired. 58. 2231A - Roller at OH Door at north not correctly set 59. 2231A- Fascia improperly sealed at NW corner, daylight visible within hangar 60. 2231A -Touch-up flaking intumescent paint 61. 223113- Guide wire cover plate at OH Door NE corner misaligned 62. 2231B - Replace damaged Door operator device 63. 2231C - Panel damage on exterior south wall 64. 2231C - Paint touch up on man -door 65. 2241 (Exterior) Base Drip edge missing at north and south exterior facades 66. 2241 (Exterior) Dirt and or Rust at exposed metal edge at eaves. Clean and touch up 67. 2241 (Exterior) Remove wood shims at base of panels EXHIBIT 3 68. 2241 (Exterior) Dents in panel wall 69. 2241 (Exterior) Missing screw in SW corner 70. 2241A — Seal and trim all exposed insulation at man -door 71. 2241A — Clean stain/dirt on ceiling 72. 2241B — Wall panels not tight to columns 73. 22418 — OH Door not level 74. 2241C — South door latch not functioning/catching 75. 2241C — Paint quality on south door unacceptable 76. 22410 - OH door out of level when opened EXHIBIT 3 a EXHIBIT 3 COMPILED PUNCH LIST DENTON AIRPORT HANGARS May 26, 2016 General Electrical Comments: 1. Provide arc flash warning labels on all electrical panels per NEC 110.16. 2. Install additional emergency lights and adjust existing lights as required by code. General Architectural Comments: 3. Secure Certificate of Occupancy 4. Provide keys 5. Provide O&M Manuals 6. Provide Warranties 7. Provide Lien Waivers 8. Remove identification markings from steel, all locations 9. Verify set limits on OH Door Operators, multiple locations; doors do not all appear to open full height' observed at varying limits. 10. Repair tears and puncture holes in vinyl insulation facing. Observed in wall panels, door panels, and ceiling soffits, all units. 11. Retape vinyl facing at insulation where lap seam adhesive has failed, Observed in wall panels, door panels, and ceiling soffits, all units. 12. Trim and seal exposed insulation faces at all personnel doors, multiple locations. 13. Exterior trim at hangar doors incomplete, all locations. a. Repair or replace bent edge trim 14. Multiple locations exterior panels missing screws General Structural Comments 15. Tightern tie rods at cross braces. Observed at 2021A, 20316, 2041A, 204113, 2041C, 2051A, 2061A, 2061C Location Specific Comments: 16. Site Area- Remove concrete demolition debris in landscape area north of site 17. 2031C— Provide dual cap plate between anchor bolts and replace partial washer at base plate in corner 18. 2041A — Replace partial washer at base plate 19. 2041A — Manual OH Door sticking 20. 2041E — Floor slab appears to not be level. Verify levelness to comply with specifications and verify door seal; correct as required. 21. 201513— Repair tear at ceiling 22. 2051C— Install washers at door hinge 23. 2061A —Scratch on man -door 24. 206113- Replaced damaged nut in baseplate 25. 2061C— Install washers at door hinge 26. 2221C — OH Door latch catching at S end 27. 2221C—Guide cover plate damaged EXHIBIT 3 28. 2221C — remove construction storage materials 29. 2231A — Door makes "catching/knocking" sounds when operating 30. 2231C — Slab damage. Rebar exposed 31. 2231C — Hangar does not drain properly. Verify floor slab elevation is correct per plans with no low spots 32. 2231C — Paint touch up on man -door 33. 2241 (Exterior) Missing screw in SW corner 34. 2241A — Clean stain/dirt on ceiling 35. 2241C —remove tape and touch up caulking at joint at wall panel to column 36. 2241C- install washers at hinge City of Denton Punch List Items 37. Need washers/spacers in hinges at top of all bi-fold doors, verify all doors, noted on more than one door above. 38. Seat all screws on upper and lower sheets of bi-fold doors. 39. Need several screws at walk door hinges and frames on all buildings. 40. Need screws on the top of all interior sheet metal trim around the interior of units. 41. Touch up exposed metal on all red iron. 42. Damaged trim in several areas in the center of bi-fold doors. 43. Missing feet/spacers on all door poppers. 44. Several guide sheets for door poppers not attached with screws. 45. Frames too tight on several walk doors. 46. Set all upper limit switches for bi-fold doors at 11ft. 47. 5-7-5 inch screw pattern on top and bottom of all rear walls. 48. Verify Roof ridge caps screwed 6 inch on center. 49. Verify Roof lap screws at 12 inch on center. 50. Missing/backwards drip edge on several units. 51. Missing reflective striping on pavement at all units. EXHIBIT 3 Erect -A-Tube List Hangar Facilities #2241, 2231, 2221, 2031, 20412051, 2061 Denton Municipal Airport Denton, TX EXTERIOR Key Description E 1 Wall screw pattern not installed per plans E 30 Adjust bifold door in the clear opening (top hinge washer) E31 Roof panel stitch laps not installed per plans E32 Ridge cap stitch laps not installed per plans E 38 Fill screw hole E 39 Rear sidewall eave trim not fasten to panels (full run 117 In. ft.) E 40 Bottom trim not installed per plans E 41 Re install 3060 jamb trim E 42 Roof panels not installed per plans E 46 Tie rod found on floor E 47 Repair exterior trim E 48 Secure exterior trim to panels E 49 Tie rods found on taxiway E 50 Missing tie rod ends INTERIOR REVIEW______ Key Description 1 4 Spacer washers not installed. One set per all bifold door. 1 5 Door popper plates not installed. Refer to door book. 1 6 Door popper runners to be fasten to frame 1 8 Daylight showing at eave line 1 12 Day light around walk door frame 1 15 Over tighten left cable. Spring is fully compressed in closed position. 1 17 Daylight for endwall apex. Install peak cap boxes 1 27 Missing tek screw 1 28 Tie rod found on floor EXHIBIT 3 1 29 Sharp cut edge 1 30 Install 3070 parting strip and head seal 1 31 3070 door sweep locate on top of slab 1 32 Tie rods not installed 1 33 Install jamb weather stripping 1 34 Repair exterior trim 1 35 Secure exterior trim to panels 1 36 Install cotter pin 1 39 Set screw not tight 1 43 Tie rod from upper column to floor anchor not installed. 1 49 Girt clip missed located from factory EXHIBIT 3 ENIEFGENCY UGi7 LEVE -L VIERE AKEN Al,Ii,", F1 S BEEN DE", I ERMI"PlED THAT '7WOUl D BE POSSIBLE"M OBI'AIN THE MINIll'O'Ll"t LIGH"I'LEVEL REQUIR'EMENTS P'OR EGRESS LIGIH-51NIG BY'ADJUSTING THE,,2) .-,EADS ON lI.i'E EMERG, FIX7,L)RE SOTHAl" T1-,IEY PROVIDE lis L,.)-1,',-llNA",0N ALON5S P, "Fil, 11 i G � EGRESS, CONTRACTOR '70 A',,DJUST HEADS AS REQUIF'ZED EX EX It EX ADX-JS'l HEADS AS ` , Cti ,v... HANGAR Fc "EVELS EXHIBIT 3 P R , 1 V"K-3 AL) b lONAI ar idY t yl.�^�£ P � d.,i 3" E' D �'<1..,a S£ Ik + 1.�#s.� N x #per_: MEET # C L„.i Uiorf f"ll 7 { �':�,;rl 3 S ""LONG PATH `a F} EGRESS, II i ss 1 {b{F N t' e - EX 1� EX EXHIBIT 4 COMPILED PUNCH LIST DENTON AIRPORT HANGARS May 26, 2016 General Electrical Comments: 1. Provide arc flash warning labels on all electrical panels per NEC 110.16. 2. Install additional emergency lights and adjust existing lights as required by code. General Architectural Comments: 3. Secure Certificate of Occupancy 4. Provide keys 5. Provide O&M Manuals 6. Provide Warranties 7. Provide Lien Waivers 8. Remove identification markings from steel, all locations 9. Verify set limits on OH Door Operators, multiple locations; doors do not all appear to open full height' observed at varying limits. 10. Repair tears and puncture holes in vinyl insulation facing. Observed in wall panels, door panels, and ceiling soffits, all units. 11. Retape vinyl facing at insulation where lap seam adhesive has failed, Observed in wall panels, door panels, and ceiling soffits, all units. 12. Trim and seal exposed insulation faces at all personnel doors, multiple locations. 13. Exterior trim at hangar doors incomplete, all locations. a. Repair or replace bent edge trim 14. Multiple locations exterior panels missing screws General Structural Comments 15. Tightern tie rods at cross braces. Observed at 2021A, 20316, 2041A, 20416, 2041C, 2051A, 2061A, 2061C Location Specific Comments: 16. Site Area- Remove concrete demolition debris in landscape area north of site 17. 2031C — Provide dual cap plate between anchor bolts and replace partial washer at base plate in corner 18. 2041A — Replace partial washer at base plate 19. 2041A — Manual OH Door sticking 20. 2041E — Floor slab appears to not be level. Verify levelness to comply with specifications and verify door seal; correct as required. 21. 20156 — Repair tear at ceiling 22. 2051C — Install washers at door hinge 23. 2061A —Scratch on man -door 24. 20616 - Replaced damaged nut in baseplate 25. 2061C — Install washers at door hinge 26. 2221C — OH Door latch catching at S end 27. 2221C — Guide cover plate damaged EXHIBIT 4 28. 2221C — remove construction storage materials 29. 2231A — Door makes "catching/knocking" sounds when operating 30. 2231C — Slab damage. Rebar exposed 31. 2231C — Hangar does not drain properly. Verify floor slab elevation is correct per plans with no low spots 32. 2231C — Paint touch up on man -door 33. 2241 (Exterior) Missing screw in SW corner 34. 2241A—Clean stain/dirt on ceiling 35. 2241C —remove tape and touch up caulking at joint at wall panel to column 36. 2241C- install washers at hinge City of Denton Punch List Items 37. Need washers/spacers in hinges at top of all bi-fold doors, verify all doors, noted on more than one door above. 38. Seat all screws on upper and lower sheets of bi-fold doors. 39. Need several screws at walk door hinges and frames on all buildings. 40. Need screws on the top of all interior sheet metal trim around the interior of units. 41. Touch up exposed metal on all red iron. 42. Damaged trim in several areas in the center of bi-fold doors. 43. Missing feet/spacers on all door poppers. 44. Several guide sheets for door poppers not attached with screws. 45. Frames too tight on several walk doors. 46. Set all upper limit switches for bi-fold doors at 11ft. 47. 5-7-5 inch screw pattern on top and bottom of all rear walls. 48. Verify Roof ridge caps screwed 6 inch on center. 49. Verify Roof lap screws at 12 inch on center. 50. Missing/backwards drip edge on several units. 51. Missing reflective striping on pavement at all units. EXHIBIT 4 Erect -A-Tube List Hangar Facilities #2241, 2231, 2221, 2031, 2041 2051, 2061 Denton Municipal Airport Denton, TX EXTERIOR Key Description E 1 Wall screw pattern not installed per plans E30 Adjust bifold door in the clear opening (top hinge washer) E31 Roof panel stitch laps not installed per plans E32 Ridge cap stitch laps not installed per plans E 38 Fill screw hole E 39 Rear sidewall eave trim not fasten to panels (full run 117 In. ft.) E 40 Bottom trim not installed per plans E 41 Re install 3060 jamb trim E 42 Roof panels not installed per plans E 46 Tie rod found on floor E 47 Repair exterior trim E 48 Secure exterior trim to panels E 49 Tie rods found on taxiway E 50 Missing tie rod ends INTERIOR REVIEW Key Description 1 4 Spacer washers not installed. One set per all bifold door. 1 5 Door popper plates not installed. Refer to door book. 1 6 Door popper runners to be fasten to frame 1 8 Daylight showing at eave line 1 12 Day light around walk door frame 1 15 Over tighten left cable. Spring is fully compressed in closed position. 1 17 Daylight for endwall apex. Install peak cap boxes 1 27 Missing tek screw 1 28 Tie rod found on floor EXHIBIT 4 1 29 Sharp cut edge 1 30 Install 3070 parting strip and head seal 1 31 3070 door sweep locate on top of slab 1 32 Tie rods not installed 1 33 Install jamb weather stripping 1 34 Repair exterior trim 1 35 Secure exterior trim to panels 1 36 Install cotter pin 1 39 Set screw not tight 1 43 Tie rod from upper column to floor anchor not installed. 1 49 Girt clip missed located from factory z LL < 0 0 0 LU ij LU LC2 Z —j no 0 0 LU Lu < Lu c LU Z J� — cl� 00" co (u) LL LL - < Lu C z < cy) LO z �- -5 2: 0 I— — < LU CQ 2i Lj :52 !) = Ln < Lj LU < � LU c Lu LL LU "a 6: Ln z C.a., — = cy) C) T cj� cl� Lu < Lu 0 . ... . . - 0 co z 2i LO C) .. 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'2 -2 -2 '2 '® 0 0 0 0 0 m M m m 0 U u u u u C, 7- — C, Z 'o X " C, 7- C, ;Z 0 Z E E P; o tz r4 I I Modify Open Requisitions - No Re -Approval - Order Recap EXHIBIT 6 Modify Open Requisitions - No Re -Approval - Order Recap a X 14 tools Order Number 172786 OP 00680 Change Order 000 Base Order Change Order Total Order Total Vouchered Total Retained Total Amount Less Retained Balance To Complete Amount 617,801.65 9,421.57 627,223,22 604,510.32 30,225.52 574,284.80 22,712.11 Quantity Page 1 of 1 18, http://Jdedwards.cityofdenton.comljdelElClient.mafService?jdemafjasUID=6&jdemafjasCo... 9/9/20i, re, ' x W i E 3 v Q a m a u J J Ln W _u > W Ln z O C cr Ln z O u r` z r Ln Ln Ln Ln Ln Ln Ln Ln ; LD l0 4 LD 1 W W c +� Oi0 O o O O O o 0 O o 0 0 Ln ®r Ln M O 0:0 O O d N N N N 01 N M ri Ln w r` � r• Ln N o N � oo � ri o d V N\ 00 N r -I r-1 r-1 rl N 1 N r-1 M N M u l u l u w o'rn\ o N N N'N N ;1-,k. m H rl r-1 r-1 cu aJ (D: a) a) a) 1 (J a a) ' a) a cu No-ttor'mim0N-zt C (0 P6 fa " l6 l6 �t01�t l0 z LD M o m -t rl N 01 ®1 ct 00 wlt 0 E U w 1 O r- 00 N m 00 100 l0 00 I a) W e -I rl, m 01 M (LD Q1 � Q1 m H r, . 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V aJ Q1 a) aJ a1 aJ aJ a1 ' � aJ ' al aJ ! a m u u u u u u u l u l u u u� u u cu aJ (D: a) a) a) 1 (J a a) ' a) a cu aJ C (0 P6 fa " l6 l6 1 f6 l0 Pa fa (b la (6 la °' E E E E E E E E E E. E E E r O O O O O O O O) O ® O O O m 3 i 3 3 3 3; 3 31 3 1 3} 3 3 ♦1 ¢ Q ¢ Q ¢ ¢ Q ¢ ¢ ¢ ¢ Q ¢ Pu CL d a- CL d a_ 0- a- a- a- �d_Ia- EXHIBIT 7 Brock, Elton D From: Lawson, Herman Sent: Tuesday, October 11, 2016 11:25 AM To: Ron Dailey; Hix, Quentin D; Schaumburg, David J Cc: Brock, Elton D; Pascalide, Esq., Amy; Knight, John M.; Nelson, Mark A.; Hartley, Dean Subject: RE: punch list completion Importance: High • The punch list you forwarded to me yesterday is incomplete. • Your scan did not include hangar at address 2221. • On the sheets you sent there are still 143 items open. • The City reserves the right to make a decision on item #4 below where you decided not to shorten the cable. Other items you failed to provide by the October 7`' completion date include.. • All Closeout documents. 3111111114=1 IN INIM2101111187 M -W-1 • Lien Waivers from each subcontractor. • As Built Drawings. • Operations Manuals. • All Warranties. Herman Lawson From: Ron Dailey[mailto:rdailey@magconstructionservices.com] Sent: Monday, October 10, 2016 5:10 PM To: Lawson, Herman <Herman.Lawson @cityofdenton.com>; Hix, Quentin D <Quentin.Hix@cityofdenton.com>; Schaumburg, David J <David.Schaumburg@cityofdenton.com> Cc: Brock, Elton D < Elton. Brock@cityofdenton.com>; Pascalide, Esq., Amy <APASCALIDE@hccsurety.com> Subject: punch list completion Herman, the attached list for each hangar shows the following: #1 items checked have been completed #2 items not checked will be completed tomorrow, Tuesday 10-10-2016 unless the items have to be ordered from Erect-a-tude. #3 The items that will be ordered from Erect-a-Tude today are 2 door cables and some pieces for the frame braces in Hangar C of the 3 nested T -Hangars. The addresses are 2041, 2051, 2061 Skylane. These items should be able to be installed the same day received unless they do not come in until very late in the afternoon. They should be shipped by Thursday, Oct. 13tH #4 Please note on items #6 on all pages, we did not shorten the cables in any hangar. These are assembled at the factory and we don't I] EXHIBIT 7 Feel comfortable shortening these cables as this could affect the operation of the door. However, all cables will be attached so that they do not need shortening. #5 You should be able to start leasing hangars in all but the three hangars that need the frame braces installed as soon as they are inspected and approved. Last Friday I was sick and did not come to the job site and the other guys got rained out. Best Regards, Ron Dailey MAG Construction Services, LLC 320 Little School Road Kennedale, Texas 76060 OFFICE (817) 561-2080 MOBILE (817) 929-1352 FAX (817) 563-1446 EMAIL: rdailev@magconstructionservices.com This communication, including attachments, is for the exclusive use of addressee and may contain proprietary, confidential or privileged information. If you are not the intended recipient, any use, copying, disclosure, dissemination or distribution is strictly prohibited. If you are not the intended recipient, please notify the sender immediately by return email and delete this communication and destroy EXHIBIT 8 MATERIALS MANAGEMENT DIVISION e 901-B TEXAS STREET e DENTON, TEXAS 76209 (9 40) 349-7100 9 FAX (9 40) 349-7302 October 18, 2016 MAG Construction Services, LLC 320 Little School Road Kennedale, Texas 76060 Attn: Ron Dailey, Owner P#817-929-1352 / F#817-563-1446 Email: i, a I !� RE: City of Denton Contract Number #5753 Over the past several months, the City of Denton has issued two (2) demand letters regarding contractual deficiencies at the Airport Hangar Project. Many of these identified issues have still yet to be resolved. Finally, you're promised completion date for delivery of this project is months behind, and with each added late day, the City of Denton is not able to lease the facilities and has lost considerable revenue. On September 27, 2016, MAG Construction was also afforded a final opportunity to correct all issues, with the added requirement that you hire competent workers and tradesmen that have been pre -approved by the City of Denton. You did not comply with those instructions, and proceeded to bring workers on the jobsite that were not approved by the City. In accordance with the provisions of Contract #5753, Exhibit D, Article 2.3, the City of Denton hereby orders MAG Construction to cease all work on this project. In accordance with the provisions of Contract #5753, Exhibit D, Article 2.4, the City of Denton will utilize move forward with the Owner's right to carry out the work. In accordance with the provisions of Contract #5753, Exhibit C, Article 6 B — Liquidated Damages, the City of Denton shall calculate the overall damages ($500 per day) for each day that the project has been late on promised delivery. If you have any questions regarding, this notice, please contact me at Elton.Brock@,ciiyofdenton.com or (940) 349- 7100. Your prompt attention to this matter will be greatly appreciated. Regards, Elton D. Brock, MBA, CTP, CTC, C.P.M. Manager Materials Management and Purchasing 901 B. Texas Street Denton, Texas 76209 "Dedicated to Quality and Service www.cityqfdenton.com EXHIBIT 9 ORDINANCE NO. AN ORDINANCE TERMINATING A PUBLIC WORKS CONTRACT FOR THE CONSTRUCTION OF HANGARS AT DENTON ENTERPRISE AIRPORT; AND PROVIDING AN EFFECTIVE DATE (RFP 5753- WAS AWARDED TO MAG CONSTRUCTION SERVICES, LLC IN THE NOT -TO -EXCEED AMOUNT OF $617,801.65.) WHEREAS, on April 21, 2015, the City awarded a contract to Mag Construction, LLC for the construction of 7 hangar buildings containing 27 aircraft storage units at Denton Enterprise Airport in the amount of $617,801.65 (RFP- 5733); and WHEREAS, Mag Construction has failed to adequately perform pursuant to the above mentioned contract, the City Manager or a designated employee has recommended that the herein described contract be terminated; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The contract awarded to Mag Construction on April 21, 2015 (RFP- 5733) for the construction of public works or improvements at the Denton Enterprise Airport, is hereby terminated: SECTION 2. The City Council of the City of Denton, Texas hereby expressly delegates the authority to execute any documents and to take any actions that may be required or permitted to be performed by the City of Denton to terminate the said contract (RFP 5753) to the City Manager of the City of Denton, Texas, or his designee. SECTION 3. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of 2016. CHRIS WATTS, MAYOR EXHIBIT 9 ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: cy City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: ID 16-1271, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Denton Municipal Electric CM/ ACM: Howard Martin Date: October 18, 2016 SUBJECT Consider adoption of an ordinance finding that a public use and necessity exists to acquire fee simple title to a 1.253 acre tract of land situated in the J.S Collard Survey, Abstract No. 297, City of Denton, Denton County, Texas, and of the Real Property Records of Denton County, Texas ("Property Interests"), for the public use of, expansion, construction, maintenance, and operation of an electric transmission lines, ancillary facilities and structures; authorizing the City Manager, acting City Manager, or his designee, to make initial and final offers to execute a contract of sale, between the City of Denton, Texas ("City"), as buyer, and Pensco Trust Company Custodian FBO Randall D. Smith Roth IRA, Bonnie Brae Malone County, Inc., Trustee of the COTI Property Trust, and Edward F. Wolski, et. al. ("Owner"), as seller, to acquire fee title to the Property Interests for the total purchase price of $166,859.00, and other consideration; authorizing the filing of eminent domain proceedings to acquire the Property Interests if the final offer is not accepted; authorizing the expenditure of funds; and providing an effective date. [North Lakes to Denton North TM Line] BACKGROUND Denton Municipal Electric (DME) Capital Improvement Plan includes a project to reconstruct its electric transmission system. DME has identified several projects that are critical to maintaining reliability and allowing Denton to continue to grow. Reconstruction of approximately I mile of existing 69kV transmission line from North Lakes Substation to Denton North Interchange is needed to provide the capacity needed to meet the reauirements of contingencv Dlannina criteria. The line will be reconstructed as 138kV. OPTIONS Approve the ordinance. Do not approve the ordinance. RECOMMENDATION DME recommends approving adoption of the ordinance. PRIOR ACTION/REVIEW (Council, Boards, Commissions) The Public Utility Board recommended approval of the transmission route November 9, 2015. The route was presented and approved by the City Council December 8, 2015. STRATEGIC PLAN RELATIONSHIP City of Denton Page 1 of 2 Printed on 10/14/2016 povveied by I_egivt9i IN File #: ID 16-1271, Version: 1 The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Public Infrastructure Related Goal: 2.3 Promote superior utility services and facilities EXHIBITS 1. Transmission Line Map 2. Easement Map 3. Ordinance Respectfully submitted: Phil Williams General Manager Prepared by: Elizabeth Bell Denton Municipal Electric City of Denton Page 2 of 2 Printed on 10/14/2016 povveied by I_egist9i I;, } N o MATCHLINE a y SEE SH. 3 OF 4 A' rrz I " n v '✓ oomo rn O$m o� s N< 3 3 s in in m nmm° W O I❑ mm' N y I i ri� ��00Q s °Oo a°moo°CP Cl? 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Ci L O O m T �1J m l 00 m �� <� I I mZ� UlD m p n M � Z o I CA CD O m m O r my vm CZ N = [n O m L cn Z Z i m� zv Nom z°��A C C cm mG�� wom � 0 1n � ° m I I O D Z a � nO T n UJ O I m cODm 3 m m z n 111 �z « Z oA b i Z 0 mO oo m -n x N m I MATCHUNE CO zZ a SEE SH. 3 OF 4 a T � � c c O �� N < � m z O C = m m 0� p D I � 0 m �� O o m 0 � � I z �� o 0 � � r z z m � m � m � m p m� m n v m x v A�= m� zo Z � m O z c� o N y m<� m m r � W JJ n y � � m Z � c m O m r m C1l,lsersV2454612\AppData\Local\Microsoft\Windows\Temporary Internet Files\Content Outlook\6HBD91SV\North Lakes to Denton North TM Line Ordinance - Authorization for Offers .docx ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON FINDING THAT A PUBLIC USE AND NECESSITY EXISTS TO ACQUIRE FEE SIMPLE TITLE TO A 1.253 ACRE TRACT OF LAND SITUATED IN THE J.S COLLARD SURVEY, ABSTRACT NO. 297, CITY OF DENTON, DENTON COUNTY, TEXAS, AND OF THE REAL PROPERTY RECORDS OF DENTON COUNTY, TEXAS ("PROPERTY INTERESTS"), FOR THE PUBLIC USE OF, EXPANSION, CONSTRUCTION, MAINTENANCE, AND OPERATION OF AN ELECTRIC TRANSMISSION LINE, ANCILLARY FACILITIES AND STRUCTURES; AUTHORIZING THE CITY MANAGER, ACTING CITY MANAGER, OR HIS DESIGNEE, TO MAKE INITIAL AND FINAL OFFERS TO EXECUTE A CONTRACT OF SALE, BETWEEN THE CITY OF DENTON, TEXAS ("CITY"), AS BUYER, AND PENSCO TRUST COMPANY CUSTODIAN FBO RANDALL D. SMITH ROTH IRA, BONNIE BRAE MALONE COUNTY, INC., TRUSTEE OF THE COTI PROPERTY TRUST, AND EDWARD F. WOLSKI, ET. AL. ("OWNER"), AS SELLER, TO ACQUIRE FEE TITLE TO THE PROPERTY INTERESTS FOR THE TOTAL PURCHASE PRICE OF $166,859.00, AND OTHER CONSIDERATION; AUTHORIZING THE FILING OF EMINENT DOMAIN PROCEEDINGS TO ACQUIRE THE PROPERTY INTERESTS IF THE FINAL OFFER IS NOT ACCEPTED; AUTHORIZING THE EXPENDITURE OF FUNDS; AND PROVIDING AN EFFECTIVE DATE. [NORTH LAKES TO DENTON NORTH TM LINE] WHEREAS, the City Council of the City of Denton ("City Council") after consideration of this matter, has determined that a public use and necessity exists for, and that the public welfare and convenience requires, the acquisition of the Property Interests by the City of Denton, Texas ("City"). The City Council finds that the acquisition of the Property Interests is a valid public use necessary for the expansion, construction, maintenance, and operation of an electric transmission line, ancillary facilities and structures, approved by ordinance of the City Council on December 8, 2015; WHEREAS, the City is required to make an initial offer as defined by, and in compliance with, Texas Property Code §21.01 l 1 ("Initial Offer"). and a bona fide offer, as defined by, and in compliance with, Texas Property Code §21.0113 ("Final Offer") to acquire the Property Interests for public use, voluntarily, from the owner(s) before beginning the acquisition of the Property Interests by eminent domain; and WHEREAS, the City Council deems it necessary to authorize the City Attorney to initiate condemnation proceedings in order to acquire the Property Interests if an agreement cannot be reached with the owner(s) for the purchase of the Property Interests; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON ORDAINS: Section I. The City Council ratifies, confirms and adopts the finding and recitals contained L- in the preamble to this Ordinance and further finds that the recitals made in the Preamble of this Ordinance are true and correct, and incorporates such recitals into the body of this Ordinance as if copied in their entirety. Section II. For the reasons and purposes set forth above, the City Council authorizes acquisition of fee simple title to the real property more particularly described in the attached Exhibit "A". together with all necessary appurtenances, additions and improvements on, over, under. and through the same real property and including a waiver of surface use to the mineral estate (all being referred to in this Ordinance as "Property Interests"). Section III. The City Council approves and authorizes the use of eminent domain to acquire the Property Interests for the expansion, construction, maintenance, and operation of an electric transmission line, ancillary facilities and structures, approved by ordinance of the City Council on December 8, 2015. Section IV. The City Council authorizes the City Manager, or his designee, to negotiate for and to acquire the Property Interests from the owner(s) for the City, and to acquire the Property Interests in compliance with State and any other applicable law. Specifically, the City Manager, or his designee, in accordance with State and any other applicable law, is directed and authorized to (a) make an Initial Offer to the owner(s) of the Property Interests in the amount of $166,859.00 as just compensation for the Property Interests, with said amount being based on an amount determined by an independent fee appraisal obtained by the City, (b) if the Initial Offer is not accepted, make a Final Offer to the owner(s) of the Property Interests in the amount of $166,859.00 as just compensation for the Property Interests, and, (c) if the Final Offer is not accepted, to direct the City Attorney, or her designee, to file, or cause to be filed, against the owner(s) and interested parties of the Property Interests, proceedings in eminent domain to acquire the Property Interests. Section V. The City Council approves and authorizes, without further authorization from City Council, (a) the City Attorney, or her designee, to take any and all actions required to retain additional counsel to prosecute the proceedings in eminent domain to acquire the Property Interests, and (b) the payment, after approval by the City Attorney, or her designee, of all the attorney fees and costs associated with the prosecution of the proceedings in eminent domain to acquire the Property Interests. Section VI. The City Council approves and authorizes. without further authorization from City Council, the payment, after approval by the City Attorney, of all the costs associated with the acquisition of the Property Interests, including but not limited to the costs of purchases or, if necessary, eminent domain proceedings, relocation assistance expenses, appraisal fees, title policies/services, recording fees. court costs and expert witness fees. Section VII. If any section, article, paragraph, sentence, phrase, clause or word in this ordinance, or application thereof to any persons or circumstances, is held invalid or unconstitutional by a court of competent jurisdiction, such holding shall not affect the validity of the remaining portions of this ordinance; the City Council declares that it would have ordained such remaining portion despite such invalidity, and such remaining portion shall remain in full force and effect. Section VIII. This Ordinance shall become effective immediately upon its passage. PASSED AND APPROVED this the day of CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY EN APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY B Y:: Ik " :�gtz� , 7016. City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON Legislation Text File #: ID 16-1354, Version: 1 Agenda Information Sheet DEPARTMENT: Legal Department CM/ ACM: Anita Burgess, City Attorney Date: October 18, 2016 SUBJECT Consider appointments to a Charter Review Committee. Respectfully submitted: Anita Burgess City Attorney Prepared by: Aaron Leal First Assistant City Attorney City of Denton Page 1 of 1 Printed on 10/14/2016 povveied by I_egivt9i IN City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: Z16 -0017a, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Department of Development Services ACM: Jon Fortune DATE: October 18, 2016 SUBJECT Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas regarding a rezoning from a Downtown Residential 1 (DR -1) District to a Downtown Residential 2 (DR -2) District on approximately 0.87 acres, generally located on the east side of McCormick Street, approximately 100 feet south of W. Eagle Drive. The Planning and Zoning Commission recommends approval 6-0. (Z16-0017) BACKGROUND The subject property is comprised of three parcels of land located at 907, 909, and 911 McCormick Street. All three parcels are owned by the Catholic Diocese of Fort Worth. The parcels are currently zoned DR -1 District. The property owner is seeking to rezone the parcels to the DR -2 District to reduce the minimum landscaping requirement, thereby increasing the allowed maximum lot coverage. The owner has indicated that the intent of the rezoning is to facilitate development of the parcels as a Pastoral Center. However, if the rezoning is approved, all permitted uses within the DR -2 District would be permitted. Rezoning the subject property from DR -1 District to DR -2 District is consistent with the surrounding land use and zoning pattern. The proposed rezoning is a logical extension of the DR -2 District that presently occurs to the east, west, and north of the subject property. The maximum lot coverage allowed for the property would increase from 60% in the DR -1 District to 75% in the DR -2 District, which would lower the minimum required landscaping area from 40% to 25%. The maximum allowed building height would increase from 40 feet to 45 feet with the proposed rezoning. New development, with the slightly increased lot coverage and allowable height, would be consistent with the scale of development, the mix of uses, and the current combination of zoning designations in the surrounding area. The subject property is within an area designated as a "Neighborhood/University Compatibility Area" on the Future Land Use Map in Denton Plan 2030. This land use designation applies to residential and commercial areas adjacent to the University of North Texas and Texas Woman's University that are affected by their proximity to the university. The subject property is less than 150 feet from the University of North Texas campus, and much of the surrounding area serves as student housing. The proposed use and other permitted uses that could develop on the site such as multi -family dwellings and neighborhood services are logical for the area and would be easily accessible from campus or the surrounding neighborhood by walking or bicycling. OPTIONS City of Denton Page 1 of 3 Printed on 10/14/2016 povveied by I_egivt9i IN File #: Z16 -0017a, Version: 1 1. Approve as submitted. 2. Approve subject to conditions. 3. Deny. 4. Postpone consideration. 5. Table item. RECOMMENDATION The Planning and Zoning Commission recommends approval of this request (6-0). The Development Review Committee recommends approval of this request. PRIOR ACTION/REVIEW (Council, Boards, Commissions) On September 14, 2016 the Planning and Zoning Commission recommended approval of the rezoning request (6-0). STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Economic Development Related Goal: 3.4 Encourage development, redevelopment, recruitment, and retention EXHIBITS 1. Staff Analysis 2. Site Location/Aerial Map 3. Zoning Map 4. Future Land Use Map 5. Presentation Slides 6. DR -1 Permitted Uses 7. DR -2 Permitted Uses 8. Public Notification Map and Responses 9. Planning and Zoning Commission Meeting Minutes 10. Draft Ordinance Respectfully submitted: Munal Mauladad Director of Development Services Prepared by: Hayley Zagurski City of Denton Page 2 of 3 Printed on 10/14/2016 povveied by I_egist9i I;, File M Z16 -0017a, Version: 1 Assistant Planner City of Denton Page 3 of 3 Printed on 10/14/2016 povveied by I_egist9i I;, City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON Legislation Text File #: Z16-0017, Version: Planning Report Z16-0017 / St. John Paul II University Pastoral Center City Council District 3 Planning & Zoning Commission September 14, 2016 REQUEST: Hold a public hearing and consider making a recommendation to City Council regarding a rezoning request from a Downtown Residential 1 (DR -1) District to a Downtown Residential 2 (DR -2) District on approximately 0.87 acres, generally located on the east side of McCormick Street, approximately 100 feet south of W. Eagle Drive. (Z16-0017, Saint John Paul II University Pastoral Center, Hayley Zagurski) OWNER: Catholic Diocese of Fort Worth APPLICANT: Brian Heitzman BACKGROUND: The subject property is comprised of three parcels of land located at 907, 909, and 911 McCormick Street. All three parcels are owned by the Catholic Diocese of Fort Worth. The parcels are currently zoned DR -1 District. The owner has indicated that the intent of the rezoning is to facilitate development of the parcels as a Pastoral Center. The property owner is seeking to rezone the parcels to the DR -2 District to reduce the minimum landscaping requirement, thereby increasing the allowed maximum lot coverage. However, if the rezoning is approved, all permitted uses within the DR -2 District would be permitted. SITE DATA: The total 0.87 -acre tract of land was originally platted in 1945 and is currently platted as F.M. Darnall Addition, Lots 2 through 4. The property has a total frontage of approximately 229 feet along McCormick Street. Single family homes were located on each lot but have been demolished in preparation for the intended development. USE OF PROPERTY UNDER CURRENT ZONING: The DR -1 District primarily permits single-family residential uses as well as limited commercial and institutional uses such as home occupations, adult or child daycares, churches, elementary schools, semi-public halls/clubs/lodges, and parks and open spaces. Bed and breakfasts and temporary commercial uses are permitted with limitations, and dormitories, fraternity/sorority houses, and basic utilities are permitted with a Specific Use Permit (SUP). The proposed church use is permitted by right in the current DR -1 District. A schedule of permitted uses in the current zoning district is attached. SURROUNDING ZONING AND LAND USES: City of Denton Page 1 of 4 Printed on 9/9/2016 povveied by I_egivt9i IN I M CTMA Moll7i VATM0r•Ti1� North: Adjoining to the north is a single-family home. The lot was recently re -zoned from DR -1 District to DR - 2 District to allow the development of apartments. To the northeast are apartments zoned Downtown Commercial Neighborhood (DC -N) District, and to the northwest is a single-family home zoned DR -2 District. The University of North Texas campus is located across Eagle Drive in a Downtown Commercial General (DC- G) District. East: Adjoining to the east are single-family homes in a DR -2 District and vacant land zoned DR -1 District. Apartments and single-family homes zoned DR -2 District and DR -1 District are located across Avenue A. South: Adjoining to the south is a single-family home zoned DR -1 District. Apartments in a DR -2 District are located to the southeast, and single-family homes are located to the southwest across McCormick Street (DR -2 District). Further to the south across Fannin Street is more single-family development (mix of DR -2 District, DC -G District, and DR -1 District). West: To the west across McCormick Street are single family homes zoned DR -2 District. Apartments and more single-family homes zoned DC -G District are beyond that. DR -2 District currently adjoins the property to the east/southeast, west, and north. COMPATABILITY OF REQUEST WITH SURROUNDING ZONING AND LAND USES: The purpose of the Downtown University Core District, of which DR -2 District is a part, is to encourage mixed use developments within specified commercial areas of the district. This district is a pedestrian friendly district. The DR -2 District allows slightly higher density residential development as well as small-scale neighborhood service and institutional uses that are intended to provide a transition between moderate -density residential areas and the higher density development found in downtown areas. Permitted uses include single-family residential uses, dormitories, and fraternity and sorority houses as well as limited commercial and institutional uses such as home occupations, adult or child daycares, churches, elementary schools, middle schools, semi- public halls/clubs/lodges, and parks and open spaces. Multi -family dwellings, bed and breakfasts, professional services and offices, retails sales and services, and temporary uses are allowed with limitations. Broadcasting studios, veterinary clinics, medical centers, and basic utilities are allowed with an SUP. The schedule of permitted uses is attached for reference. The proposed rezoning to DR -2 District is compatible with the surrounding land uses and zoning patterns COMPREHENSIVE PLAN: The subject property is within an area designated as a "Neighborhood/University Compatibility Area" on the Future Land Use Map in Denton Plan 2030. This land use designation applies to residential and commercial areas adjacent to the University of North Texas and Texas Woman's University that are affected by their proximity to the university. Currently these areas are characterized by university buildings abutting, in many cases, single-family neighborhoods. Expected increases in enrollment at both universities will likely require additional facilities and student housing. The purpose of this designation is to create compatible form and land uses for the areas that serve both the established neighborhoods and the universities. Allowable uses and development criteria of the Neighborhood/University Compatibility Area future land use designation include: a. The Neighborhood/University Compatibility Area should provide a gradual transition in scale, use, character, and intensity between the universities and surrounding neighborhoods. City of Denton Page 2 of 4 Printed on 9/9/2016 povveied by I_egist9i I;, File #: Z16-0017, Version: 1 b. Typical uses include moderate -density residential, neighborhood -serving retail, restaurants, commercial, and office, which can serve both students and neighborhood residents. c. Development should encourage uses that are in close proximity to one another to encourage walking and bicycling. d. Development shall address the public realm and contribute to a vibrant environment for pedestrians and bicycles. e. Development should preserve historic structures and features whenever possible. f. Places of worship, schools, and parks are allowed by right. g. Development shall adequately address parking needs and mitigate the impact to adjacent neighborhoods. The character of this area should be maintained by ensuring that new development is sensitive to the surrounding built and natural context in scale and form as described above. CONSIDERATIONS: 1. Rezoning the subject property from DR -1 District to DR -2 District is consistent with the surrounding land use and zoning pattern. The proposed rezoning is a logical extension of the DR -2 District that presently occurs to the east, west, and north of the subject property. 2. The subject property is less than 150 feet from the University of North Texas campus, and much of the surrounding area serves as student housing. The proposed use and other permitted uses that could develop on the site such as multi -family dwellings and neighborhood services are logical for the area and would be easily accessible from campus or the surrounding neighborhood by walking or bicycling, which is also consistent with the criteria of the Neighborhood/University Compatibility Area. 3. The property owner is seeking to rezone the parcels to the DR -2 District to reduce the minimum landscaping requirement, thereby increasing the allowed maximum lot coverage. The maximum lot coverage allowed for the property would increase from 60% in the DR -1 District to 75% in the DR -2 District, which would lower the minimum required landscaping area from 40% to 25%. The maximum allowed building height would increase from 40 feet to 45 feet with the proposed rezoning. New development, with the slightly increased lot coverage and allowable height, would be consistent with the scale of development, the mix of uses, and the current combination of zoning designations in the surrounding area. 5. Per Section 35.3.4.B of the Denton Development Code, the following criteria shall be considered for a rezoning request: a. The proposed rezoning conforms to the Future Land Use element of the Denton Plan 2030 The proposed rezoning conforms to the Future Land Use Designation of Neighborhood/University Compatibility Area. The request meets the intent of this designation by meeting the need for neighborhood services in close proximity to the campus, which fosters walkability and vibrancy in the area. b. The proposed rezoning facilitates the adequate provision of transportation, water, sewers, schools, parks, and other public requirements and public convenience. Water, sewer, and public access are all available to the lots along McCormick Street. Since each lot was previously developed, there is expected to be adequate capacity in the existing infrastructure to support the proposal. City of Denton Page 3 of 4 Printed on 9/9/2016 povveied by I_egist9i I;, File #: Z16-0017, Version: 1 STAFF RECOMMENDATION: Staff recommends approval of the request as it is compatible with the surrounding properties and land uses. It is also consistent with the goals and objectives of the Denton Plan 2030. OPTIONS: 1. Recommend approval as submitted. 2. Recommend approval subject to conditions. 3. Recommend denial. 4. Table the item. PUBLIC NOTIFICATION: To comply with the public hearing notice requirements, 17 notices were sent to property owners within 200 feet of the subject property, 77 courtesy notices were sent to physical addresses within 500 feet of the subject property, a notice was published in the local newspaper, and signs were placed on the property. The applicant has not set a date for a neighborhood meeting. One response to mailed notices have been received as of the writing of this report. PROJECT TIMELINE: Application Received: P' Submittal Sent to DRC Members Comments Released to Applicant: DRC Meeting with Staff: Business Days under DRC Review: Business Day out to Applicant: Total Business Days: EXHIBITS: • Aerial Map • Zoning Map • Future Land Use Map • DR -1 Permitted Uses • DR -2 Permitted Uses • Notification Map Prepared by: Hayley Zagurski Assistant Planner August 2, 2016 August 4, 2016 August 19, 2016 Applicant Did Not Request Meeting 11 0 11 Respectfully submitted: Shandrian Jarvis, AICP Development Review Committee Administrator City of Denton Page 4 of 4 Printed on 9/9/2016 povveied by I_egist9i I;, ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, REGARDING A CHANGE IN THE ZONING CLASSIFICATION FROM A DOWNTOWN RESIDENTIAL 1 (DR -1) ZONING DISTRICT AND USE CLASSIFICATION TO A DOWNTOWN RESIDENTIAL 2 (DR -2) ZONING DISTRICT AND USE CLASSIFICATION ON APPROXIMATELY 0.87 ACRES OF LAND GENERALLY LOCATED ON THE EAST SIDE OF MCCORMICK STREET APPROXIMATELY 100 FEET SOUTH OF WEST EAGLE DRIVE IN THE CITY OF DENTON, DENTON COUNTY, TEXAS; ADOPTING AN AMENDMENT TO THE CITY'S OFFICAL ZONING MAP; PROVIDING FOR A PENALTY IN THE MAXIMUM AMOUNT OF $2,000.00 FOR VIOLATIONS THEREOF; PROVIDING SEVERABILITY AND SAVINGS CLAUSES AND AN EFFECTIVE DATE. (Z16-0017) WHEREAS, the Catholic Diocese of Fort Worth, applicant and property owner, has applied for a zoning change for three parcels of land consisting of approximately 0.87 acres and legally described as all of Lots 2, 3, and 4, Block 1 of the F.M. Darnall Addition, E. Puchalski Survey, Abstract 996, more commonly known as 907, 909, and 911 McCormick, Denton, Texas (hereinafter, the "Properties"); WHEREAS, the Properties are currently zoned as a Downtown Residential -1 (DR -1) zoning district and use classification, and the applicant desires to rezone the Properties to a Downtown Residential -2 (DR -2) zoning district and use classification; and WHEREAS, on September 14, 2016, the Planning and Zoning Commission, in compliance with the laws of the State of Texas, have given the requisite notices by publication and otherwise, and have held due hearings and afforded full and fair hearings to all property owners interested in this regard, and have recommended approval (6-0) of the change to a DR -2 zoning district and use classification on the Properties; and WHEREAS, on October 18, 2016, the City Council likewise conducted a public hearing as required by law, and finds that the request meets and complies with all substantive and procedural standards set forth in Section 35.3.4 of the Denton Development Code and state law, and is consistent with the Denton Plan and the Denton Development Code; WHEREAS, the Planning and Zoning Commission and the City Council of the City of Denton, in considering the application for a change in the zoning classification of the Properties, have determined that the proposed use is in the best interest of the health, safety, morals, and general welfare of the City of Denton, and accordingly, the City Council of the City of Denton is of the opinion and finds that said zoning change is in the public interest and should be granted as set forth herein; NOW THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The findings and recitations contained in the preamble of this ordinance are incorporated herein by reference and found to be true. SECTION 2. The zoning district and use classification for the Properties are hereby changed from Downtown Residential I (DR -1) to Downtown Residential 2 (DR -2). SECTION 3. The City's official zoning map is hereby amended to show the change in the zoning district and use classification for the Property. SECTION 4. If any provision of this ordinance or the application thereof to any person or circumstance is held invalid by any court, such invalidity shall not affect the validity of the provisions or applications, and to this end the provisions of this ordinance are severable. SECTION 5. Any person, firm, partnership or corporation violating any provision of this ordinance shall, upon conviction, be deemed guilty of a misdemeanor and shall be punished by fine in a sum not exceeding $2,000.00 for each offense. Each day that a provision of this ordinance is violated shall constitute a separate and distinct offense. SECTION 6. That an offense committed before the effective date of this ordinance is governed by prior law and the provisions of the Denton Code of Ordinances, as amended, in effect when the offense was committed and the former law is continued in effect for this purpose. SECTION 7. In compliance with Section 2.09(c) of the Denton Charter, this ordinance shall become effective fourteen (14) days from the date of its passage, and the City Secretary is hereby directed to cause the caption of this ordinance to be published twice in the Denton Record - Chronicle, a daily newspaper published in the City of Denton, Texas, within ten (10) days of the date of its passage. PASSED AND APPROVED this the day of , 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY C APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY Z16-0017 Site Location niversity or NorM I exas t� I Recently rezoned', rtrrr r�fi� �;� proposed apartments A rtm ents is 62.5 125 250 Feet SITE Parcels 41'1*Tvdaa�� Roads IDENTON Development Services e GIS Ly D- 8/5/2016 p p p yW, currate informat onr posssbleh No Waarpranarey th eeCit Yoff Denton and hisve been made a de alPab lentonthe pUb lick basedr on the PubliCm n Pormattion Adt�ThDe City of Denton makeseeveery effort To peoduceeand orthe mostpoureentt but iesthexpressetd or implieoY are provided for the data herein, its use, or its interpretation. Utilization of th is map indicates understanding and acceptance of th is statement. Z16-0017 Zoning Map DR -1 Z16-0017 Future Land Use Map QSITE Future Land Use Parcels Low Residential Roads Neighborhood / University Compatibility Area Commercial Government / Institutional 0 62.5 125 250 crry or DENTON Development ent Services e GIS Dale: 8/5/2016 th eeCit YoffDento�n and have been made a da Pab entonthe pUb chbasedron the PUb iCma a of tt en AltctoThUe City of Denton) shouldnot effort To peoduceesnd publish the mostpc�u purposes aridtaccu ate in format onr posssb ,The No WsarPan tiesthexpressetd or IImpIIeoY are provided for the data herein, Its use, or its Interpretation. Utilization ofthis map Indicates understanding and acceptance of this statement. I Downtown Residential 1 (DR -1) Permitted Uses RESIDENTIAL: P Agriculture, Single-family Dwellings, Accessory Dwelling Units, Live/Work Units, Duplexes, Community Homes for the Disabled L(7) Livestock SUP Fraternity or Sorority House, Dormitory COMMERCIAL: P Home Occupation L(8) Bed and Breakfast L(38) Temporary Uses INDUSTRIAL: L(27), SUP Gas Wells INSTITUTIONAL: P Parks and Open Space, Churches, Semi -Public Halls, Clubs, and Lodges, Adult or Child Day Care, Kindergarten, Elementary School SUP Basic Utilities, WECS (Free-standing Monopole Support Structure), WECS (Building Mounted) P = Permitted, L(#) = Permitted with a Limitation, SUP = Specific Use Permit LIMITATIONS: L(7) — Limited to two animals on parcels one to three acres in size. Additional animals may be added at a rate of one per each acre over three acres. L(8) — Travelers' accommodations, are permitted, provided that: 1. The business -owner or manager shall be required to reside on the property occupied by the accommodation, or adjacent property. 2. That each accommodation unit shall have one (1) off-street parking space, and the owners shall have two (2) parking spaces. All spaces shall be in conformance with the requirements of the Off -Street Parking section of this Chapter. 3. That only one (1) ground or wall sign, constructed of a non -plastic material, non -interior illuminated of four (4) sq. ft. maximum size be allowed. Any exterior illumination of signage shall be installed such that it does not directly illuminate any residential structures adjacent or nearby the travelers' accommodation. 4. That the number of accommodation units allowed shall be proportional to the permitted density of the zone. Each traveler's accommodation unit shall be counted as 0.6 units for the purpose of calculating the permitted number of traveler's accommodations. 5. All traveler's accommodations shall be within two hundred (200) feet of a collector or arterial. Street designations shall be as determined by the City Comprehensive Plan. Distances shall be measured via public street or alley access to the site from the arterial. 6. Excluding the business -owner's unit and the area of the structure it will occupy, there must be at least four hundred (400) sq. ft. of gross interior floor space remaining per unit. 7. Traveler's accommodations are limited to no more than eight (8) guest units. L(27) — Must comply with the provisions of Subchapter 22, Gas Well Drilling and Production L(38) — Must meet the requirements of Section 35.12.9 Downtown Residential 2 (DR -2) Permitted Uses RESIDENTIAL: Agriculture, Single-family Dwellings, Accessory Dwelling Units, P Attached Single-family Dwellings, Dwellings above Businesses, Live/Work Units, Duplexes, Community Homes for the Disabled, Fraternity or Sorority House, Dormitory L(7) Livestock L(5) Multi -Family Dwellings COMMERCIAL: P Home Occupation L(9) Bed and Breakfast L(15) Retail Sales and Service, Professional Services and Offices L(38) Temporary Uses SUP Administrative or Research Facilities, Broadcasting or Production Studio INDUSTRIAL: SUP Veterinary Clinics L(27), SUP Gas Wells INSTITUTIONAL: Parks and Open Space, Churches, Semi -Public Halls, Clubs, and P Lodges, Adult or Child Day Care, Kindergarten, Elementary School, Middle School SUP Basic Utilities, Medical Centers, WECS (Free-standing Monopole Support Structure), WECS (Building Mounted) P = Permitted, L(#) = Permitted with a Limitation, SUP = Specific Use Permit LIMITATIONS: L(5) = Within this district the density of apartments will be calculated as one (1) bedroom equating to one-half (5) unit. L(7) — Limited to two animals on parcels one to three acres in size. Additional animals may be added at a rate of one per each acre over three acres. L(8) — Travelers' accommodations, are permitted, provided that: 1. The business -owner or manager shall be required to reside on the property occupied by the accommodation, or adjacent property. 2. That each accommodation unit shall have one (1) off-street parking space, and the owners shall have two (2) parking spaces. All spaces shall be in conformance with the requirements of the Off -Street Parking section of this Chapter. 3. That only one (1) ground or wall sign, constructed of a non -plastic material, non -interior illuminated of four (4) sq. ft. maximum size be allowed. Any exterior illumination of signage shall be installed such that it does not directly illuminate any residential structures adjacent or nearby the travelers' accommodation. 4. That the number of accommodation units allowed shall be proportional to the permitted density of the zone. Each traveler's accommodation unit shall be counted as 0.6 units for the purpose of calculating the permitted number of traveler's accommodations. 5. All traveler's accommodations shall be within two hundred (200) feet of a collector or arterial. Street designations shall be as determined by the City Comprehensive Plan. Distances shall be measured via public street or alley access to the site from the arterial. 6. Excluding the business -owner's unit and the area of the structure it will occupy, there must be at least four hundred (400) sq. ft. of gross interior floor space remaining per unit. 7. Traveler's accommodations are limited to no more than eight (8) guest units. L(9) = All restrictions of L(8), but limited to no more than fifteen (15) guest units. L(15) = Uses are limited to no more than five thousand (5,000) square feet of gross floor area per lot. An SUP is required for additional square footage for Semi -Public Halls, Clubs and Lodges. L(27) — Must comply with the provisions of Subchapter 22, Gas Well Drilling and Production L(38) — Must meet the requirements of Section 35.12.9 Z16-0017 Notification Map SITE xH "' 4 0 62.5 125 250 Feet Parcels - ctTY v� o f� DENTON Roads SITE xH "' 4 0 62.5 125 250 Feet Parcels - ctTY v� f� DENTON Roads ID eVelopf ��t va ee GIS Ly Da 8/5/2016 p p p yW, the mostpcou reenb buty th eeCityYoffDen t ton and heave been made�a da Pab en tonthe pUb chbasedron the PUb iCm nPormstt on Atct�ThUe City of Danton mskeseeveey effort Tole reod uceesnd orcu ate in format onr posssb eh No Wsar rrantiesthexpressetd or Implied, are provided for the data herein, Its use, or its Interpretation. Utilization ofthis map Indicates Understanding and acceptance of th is statement. In order for your opinion to be counted, please complete this form and mail to: Department of Development Services Attn: Hayley Zagurski, Project Manager 221 N. Elm Street Denton, TX 76201 You may also email or fax a copy to: Email: hay] ey.zagurski@c ityofdenton.com Fax: (940)349-7707 Project No: Z16-0017 Please circle one: In favor of request Neutral to request Opposed to request Comments: Signature: Printed Name, / Mailing Address: City, State Zip: _ Phone Number: 0, 1 ' =-7 , Email Address: 1A c >..717 7 CX Yr, i t e—,— Physical —,,,..., Physical Address of Property within 200 feet: �% / 9-2 P1 For specific information regarding the request, please refer to the City's website (see link below) for staff's analysis. The staff analysis will be posted on September 9, 2016. httpalwvvvA,.cityofdenton.coin/government/city Council/cite-council-ao elldas-minutes-videos City of Denton Planning Division/City Hall West/221 N. Elm Street, Denton, TX 76201/940.349.8541 www.cityofdenton.com MEMBER= 8174301016 P.1 In order for your opinion to be counted, please complete this form and mail to: Department of Development gervim-.q Attn: Hayley Zagurski, Project Manager 221 N. Elm Street You may also email or fax a copy to: Lrcail: Ivyley.7agurski(Z �city*U(--x-NxDc+rA Fax: (940)349-7707 Project No: Z16-0017 Please circle one: �In'favor of reque Neutral to request Opposed to request I11--------_I-- Comments: ,6 Signature: Printed Name: rkmo!EM City, State Zip: re WMII 10M a r. ............. QW1V I. volt - S�5 ),S Email Address: - - — ----- ---- Physical Address of Property within 200 feet: — ISe / !%t For specific information regarding the request, please refer to the City's wcbsite (sec link below) for staff's analysis. The staff analysis wil I be posted 011 September 9 ,2016. --LI, —WIAK, City of Denton Pianning DivisioniCity Hall West/221 N. Elm Street, Denton, TX 76201/940.349.8541 www.cityofdenton,c!om I Minutes 2 Planning and Zoning Commission 3 September 14, 2016 4 5 After determining that a quorum was present, the Planning and Zoning Commission of the City of 6 Denton, Texas convened in a Work Session on Wednesday, September 14, 2016 at 4:00 p.m. in 7 the City Council Work Session Room at City Hall, 215 E. McKinney Street, Denton, Texas at 8 which the following items were considered: 9 10 PRESENT: Chair Jim Strange, Commissioners: Gerard Hudspeth, Larry Beck, Steve 11 Sullivan, Margie Ellis, and Devin Taylor. 12 13 ABSENT: Commissioner Andrew Rozell. 14 15 STAFF: Athena Green, Cathy Welborn, Julie Wyatt, Munal Mauladad, Jennifer 16 DeCurtis, Mike Bell, Earl Escobar, Shandrian Jarvis, Ron Menguita and 17 Hayley Zagurski. 18 19 WORK SESSION 20 21 Chair Strange called the Work Session to order at 4:02 p.m. 22 1. Clarification of agenda items listed on the agenda for this meeting and discussion of issues not briefed in the written backup materials. 23 24 Chair Strange stated during the September 28, 2016, meeting action will be taken to vote for Vice - 25 Chair. 26 27 Munal Mauladad, Deputy Director of Development Services, asked if there were any revisions 28 regarding the meeting minutes. Chair Strange stated he was absent from the August 10, 2016, 29 meeting so he will request two separate motions. Jennifer DeCurtis, Deputy City Attorney, stated 30 that the meeting minutes will have to be continued to the next meeting since Commissioner Rozell 31 is not present and both Commissioners Margie Ellis and Steve Sullivan are not be eligible to vote. 32 Chair Strange agreed. 33 34 Mauladad stated staff will present the plats since there are two new members present. 35 36 Julie Wyatt, Senior Planner, presented Consent Agenda Item 3A. Commissioner Beck questioned 37 if this going to be commercial property. Wyatt confirmed. Commissioner Taylor requested staff to 38 explain why this Commission is seeing this on Consent Agenda and not during a Public Hearing.. 39 Wyatt stated this is a Preliminary Plat and the Final Plat will go on the Consent Agenda. She stated 40 per the Texas Local Government Code (TLGC) replats require a Public Hearing. Taylor asked 41 under what conditions this Commission could deny a plat. Wyatt stated if they meet the 42 requirements of TLGC then the plat would require approval. DeCurtis stated as long as it meets 43 the requirements it would go on to Consent Agenda for approval. I Julie Wyatt, Senior Planner, presented Consent Agenda Item 3B. She provided an updated copy 2 of the plat to the Commissioners during the meeting. She stated the change was in regards to plat 3 note number 6. There were no questions from the Commissioner. 4 5 Mike Bell, Senior Planner, presented Consent Agenda Item 3C. Mauladad stated the applicant is 6 preparing sites for single family residents. There were no questions from the Commissioners. 7 8 Mike Bell, Senior Planner, presented Item for Individual Consideration 4A. This plan is for an 9 office development on Duchess Drive. There are two design issues, the applicant wants parking in 10 the front of the building and they are also requesting the use of concrete instead of permeable 11 paving. Commissioner Beck questioned the number of parking spaces. Bell stated the applicant 12 would be able to address that question. Beck acknowledged. Bell continued that they are going to 13 mitigate the request by adding storm water management in the parking lot island that will treat and 14 filter before going into the pipes. 15 16 Commissioner Hudspeth questioned if the neighboring the property has permeable pavement or 17 concrete. Bell stated he is not sure whether they met the requirement or not, that is something that 18 would have to go before this Commission. Commissioner Hudspeth questioned if is there a way 19 to confirm that. Mauladad stated it would depend on when this property was constructed and 20 whether an Alternative Development Plan was issued. 21 22 Hayley Zagurski, Assistant Planner, presented Public Hearing 5A. There were no questions from 23 the Commissioners. 24 25 Hayley Zagurski, Assistant Planner, presented Public Hearing 5B. Commissioner Taylor 26 questioned if the property owner is the same for neighboring properties along Avenue A and Eagle 27 Drive. Zagurski confirmed. Commissioner Taylor questioned if there are plans to connect the five 28 lots in the future. Zagurski stated she is unsure, however, the applicant could clarify during the 29 Public Hearing. 30 31 Commissioner Sullivan questioned if the development would be more of a student campus. 32 Zagurski confirmed. 33 34 Commissioner Beck questioned if this is a church and not a student union. Zagurski stated she is 35 unsure, the intent is for catholic students to gather on campus. There was no further discussion. 36 37 Commissioner Ellis questioned if the lot that is a Single -Family Residential located to the north 38 has come before this Commission in the past. Zagurski confirmed, it was heard a few months prior 39 for Downtown Residential -1 and Downtown Residential -2. Commissioner Ellis questioned the 40 plans for that site. Zagurski stated the existing structure would be demolished and apartments 41 would be constructed. 42 43 Mauladad stated the request is to rezone the site, she provided a brief explanation of the rezoning 44 process. 45 2 I Commissioner Sullivan questioned if the parking requirements are considered at this time. 2 Zagurski stated that is completed during the site plan process. 3 4 Chair Strange stated Public Hearing Item 5C has been withdrawn by the applicant. 5 2. Work Session Reports 6 7 A. Hold a work session to discuss fundamental elements of urbq�lannin�. (Shandrian 8 Jarvis 9 10 Shandrian Jarvis, Development Review Committee Administrator, provided the backup materials 11 for this item. Commissioner Beck questioned the City having the authority to annex properties. 12 Jarvis stated there are two ways the City can annex property, voluntary and involuntary. 13 14 Commissioner Sullivan requested a copy of the presentation. Jarvis confirmed. 15 16 Chair Strange proposed a recess prior to the next agenda item. He provided the meeting process 17 and rules to Commissioners Ellis and Sullivan. 18 19 Chair Strange stated if there are any questions or changes to the meeting minutes they need to be 20 discussed during the Work Session. 21 22 Chair Strange closed the Work Session at 5:23 p.m. 23 24 B. Presentation of Certificates of Appreciation to former Commissioners Amber 25 136� Strange) and Frank Dudowicz. (Chair Jim Strang,_j 26 27 Chair Strange provided a Certificate of Appreciation to former Commissioner Amber Briggle. 28 Strange thanked Amber Briggle and Frank Dudowicz for their service. 29 30 REGULAR MEETING 31 32 Chair Strange called the Regular Meeting to order at 6:37 p.m. 33 34 The Planning and Zoning Commission convened in a Regular Meeting on Wednesday, 35 September 14, 2016, at 6:30 p.m. in the City Council Chambers at City Hall, 215 E. McKinney 36 at which time the following items were considered: 37 38 1 PLEDGE OF ALLEGIANCE 39 40 A. U.S. FLAG 41 B. TEXAS FLAG 42 43 2. CONSIDER APPROVAL OF THE PLANNING AND ZONING COMMISSION 44 MINUTES FOR: 45 3 I A. Consider approval of the Planning and Zoning Commission meeting minutes. 2 3 Chair Strange stated the August 10th, 2016 minutes, will be continued to the next meeting, due to 4 absence of commissioners. 5 6 Commissioner Devin Taylor motioned, Commissioner Larry Beck seconded to approve the August 7 24, 2016 meeting minutes. Motion approved (4-0). Commissioner Devin Taylor "aye", 8 Commissioner Larry Beck "aye", Chair Jim Strange "aye", and Commissioner Gerard Hudspeth, 9 "aye" 10 3. CONSENT AGENDA 11 A. Consider approval of a Preliminary Plat of the Rancho Vista Addition. The approximately 2.359 acre property is generally located on the north side of Emery Street, approximately 310 feet east of North Bonnie Brae Street, within the R. Beaumont Survey, Abstract No. A- 31_.(PP 16-0010, Rancho Vista Addition, Julie Wyatt) 12 B. Consider approval of a Final Plat of the Meadow Oaks Subdivision, Phase 4. The approximately 8.80 acre site is generally located at the terminus of Oak Tree Drive 155 feet west of Autumn Oak Drive. (FP 16-0018, Meadow Oaks Addition, Phase 4, Julie Wyatt) This item was continued at the August 24, 2016, Planning and Zoning Commission meeting_ 13 C. Consider a Final Plat of Lots 41-46, Block 1, Phase 2-A of the Country Club Village. The approximately 2.44 acre a�roperty is generally located on the south side of Fairway Drive, approximately 1,500 feet east of Fort Worth Drive (US 3771 within the George W. Daugherty Survey, Abstract No. 351, in the City of Denton, Denton County, Texas. (FP16- 0028, Country Club Village, Mike Bell) 14 15 Commissioner Larry Beck motioned, Commissioner Devin Taylor seconded to approve the 16 Consent Agenda Item. Motion approved (6-0). Commissioner Devin Taylor "aye", Commissioner 17 Larry Beck "aye", Commissioner Steve Sullivan "aye", Chair Jim Strange "aye", Commissioner 18 Margie Ellis "aye", and Commissioner Gerard Hudspeth "aye". 19 4. ITEMS FOR INDIVIDUAL CONSIDERATION 20 A. Consider approval of an Alternative Development Plan (ADP) for the construction of an office development. The subject property is generally located on the north side of Duchess Drive, approximately 750 feet west of South Loop 288 within a Community Mixed Use General (CM -G) District. (ADP16-0007_ Pecan Creek Business Park_ Mike Bell) 21 22 Mike Bell, Senior Planner, provided the backup materials for this request. 23 24 Lee Allison, Allison Engineering Group, 4401 I-35 4102, Denton, Texas. Allison discussed the 25 orientation of the building and parking spaces. He provided details in regards to bicycle racks and 26 pervious pavers. 4 2 Commissioner Taylor stated that this is a neat project, it is interesting to see a round parking lot. 3 He questioned the correct term for this type of runoff in the area. Allison confirmed that it's 4 typically called a water quality runoff or storm water runoff There is a box culvert that runs along 5 the east side of the property. Commissioner Taylor questioned why all of the parking spaces don't 6 drain into the runoff Allison stated because of the topography of the land. Allison discussed grade 7 elements that tie into each other on the site. Commissioner Taylor questioned if two dumpsters 8 would be enough service for the building. Allison confirmed that they are going with the largest 9 dumpsters available, including recycling containers. 10 11 Commissioner Beck stated the development is going from 57 parking spaces to 101 parking spaces. 12 Allison stated the 101 parking spaces are for both proposed buildings. 13 14 Allison stated they would like to request the project to be completed in phases. The first phase 15 would include the parking lot, which would be the circle parking lot. Chair Strange requested 16 clarification from staff Munal Mauladad, Deputy Director of Development Services, stated the 17 Alternative Development Plan would have to comply with these elements. She stated the phases 18 could be addressed during the building permit process. 19 20 Bell stated his conditions state that the development complies with the phasing plan. He stated the 21 Commission could remove that condition. Chair Strange acknowledged. 22 23 Chair Jim Strange motioned, Commissioner Margie Ellis seconded to approve this request based 24 on the following staff conditions and amendments: 1. The proposed development shall 25 substantially comply with the Site Plan, Landscape Plan, and Phasing Plan in the staff exhibits, 2. 26 The primary building material for all facades shall be brick or masonry, and 3. The proposed 27 buildings shall be constructed with the same or similar architectural design and materials to 28 promote an office campus aesthetic and character. Motion approved (6-0). Commissioner Devin 29 Taylor "aye", Commissioner Larry Beck "aye", Commissioner Steve Sullivan "aye", Chair Jim 30 Strange "aye", Commissioner Margie Ellis "aye", and Commissioner Gerard Hudspeth "aye". 31 5. PUBLIC HEARINGS 32 A. Hold a public hearing and consider a Final Replat of Ryan Companies Addition, Lots 1R and 2R, Block B, being a replat of Ryan Companies Addition, Lot 1, Block B. The approximately 33.591 acre property is generally located on Dakota Lane approximately 850 feet south of Airport Road and within the Robert Chowning Survey, Abstract Number 266 and within the O.S. Brewster Survey, Abstract Number 56JEE Ryan Companies Addition, Hayley Zajurslci 33 34 Chair Strange opened the Public Hearing. Hayley Zagurski, Assistant Planner, provided the backup 35 materials for this request. There was no one to speak on this item. Chair Strange closed the Public 36 Hearing. 37 38 Commissioner Larry Beck motioned, Commissioner Devin Taylor seconded to approve this 39 request. Motion approved (6-0). Commissioner Devin Taylor "aye", Commissioner Larry Beck 5 3 "aye", Commissioner Steve Sullivan "aye", Chair Jim Strange "aye", Commissioner Margie Ellis "aye", and Commissioner Gerard Hudspeth "aye". B. Hold a public hearing and consider making a recommendation to City Council regarding a rezoning reduest from a Downtown Residential 1 (DR -1) District to a Downtown Residential 2(DR-2) District on approximately 0.87 acres, generally located on the east side of McCormick Street, approximately 100 feet south of W. Eagle Drive. (Z16-0017, Saint John Paul 11 University Pastoral Center, Hayley Zagurski) 4 5 Strange opened the Public Hearing. Hayley Zagurski, Assistant Planner, provided the summarized 6 request. There was no one to speak, Chair Strange closed the Public Hearing. 7 8 Commissioner Taylor requested the applicant to address some questions he had during the Work 9 Session. Commissioner Taylor questioned if the lots would be combined. 10 11 Craig Bond, KJE Environmental & Civil Engineering, 500 Moseley Rd, Cross Roads, Texas. Bond 12 stated he is not aware, he stated at one point the plan was to combine all five lots. However, there 13 were issues with that plan. 14 15 Commissioner Taylor questioned if this area per the zoning map is checkerboard, he stated every 16 block has a different zoning than the neighboring parcels. He stated he feels the area could all be 17 appropriate as either Downtown Residential -2, Downtown Commercial -Neighborhood, 18 Downtown Commercial -General. Commissioner Taylor stated he feels these zoning areas need to 19 be cleaned up some. 20 21 Commissioner Hudspeth stated he would like special attention paid towards the traffic in the area. 22 Chair Strange stated the applicant would have to meet the parking criteria for the area. 23 24 Commissioner Devin Taylor motioned, Commissioner Larry Beck seconded to approve this 25 request. Motion approved (6-0). Commissioner Devin Taylor "aye", Commissioner Larry Beck 26 "aye", Commissioner Steve Sullivan "aye", Chair Jim Strange "aye", Commissioner Margie Ellis 27 "aye", and Commissioner Gerard Hudspeth "aye". 28 C. Hold a public hearing and consider making a recommendation to City Council regarding a rezoning request from a Neighborhood Residential 4 (NR -4) District to a Neighborhood Residential Mixed Use (NRMU) District on an approximately 0. 17 acre property located at 309 Hettie Street, in the City of Denton, Denton County, Texas. (Z16-0012, McKinney Street Office, Mike Bell) This item is a continuation of the public hearing from the August 10 2016 meeting. THE APPLICANT HAS WITHDRAWN THIS APPLICATION. 29 30 Chair Strange stated this item has been withdrawn by the applicant. 31 11 2 A. Planning and Zoning Commission project matrix. 3 4 There was no discussion. Chair Strange adjourned the Regular Meeting at 7:12 p.m. 5 6 7 8 9 10 Chair Jim Strange 11 12 13 Cathy Welborn 14 Administrative Assistant City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON File #: Z16 -0024a, Version: Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Department of Development Services ACM: Jon Fortune DATE: October 18, 2016 SUBJECT Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, regarding a rezoning request to provide an initial zoning district designation of Regional Center Commercial Neighborhood (RCC - N) District to an approximately 0.375 acre property generally located on the north side of Crawford Road, approximately 675 east of the I -35W Crawford Road on-ramp. The Planning and Zoning Commission recommends approval (7-0). BACKGROUND The applicant, on behalf of the owner, Matt Macleod of the Castle Development Group, requests an initial zoning designation of RCC -N District for the subject property in order to facilitate a hospital and medical office development. The proposed development includes three tracts of land, two of which have a zoning designation of RCC -N District, and the subject property, which was voluntarily annexed on September 20, 2016. Upon annexation, the subject property received a temporary designation of RD -5X District in accordance with Section 35.16.8.G of the Denton Development Code (DDC). RD -5X District is not an official zoning district of the City of Denton, but rather a temporary placeholder until an initial official zoning designation is approved for the recently annexed property. The purpose of the applicant's request is to provide an initial zoning designation of RCC -N District to correspond with the adjacent parcels and facilitate the proposed hospital and medical office development. Although unrelated to the zoning request, there is potential for City boundary adjustments in the future related to the right-of-way for Crawford Road. The proposed RCC -N District is a logical extension of the adjacent RCC -N District, and the permitted uses and dimensional requirements are appropriate for property along I-35 W. Per the Future Land Use Map in Denton Plan 2030, the subject property is designated as Low Density Residential. The request for RCC -N District does not conform to the Future Land Use Designation; however, during the review, staff analyzed the intent of Low Density Residential within the context of this request, and low-density, suburban -type development is unlikely for the property, given the potential nuisances from the adjacent I-35 W. A more likely development scenario would concentrate commercial development at the node created by the intersection of I -35W and Crawford Road, allowing the future land uses to gradually transition from intense commercial and employment development near the freeway to moderate and low density City of Denton Page 1 of 3 Printed on 10/14/2016 povveied by I_egivt9i IN File #: Z16 -0024a, Version: residential development farther out. Although RCC -N District does not meet the Future Land Use Designation, the request is supported by the Denton Plan 2030, as the permitted uses within RCC -N conform to the Preferred Growth Concept. According to the Plan, the Preferred Growth Concept indicates the community's preference for more compact and purposeful growth clustered around distinct locations, such as I-35 W and Crawford Road. The Preferred Growth for the area surrounding the subject property is moderate -density and mixed-use, including residential, commercial, and employment development, which supports the requested RCC -N District. To comply with the public hearing notice requirements, three (3) notices were sent to property owners within 200 feet of the subject property, one (1) courtesy notice was sent to physical addresses within 500 feet of the subject property, a notice was published in the Denton Record Chronicle, and signs were placed on the property. OPTIONS 1. Approve as submitted. 2. Approve subject to conditions 3. Deny. 4. Postpone consideration. 5. Table item. RECOMMENDATION The Planning and Zoning Commission recommends approval of this request (7-0). The Development Review Committee recommends approval of this request. PRIOR ACTION/REVIEW (Council, Boards, Commissions) The Planning and Zoning Commission recommended approval (7-0) on October 12, 2016. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action -oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family -Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Economic Development Related Goal: 3.4 Encourage development, redevelopment, recruitment, and retention EXHIBITS 1. Staff Analysis 2. Site Location/Aerial Map 3. Zoning Map City of Denton Page 2 of 3 Printed on 10/14/2016 povveied by I_egist9i I;, File #: Z16 -0024a, Version: 4. Future Land Use Map 5. Preferred Growth Concept 6. RD -5 District Permitted Uses 7. RCC -N District Permitted Uses 8. Public Notification Map 9. Presentation 10. Draft Ordinance Respectfully submitted: Munal Mauladad Director of Development Services Prepared by: Julie Wyatt Senior Planner City of Denton Page 3 of 3 Printed on 10/14/2016 povveied by I_egist9i I;, City Hall City of Denton 215 E. McKinney St. - Denton, Texas 76201 www.cityofdenton.com , DENTON Legislation Text File #: Z16-0024, Version: Planning Report Z16-0024 / Ranch View Specialty Hospital City Council District 3 Planning & Zoning Commission October 12, 2016 REQUEST: Hold a public hearing and consider making a recommendation to City Council regarding a request to provide an initial zoning district designation of Regional Center Commercial Neighborhood (RCC -N) District to an approximately 0.375 acre property generally located on the north side of Crawford Road, approximately 675 east of the I -35W Crawford Road on-ramp. (Z16-0024, Ranch View Specialty Hospital, Julie Wyatt) OWNER: Matt Macleod, Castle Development Group APPLICANT: Konstantine Bakintas, BHB Engineering & Surveying BACKGROUND: The applicant, on behalf of the owner, Matt Macleod of the Castle Development Group, requests an initial zoning designation of RCC -N District for the subject property in order to facilitate a hospital and medical office development. The proposed development includes three tracts of land, two of which have a zoning designation of RCC -N District, and the subject property, which was voluntarily annexed on September 20, 2016. Upon annexation, the subject property received a temporary designation of RD -5X District in accordance with Section 35.16.8.G of the Denton Development Code (DDC). RD -5X District is not an official zoning district of the City of Denton, but rather a temporary placeholder until an initial official zoning designation is approved for the recently annexed property. The purpose of the applicant's request is to provide an initial zoning designation of RCC -N District to correspond with the adjacent parcels and facilitate the proposed hospital and medical office development. SITE DATA: The subject property is generally located on the north side of Crawford Road, approximately 675 east of the I - 35W Crawford Road on-ramp. The approximately 0.375 acre rectangular parcel includes 85 feet of frontage along Crawford Road, a Primary Arterial as defined by the Mobility Plan. USE OF PROPERTY UNDER CURRENT ZONING: When annexed on September 20, 2016, the subject property received a temporary designation of RD -5X District. This permits development in accordance with the Rural Residential (RD -5) District. Primary uses permitted within RD -5 District include farms, ranches, and agriculture on five acre tracts or larger. City of Denton Page 1 of 4 Printed on 10/7/2016 povveied by I_egivt9i IN File #: Z16-0024, Version: 1 SURROUNDING ZONING AND LAND USES: North: Property to the north is zoned RCC -N District and is undeveloped. East: Property directly adjacent to the east is located within the City of Denton's extraterritorial jurisdiction (ETJ), and is undeveloped. Further east, the property is zoned as Planned Development 174 (PD -174) Country Lakes West District, a single-family residential neighborhood currently under development. South: Property to the south across Crawford Road is located within the Town of Argyle. West: Property to the west is zoned RCC -N District and is undeveloped. COMPATABILITY OF REQUEST WITH SURROUNDING ZONING AND LAND USES: The Regional Mixed Use Centers, including RCC -N District, are intended to be centers of activity that include shopping, services, recreation, employment, and institutional facilities to support and service the entire region. RCC -N District's maximum permitted building height is 65 feet and the maximum impervious lot coverage is 85%. Moderate to high density residential uses with a maximum density of 80 units per acre are permitted, including townhomes and apartments associated with a mixed-use development. Several commercial uses and institutional uses are permitted, including Retail Sales and Service, Movie Theaters, Professional Services and Offices, Hospitals, Medical Offices, and Colleges. Industrial uses that are permitted, including Bakeries, Craft Alcohol Production, and Retail Warehouses are limited or required a Specific Use Permit (SUP). Distribution Centers and Light and Heavy Manufacturing are not permitted. A list of permitted uses in the RCC -N District has been attached for reference. The proposed RCC -N District is a logical extension of the adjacent RCC -N District, and the permitted uses and dimensional requirements are appropriate for areas with close freeway access. COMPREHENSIVE PLAN: Per the Future Land Use Map in Denton Plan 2030, the subject property is designated as Low Density Residential. Low Density Residential includes predominately single-family neighborhoods, with lot sizes ranging from one acre or more in rural fringe areas, up to four units per acre gross density throughout many of the City's suburban subdivisions. Since the request for RCC -N District does not conform to the Future Land Use Designation, additional analysis is required to determine if the requested initial zoning is appropriate. During the review, staff analyzed the intent of Low Density Residential within the context of this request, and determined that low-density, suburban -type development is unlikely for the property, given the potential nuisances from the nearby freeway and the typical land use pattern of positioning commercial uses adjacent to high -traffic, high -visibility roads. A more likely development scenario would concentrate commercial development at the node created by the intersection of I -35W and Crawford Road, allowing the future land uses to gradually transition from intense commercial and employment development near the freeway to moderate and low density residential development farther out. As part of the foundation for the Denton Plan 2030, the community identified preferred areas for new development and more intense development. These areas became the basis for the Preferred Growth Concept map and the Future Land Use Map (FLUM). While RCC -N District is in conflict with the Low Density Residential Future Land Use Designation identified in the FLUM, the request is supported by the Preferred Growth Concept. According to the Plan, the Preferred Growth Concept indicates the community's preference for more compact and purposeful growth clustered around distinct locations, such as I-35 W and Crawford Road. The Preferred Growth for the area surrounding the subject property is moderate -density and mixed-use, City of Denton Page 2 of 4 Printed on 10/7/2016 povveied by I_egist9i I;, File #: Z16-0024, Version: 1 including residential, commercial, and employment development. Therefore, although RCC -N District does not meet the Future Land Use Designation, the request is supported by the Denton Plan 2030, as the permitted uses within RCC -N conform to the Preferred Growth Concept. CONSIDERATIONS: 1. The applicant has requested an initial zoning of RCC -N District following the recent annexation of the subject property. 2. Being less than 5 acres, the subject property does not conform to the minimum lot size for RD - 5X District. 3. The surrounding area is undeveloped; however, continued growth at Robson Ranch and anticipated development in the Hunter Ranch MPC will induce demand for commercial and office services, including medical facilities. 4. Clustering commercial and office development near the intersection of I -35W and Crawford Road will provide highway access and connectivity for future development while allowing for an adequate transition to existing and proposed low-density residential development. 5. Per Section 35.3.4.B of the Denton Development Code, the following criteria shall be considered for a rezoning request: a. The proposed rezoning conforms to the Future Land Use element of the Denton Plan 2030 The proposed rezoning does not conform to the Future Land Use Designation of Low Density Residential; however, the subject property is located near the intersection of I -35W and Crawford Road. Upon further analysis of the surrounding property and consideration of the character of highway corridors, it is unlikely that the subject property could develop with low density residential uses. The Preferred Growth Concept is a more applicable metric, accounting for the visibility and access that the adjacent road network provides. As such, the Preferred Growth Concept for the area is moderate -density mixed-use, which is consistent with the moderate density housing and commercial uses permitted in the requested RCC -N District. b. The proposed rezoning facilitates the adequate provision of transportation, water, sewers, schools, parks, and other public requirements and public convenience. There is adequate capacity in the existing infrastructure to support the proposal. 6. The uses permitted in RCC -N are appropriate for property adjacent to I -35W and rezoning the subject property to RCC -N is a logical extension of the existing zoning pattern. STAFF RECOMMENDATION: Staff recommends approval of the request as it is compatible with the surrounding property and is consistent with the goals and objectives of the Denton Plan 2030. OPTIONS: 1. Recommend approval as submitted. 2. Recommend approval subject to conditions. City of Denton Page 3 of 4 Printed on 10/7/2016 povveied by I_egist9i I;, File #: Z16-0024, Version: 1 3. Recommend denial. 4. Table the item. PUBLIC NOTIFICATION: To comply with the public hearing notice requirements, 3 notices were sent to property owners within 200 feet of the subject property, 1 courtesy notice was sent to physical addresses within 500 feet of the subject property, a notice was published in the Denton Record Chronicle, and signs were placed on the property. No responses have been received to date. EXHIBITS: • Aerial Map • Zoning Map • Future Land Use Map • Preferred Growth Concept • RD -5 District Permitted Uses • RCC -N District Permitted Uses • Notification Map Respectfully submitted: Shandrian Jarvis Development Review Committee Administrator Prepared by: Julie Wyatt Senior Planner City of Denton Page 4 of 4 Printed on 10/7/2016 povveied by I_egist9i I;, S:ALegaROur Doctnnents\Ordinances\16\/,16-0024 Ordinance.docx ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, PROVIDING AN INITIAL ZONING DISTRICT AND USE CLASSIFICATION OF REGIONAL CENTER COMMERCIAL NEIGHBORHOOD (RCC -N) DISTRICT ON APPROXIMATELY 0.375 ACRES OF LAND GENERALLY LOCATED ON THE NORTH SIDE OF CRAWFORD ROAD, APPROXIMATELY 675 EAST OF THE I -35W CRAWFORD ROAD ON-RAMP, IN THE CITY OF DENTON, DENTON COUNTY, TEXAS; ADOPTING AN AMENDMENT TO THE CITY'S OFFICIAL ZONING MAP; PROVIDING FOR A PENALTY IN THE MAXIMUM AMOUNT OF $2,000.00 FOR VIOLATIONS THEREOF; PROVIDING A SEVERABILITY CLAUSE AND AN EFFECTIVE DATE. (Z16-0024) WHEREAS, Chris Franke, on behalf of the property owner, Matt Macleod of Castle Development Group, has applied for an initial zoning district and use classification on approximately 0.375 acres of land legally described in "Exhibit A" (hereinafter, the "Property"); and WHEREAS, on October 12, 2016, the Planning and Zoning Commission, in compliance with the laws of the State of Texas, have given the requisite notices by publication and otherwise, and have held due hearings and afforded full and fair hearings to all property owners interested in this regard, and have recommended approval of the change in zoning district and use classification; and WHEREAS, on October 18, 2016, the City Council likewise conducted a public hearing as required by law, and finds that the request meets and complies with all substantive and procedural standards set forth in Section 35.3.4 of the Denton Development Code, and is consistent with the Denton Plan and the Denton Development Code; WHEREAS, the Planning and Zoning Commission and the City Council of the City of Denton, in considering the application for a change in the zoning classification of the property, have determined that the proposed district is in the best interest of the health, safety, morals, and general welfare of the City of Denton, and accordingly, the City Council of the City of Denton is of the opinion and finds that said zoning change is in the public interest and should be granted as set forth herein; NOW THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The findings and recitations contained in the preamble of this ordinance are incorporated herein by reference and found to be true. SECTION 2. The zoning district and use classification for the Property is hereby changed established as Regional Center Commercial Neighborhood (RCC -N). SECTION 3. The City's official zoning map is hereby amended to show the change in the zoning district and use classification. SECTION 4. If any provision of this ordinance or the application thereof to any person or circumstance is held invalid by any court, such invalidity shall not affect the validity of the provisions or applications, and to this end the provisions of this ordinance are severable. SECTION 5. Any person, firm, partnership or corporation violating any provision of this ordinance shall, upon conviction, be deemed guilty of a misdemeanor and shall be punished by fine in a sum not exceeding $2,000.00 for each offense. Each day that a provision of this ordinance is violated shall constitute a separate and distinct offense. SECTION 6. That an offense committed before the effective date of this ordinance is governed by prior law and the provisions of the Denton Code of Ordinances, as amended, in effect when the offense was committed and the former law is continued in effect for this purpose. SECTION 7. In compliance with Section 2.09(c) of the Denton Charter, this ordinance shall become effective fourteen (14) days from the date of its passage, and the City Secretary is hereby directed to cause the caption of this ordinance to be published twice in the Denton Record - Chronicle, a daily newspaper published in the City of Denton, Texas, within ten (10) days of the date of its passage. PASSED AND APPROVED this the day of , 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY MM APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY Z16-0024 Site Location Adjacent parcels to be included in the ubi c n 1M 5 0 125 250 500 SITE COD W� Parcels ETJ ' , Roads NAA 8/1/20 DENTON # . R �,� Development Services, GIS c .3 D- 9/30/2016 th eeCiPyYoffDentop and have been madeos dalPab emental to the use.These on the Publi llnPormfst oo 'tct ThDe City of Denton) makeseeveey eff rt to peoduceeand publish the mostpourrenb Us rather dt accurate information posssble. No warprant iesthexp essetd or IlimplieoY are provided for the data herein, its use, or its Interpretation. Utilization ofthis map Indicates understanding and acceptance of th is statement. I RCR-1 Adjacent parcels which will be included in the proposed development Z16-0024 Zoning Map iv 0 125 250 500 SITE MPC RCC -N Feel Parcels E N R M U RCR-1DENTON PD RD -5X E � � DevelopmentServices GISRoads o -_,o,412016 The City of Denton has prepared maps for departmental use. These are not official maps of the City of Denton and should not be used for legal, enpineerinp or surveying purposes but rather for reference purposes. These maps are the property of the City of Denton and have been made available to the public based on the Public Information Act. The City of Denton makes every efforto produce and publish the most current and accurate information possible. No warranties, expressed or implied, are provided for the data herein, its use, or its interpretation. Utilization ofthis map indicates understanding and acceptance of th is statement. Z16-0024 Future Land Use Map 0 205 410 820 SITE Future Land Use E Fee` 5� Parcels Low Residential. •�`„ Roads Moderate Residentialm0 1 s aFP NTON Neighborhood Mixed Use Development Sravisea, , GIS D- 9/30/2016 IThe City of Denton has or maps for departmental use. These are not official maps of the City of Denton and should not be used for legal, engin eerinp or surveying purposes but rather for reference purposes. These maps are the property of City of Denton and have been made available to the public based on the Public Information Act. The City of Denton makes every efforto produce and publish the most current and accurate information possible. No warranties, expressed or implied, are provided for the data herein, its use, or its interpretation. Utilization ofthis map indicates understanding and acceptance of th is statement. F" I G U R E 1.7 Prefe rred Grow th COr) CE! r.:)t kk S lr,tEN NA I NON N !,A L - - - - --------- I L ovy 0 C,, n s f 1, y m (3, (d e r a e - e rr s n 5, 1 t, v Co n ni (e r c a I/ R, eta i t f. nrt p t a y n e n t ih'sik,,rvia; V, 1 x e d U st" (Irch Cit s <d vw i"I 1, acd linin"w4 Edi ,, (+,t.:$I john aod jobsj 0 rf i c c Pc" b �i Rural Residential Permitted Uses RESIDENTIAL: Agriculture, Single-family Dwellings, Accessory Dwelling Units, Live/Work P Units, Community Homes for the Disabled, Manufactured Housing Developments L(7) Livestock SUP Group Homes COMMERCIAL: P Home Occupation, Sale of Products Grown on Site, Equestrian Facilities, Outdoor Recreation L(10) Bed and Breakfast L(38) Temporary Uses SUP Administrative or Research Facilities, Broadcasting or Production Studio INDUSTRIAL: P Wholesale Nurseries, Veterinary Clinics L(14) Kennels L(27) Gas Wells SUP Feed Lots INSTITUTIONAL: P Basic Utilities, Parks and Open Space, Churches, Adult or Child Day Care, Kindergarten, Elementary School L(41) WECS (Free-standing Monopole Support Structure) L (42) WECS (Building -mounted) P = Permitted, L(#) = Permitted with a Limitation, SUP = Specific Use Permit LIMITATIONS: L(7) — Limited to two animals on parcels one to three acres in size. Additional animals may be added at a rate of one per each acre over three acres. L(8) — Travelers' accommodations, are permitted, provided that: 1. The business -owner or manager shall be required to reside on the property occupied by the accommodation, or adjacent property. 2. That each accommodation unit shall have one (1) off-street parking space, and the owners shall have two (2) parking spaces. All spaces shall be in conformance with the requirements of the Off -Street Parking section of this Chapter. 3. That only one (1) ground or wall sign, constructed of a non -plastic material, non -interior illuminated of four (4) sq. ft. maximum size be allowed. Any exterior illumination of signage shall be installed such that it does not directly illuminate any residential structures adjacent or nearby the travelers' accommodation. 4. That the number of accommodation units allowed shall be proportional to the permitted density of the zone. Each traveler's accommodation unit shall be counted as 0.6 units for the purpose of calculating the permitted number of traveler's accommodations. 5. All traveler's accommodations shall be within two hundred (200) feet of a collector or arterial. Street designations shall be as determined by the City Comprehensive Plan. Distances shall be measured via public street or alley access to the site from the arterial. 6. Excluding the business -owner's unit and the area of the structure it will occupy, there must be at least four hundred (400) sq. ft. of gross interior floor space remaining per unit. 7. Traveler's accommodations are limited to no more than eight (8) guest units. L(10) — All restrictions of L(8), but limited to no more than five (5) guest units. L(14) — Uses are limited to no more than ten thousand (10,000) square feet of gross floor area. L(27) — Must comply with the provisions of Subchapter 22, Gas Well Drilling and Production L(38) — Must meet the requirements of Section 35.12.9. L(41) — Lots where the proposed WECS will be located shall have a minimum lot area of two (2) acres. A maximum of one (1) WECS is permitted by right. Multiple WECS are permitted only with approval of a SUP. L(42) — Building -mounted WECS may not extend higher than ten (10) feet above where the WECS is mounted on the building. The height shall be measured from the base of the WECS where it is mounted on the building to the highest point of the arc of the blades' elevation. If the WECS does not use blades, then height is measured from the base of the WECS where it is mounted on the building to the highest point of the WECS. Regional Center Commercial Neighborhood (RCC -N) Permitted Uses RESIDENTIAL: P Agriculture, Attached Single-family Dwellings, Dwellings Above Businesses, Live/Work Units, Community Homes for the Disabled L(7) Livestock L(4) & L(6) Multi -Family Dwellings SUP Group Homes COMMERCIAL: P Home Occupation, Hotels, Motels, Movie Theaters, Restaurant, Private Club, Bar, Drive-through Facility, Professional Services and Offices, Quick Vehicle Servicing, Laundry Services, Indoor Recreation, Commercial Parking Lots, Broadcasting or Production Studio L(9) Bed and Breakfast L(13) Retail Sales and Service L(14) Administrative or Research Facilities L(38) Temporary Uses SUP Major Event Entertainment INDUSTRIAL: L(12) Craft Alcohol Production L(13) Warehouse, Retail L(14) Veterinary Clinics L(21) Bakeries L(27) Gas Wells INSTITUTIONAL: P Community Service, Parks and Open Space, Churches, Semi -Public Halls, Clubs, and Lodges, Adult or Child Day Care, Kindergarten, Elementary School, Middle School, High School, Colleges, Conference/Convention Centers, Hospital, Elderly Housing, Medical Centers, Mortuaries L(14) Business/Trade School SUP Basic Utilities, WECS (Free-standing Monopole Support Structure), WECS (Building Mounted) P = Permitted, L(#) = Permitted with a Limitation, SUP = Specific Use Permit LIMITATIONS: L(4) = Multi -family is permitted only: 1. With a Specific Use Permit; or 2. As part of a Mixed -Use Development; or 3. As part of a Master Plan Development, Existing; or 4. If the development received zoning approval allowing multi -family use within one (1) year prior to the effective date of Ordinance No. 2005-224; or 5. If allowed by a City Council approved neighborhood (small area) plan. L(6) = Permitted only on second (2nd) story and above, when an office, retail, or other permitted commercial use is on the ground floor along any avenue, collector, or arterial street, otherwise office or retail uses are not required. L(7) — Limited to two animals on parcels one to three acres in size. Additional animals may be added at a rate of one per each acre over three acres. L(8) = Travelers' accommodations are permitted, provided that: 1. The business -owner or manager shall be required to reside on the property occupied by the accommodation, or adjacent property. 2. That each accommodation unit shall have one off-street parking space, and the owners shall have two parking spaces. All spaces shall be in conformance with the requirements of the Off -Street Parking section of this Chapter. 3. That only one ground sign or wall sign, constructed of a non -plastic material, no -interior illuminated of four square feet maximum size be allowed. Any exterior illumination of signage shall be installed such that it does not directly illuminate any residential structures adjacent or nearby the travelers' accommodation. L(9) = All restrictions of L(8), but limited to no more than 15 guest units. L(12) = On -premise consumption and/or retail sales is required. Uses are limited to no more than 10,000 square feet of gross floor area for production, bottling, packaging, storage, and other manufacturing related activities. A SUP is required for additional square footage. L(13) = Uses are limited to no more than fifty-five thousand (55,000) square feet of gross floor area per lot. L(14) Uses are limited to no more than 10,000 square feet of gross floor area. L(21) = Bakery and bottling areas not to exceed 2,500 square feet. Sales on premises of products produced required I this zone L(27) — Must comply with the provisions of Subchapter 22, Gas Well Drilling and Production L(38) — Must meet the requirements of Section 35.12.9.