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FirstAmendmenttoAgreementKOrdinanceNo.201411705/06/14JR
ORDINANCE NO. 2014 -005
AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY
MANAGER TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT FOR
PROFESSIONAL ENGINEERING SERVICES IN SUPPORT OF THE DEVELOPMENT AND
IMPLEMENTATION OF A ROADWAY IMPACT FEE AND ROUGH PROPORTIONALITY
POLICY FOR THE CITY OF DENTON WITH KIMLEY -HORN AND ASSOCIATES, INC. IN
AN AMOUNT NOT -TO- EXCEED $276,500; PROVIDING FOR THE EXPENDITURE OF
FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (FILE 5436- AWARDED TO
KIMLEY -HORN AND ASSOCIATES, INC.).
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:
SEC 1 "SON 1. The City Manager is hereby authorized to enter into a professional service
contract with Kimley -Horn and Associates, Inc. to provide professional engineering and related
services in support of the implementation of a Roadway Impact Fee and Rough Proportionality
Policy 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 5436 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 ay of , " 2014.
�,. ....n
CIA
K YOR
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY
W
APPROVED AS TO LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
,a
a
BY
City of Denton
Contract # 5436
Roadway Impact Fee and Rough
Proportionality Policy Development
CONTRACT #5436
PROFESSIONAL SERVICES AGREEMENT
FOR TEXAS LICENSED ENGINEER
STATE OF TEXAS
COUNTY OF DENTON
THIS AGREEMENT is made and entered into as of the 14TH day of January, 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 Kimley -Horn and Associates, Inc, with its corporate office at 12750 Merit Drive,
Suite 1000, Dallas, Texas 75251 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, a licensed Texas architect or
engineer, as an independent contractor. The CONSULTANT hereby agrees to perform the
services as described herein, with diligence and in accordance with the professional standards
customarily obtained for such services in the State of Texas.
The Project shall include, without limitation, professional engineering services in support of the
development and implementation of a Roadway Impact Fee and Rough Proportionality Policy
for the City of Denton. This scope of services shall provide the OWNER with the technical
analysis required by Chapter 395 of the Texas Local Government Code to determine the
maximum assessable roadway impact fee that may be assessed. In addition, the CONSULTANT
will provide the OWNER with assistance with the integration of the proposed impact fee policy
with Rough Proportionality along with the various presentations required during the Impact Fee
public hearing and adoption process.
The project shall be completed in six (6) tasks:
Task 1 —Project Initiation and Management
Task 2 — Land Use Assumptions
Task 3 — Master Plan Review and Impact Fee Capital Improvements Plan (CIP)
Task 4 — Maximum Fee Calculation and Rate Analysis
Task 5 — Roadway Impact Fee Study Document and Adoption Process
Task 6 — Administration Tools
i -' ai$c 2
The detailed requirements of Tasks 1 -6 are further defined within the Scope of Services within
Article II. All completed documents or reports are to be reviewed by OWNER's personnel
following CONSULTANT's in -house quality control and quality assurance procedures prior to
submission. The OWNER will provide CONSULTANT with one consolidates set of comments on
documents or reports upon completion of its' internal review. Any additional services requested
shall result in a change order to the authorized purchase order, and an amendment to this contract.
ARTICLE II
SCOPE OF SERVICES
The CONSULTANT understands that the goal of this project is to lead in the development and
implementation of a Roadway Impact Fee and Rough Proportionality Policy for the City of
Denton. This scope of services will provide the OWNER with the technical analysis required by
Chapter 395 of the Texas Local Government Code to determine the maximum assessable
roadway impact fee that may be assessed. In addition, the CONSULTANT will provide the
OWNER with assistance with the integration of the proposed impact fee policy with Rough
Proportionality along with the various presentations required during the Impact Fee public
hearing and adoption process. The CONSULTANT understands that the OWNER is currently
working on an update to the City of Denton Comprehensive Plan. To conduct the land use
assumptions analysis, the CONSULTANT will utilize available information from the currently
on -going Comprehensive Plan, the Future Land Use Plan, the existing zoning map, and the land
use assumptions recently developed for the Water and Wastewater Impact Fee Update. The
CONSULTANT will utilize the currently adopted Mobility Plan as the basis for the Impact Fee
Capital Improvement Plan. Any analysis related to amending the City's Future Land Use Plan,
Mobility Plan, or a change to the roadway impact fee study resulting from an amendment to the
Future Land Use Plan or Mobility Plan following a notice from the OWNER to use one or both
of these documents, will be considered additional services.
The CONSULTANT shall perform the following services in a professional manner:
Task 1— Project Initiation and Management
A. Project Kick -Off Meeting and Impact „Fee 101. CONSULTANT will meet with the
OWNER for a formal kick -off meeting for the Roadway Impact Fee project. During this
meeting the scope and OWNER contacts will be determined for each task.
CONSULTANT will present-an Impact Fee 101 to OWNER's staff during this meeting.
B. Project Team Status Meetings and Coordination. CONSULTANT will participate in bi-
weekly (once every other week) meetings with OWNER's staff. These meetings will be
held on specific days and times as agreed by the OWNER. A maximum of two hours
will be anticipated for each meeting. These may be either in- person calls or conference
calls. CONSULTANT will prepare notes from each meeting and submit to the
OWNER's Project Manager for review and approval. A maximum of twelve meetings
will be held. It is anticipated that the work will be completed within six (6) months.
➢ age 3
C. Project Status Reports. CONSULTANT will prepare and submit monthly status reports
regarding the overall project schedule, critical tasks, and sub - consultant coordination in
conjunction with each monthly invoice.
D. Service Areas. CONSULTANT will meet with the OWNER to develop the roadway
impact fee service area boundaries within the existing City limits consistent with the six
(6) mile limit required by law. CONSULTANT anticipates approximately eight (8)
service areas will be required for roadway impact fees.
Task 2 — Land Use Assumptions
A. Data Collection. CONSULTANT will coordinate with the OWNER to obtain the
following data:
• OWNER Contacts — The OWNER shall provide the organization structure and
contact information for the applicable OWNER staff involved with the land use
assumptions.
• Comprehensive Master Plans — The OWNER shall identify and provide the
OWNER's most recent comprehensive master plans.
• Building Permit History — The OWNER shall provide CONSULTANT with available
building permit history (both residential and non - residential) for the previous ten (10)
years.
• Currently adopted Land Use Assumptions for Water and Wastewater Impact Fees.
• Maps — The OWNER shall provide CONSULTANT with available GIS shapefiles,
associated databases, and layer files in ESRI ArcGIS10.x format. All data shall be
projected in NAD 83 State Plane, South Central Texas Zone coordinates. Data
should include:
• Current Zoning Map;
• Future Land Use Plan Map;
• City / County Parcel Data;
• City Limits and ETJ Map; and
• Most recent digital orthophotograph (DOQ) of the City.
B. C�:a�i. s[�911�g Land Use As���trt�iis.� CONSULTANT will prepare the existing land use
information in a format suitable to the OWNER for use in the roadway impact fee policy
development. The information will be presented in tabular form by service area. For each
service area, population (persons and number of dwelling units) and employment
(amount of square footage of basic, service, and retail land uses) will be summarized.
The existing land use assumptions will be completed for the year 2014.
C. Build -Out Land Use Assumptions. CONSULTANT will develop the build -out
demographics (population and employment) within the existing City Limits in tabular
format for each service area. For each service area, population (persons and number of
dwelling units) and employment (amount of square footage of basic, service, and retail
land uses) will be summarized.
D. Ten -Year Land Use Assumptions. Chapter 395 states that impact fees may only be used
to pay for items included in the Impact Fee capital improvements plan and attributable to
Page 4
new service units projected over a period of time not to exceed ten (10) years. Based on
guidance from the OWNER regarding projected development patterns and growth rates,
CONSULTANT will develop the Ten -Year Land Use Assumptions for the 2014 — 2024
planning window. Based upon the data collected in Task 2.A, the percentage of the
projected build -out can be utilized to assist in this task. CONSULTANT will complete
the demographic table for each service area.
E. Doci.inneiitation. CONSULTANT will incorporate the Land Use Assumptions
information prepared by the OWNER into the final Impact Fee Report. No separate
documentation will be completed for the land use assumptions.
F. Meetings. CONSULTANT will prepare for and attend the following meetings in addition
to those identified in the scope above:
• CONSULTANT will attend two (2) meetings with OWNER's staff to discuss and
review the proposed Land Use Assumptions. It is anticipated that four (4) service
areas will be discussed at each meeting.
G. Deliverables.
• No specific deliverable will be prepared for this task; the Land Use Assumptions will
be incorporated into the final Impact Fee Study report.
Task 3 — Master Plan Review and Impact Fee Capital Improvements Plan (CIP)
A. Data Collection. CONSULTANT will coordinate with the OWNER to obtain the
folio �...........�
wing data:
• OWNER contacts — OWNER shall provide the organization structure and contact
information for the applicable OWNER's staff involved with the completion of the
roadway capacity analysis and roadway impact fee CIP.
• Mobility Plan — The OWNER shall provide CONSULTANT the most recent mobility
plan adopted by the City in GIS format. CONSULTANT will utilize the mobility
plan as is currently adopted. Any analysis related to updating the City's currently
adopted Mobility Plan will be considered additional services.
• Traffic Counts — The OWNER shall provide any available data (current and
historical) for all roadway segments on the current Mobility Plan. CONSULTANT
will obtain recently completed traffic counts for state highway facilities from TxDOT.
CONSULTANT will collect new traffic count data at up to eighty (80) locations
(approximately 10 per Service Area) within the City for use in the roadway impact
fee study.
• Historical Project Costing Information — The OWNER shall provide CONSULTANT
with available data on the actual OWNER costs for previously completed arterial
roadway improvement projects to assist in the development of planning level project
costs for future projects and to include any project costs for previously completed
projects with excess capacity available to serve future growth.
Page 5
, Master Plan Review. CONSULTANT will review the currently adopted roadway
Mobility Plan to verify if modifications are needed prior to formulating the Roadway
Capital Improvement Plan. Modification will be provided with the recommendations
from OWNER's staff. The OWNER'S staff will perform the necessary tasks to have the
revised Mobility Plan adopted by City Council (if necessary).
C. Ten -Year Growth Projections and Capacity Analysis.
• In consultation with OWNER'S staff, CONSULTANT will review the current land
use equivalency table and determine land use categories to be included or excluded in
the land use vehicle -mile equivalency table.
• CONSULTANT will identify the service units for new development and the average
trip length. Using the 9th Edition of the Institute of Transportation Engineer's (ITE)
Trip Generation Manual, CONSULTANT will incorporate trip generation and pass -
by trip rates.
• CONSULTANT will perform an analysis of existing conditions. This will include a
determination of roadway capacities, volumes, vehicle -miles of supply, vehicle -miles
of demand, existing excess capacity, and existing deficiencies.
• CONSULTANT will project traffic conditions for the ten -year planning period, the
target year for the impact fee growth projections. This will include growth and new
demand for each service area established in Task 2.
• CONSULTANT will determine the capacity available for new growth.
D. Roadway Impact Fee Capital Improvements Plan
CONSULTANT will assist the OWNER to develop a Roadway Impact Fee Capital
Improvements Plan which will include cost projections for anticipated projects to be
included in the study. The Roadway Impact Fee Capital Improvements Plan will
include existing oversized facilities and proposed facilities designed to serve future
development. The Roadway Impact Fee Capital Improvements Plan shall include a
general description of the project and a project cost projection. Planning level cost
projections for future projects will be prepared based on discussion with local
roadway construction contractors, OWNER'S staff, and previous CONSULTANT
experience with roadway construction costs. The OWNER shall provide
CONSULTANT with actual OWNER's cost information for previously completed
projects with excess capacity and any cost contribution to County, State, Federal, or
developer constructed projects (see Task 3.A).
Due to the variety of unknowns associated with roadway project costs projections
(ROW acquisition, utility relocations, etc.), the planning level project cost projections
utilized in the roadway impact fee analysis should not be used for any future capital
improvement planning within the OWNER.
identify CONSULTANT will portion of • - • improvements
portion existing demand and the project improvements to serve new
development within the I 0-year planning period.
Page 6
E. Meetings. CONSULTANT will prepare for and attend the following meetings:
• Two (2) meetings with OWNER's staff to discuss and review the Roadway Impact
Fee CIP.
F. Deliverables
• Roadway Impact Fee CIP Review Packet (which will be included within the
Appendix of the final report)
Task 4 — Maximum Fee Calculation and Rate Analvsis
A. Pre - Credit Maximum Assessable Roadway Impact Fee Calculation. Using the newly
developed ten -year growth projections, roadway impact fee capital improvements plan,
and capacity available for new growth, CONSULTANT will determine the cost of
roadway improvements by service area, the maximum costs per service unit, and the
resulting pre- credit maximum assessable roadway impact fees by service area.
CONSULTANT will incorporate the financial analysis performed in Task 4.13. to
determine the maximum assessable impact fee per service unit.
B. Financial Anal. Using the impact fee eligible capital improvement costs and
projected service units, a financial sub - consultant will calculate maximum assessable
full -cost recovery impact fees for the designated ten -year period for roadway facilities.
The financial sub - consultant will provide forecasted cash flows for the maximum
assessable impact fee for the ten -year period based on projected capital improvement
program's implementation schedule (if available) and growth in projected service units.
CONSULTANT will work in conjunction with the financial sub - consultant to incorporate
the Capital Improvements Plan identified in Task 3.D.
C. Meetings. CONSULTANT will prepare for and attend the following meetings:
• Two (2) meetings with OWNER'S staff to review the proposed Maximum Assessable
Roadway Impact Fees and discuss the financial analysis task.
D. Deliverables
• No specific deliverable will be prepared for this task; the Maximum Fee Calculations
and Rate Analysis will be incorporated into the final Impact Fee Study report
Task 5 — Roadway impact Fee Studv Document and Adoption Process
A. Roadway Documentation. CONSULTANT will provide both a draft and final Roadway
Impact Fee Report. The report will include:
• Land Use Assumptions;
• Service areas;
• Roadway CIP;
• Narrative of the impact fee methodology;
Page
Impact fee calculations;
Land Use Vehicle -Mile Equivalency Table; and
Supporting Exhibits.
CONSULTANT will review the proposed Roadway Impact Fee Ordinance as prepared
by the City Attorney. It is anticipated the City Attorney will require exhibits from the
Roadway Impact Fee Report to be included in the ordinance. It is recommended the
OWNER coordinate with the City Attorney to ensure they will be able to prepare the
ordinance during Task 4.
B. Deliverables
Electronic (.pdf) copy of the Draft Roadway Impact Fee Report; and
• Five (5) 8.5" x 11" hard copies of the Draft Roadway Impact Fee Report
• Upon final approval of the Roadway Impact Fee Analysis and new ordinance by the
City Council, CONSULTANT will provide five (5) 8" x 11" originals and one (1)
electronic (.pdf) copy of the Final Roadway Impact Fee Report.
C. Adoption Process
CONSULTANT will collect information on actual roadway impact fees collected for up
to six (6) benchmark cities for up to three (3) different land uses (likely residential,
commercial, and industrial land uses). This information will be provided to the OWNER
in electronic (.xls) tabular format for use in the development of comparison tables.
It is anticipated that a representative from CONSULTANT will prepare for and attend
each of the following meetings:
• One (1) City Council workshop to present the proposed Service Areas;
• Up to five (5) stakeholder, Capital Improvements Advisory Committee (CIAO), City
Council, or other committee meetings;
• One (1) CIAC workshop to present fundamentals of Roadway Impact Fees, a
summary of the Roadway Impact Fee methodology, Land Use Assumptions, and the
CIP and Maximum Assessable Roadway Impact Fees;
• Two (2) CIAC public hearings to present the Land Use Assumptions, CIP, and
Maximum Assessable Roadway Impact Fees;
• One (1) City Council workshop to present fundamentals of Roadway Impact Fees, a
summary of the Roadway Impact Fee methodology, Land Use Assumptions, and the
CIP and Maximum Assessable Roadway Impact Fees;
• Two (2) City Council public hearings to present the Roadway Impact Fee, including
the Land Use Assumptions, Roadway Impact Fee CIP and Maximum Assessable
Impact Roadway Fees; and
• One (1) City Council meeting where it adopts the ordinance and establishes the actual
Roadway Impact Fees.
Task 6 — Administration Tools
A. Estimator Worksheet. CONSULTANT will create a Roadway Impact Fee estimator
spreadsheet tool to assist in calculating a development's transportation impact fees based
on the impact fee rates adopted in Task 5.
B. Rough Proportionality Worksheet. Based on the ordinance adopted in Task 5,
CONSULTANT will update the existing roadway rough proportionality worksheet. This
updated worksheet will captures the OWNER's existing rough proportionality policies
and the potential use of the maximum roadway impact fee as a basis for making rough
proportionality determinations.
Information Provided By OWNER
All base - mapping data, historical building permit information, Land Use Assumptions
information, and CIP project cost information for completed projects used in the analysis shall be
provided by the OWNER. CONSULTANT shall be entitled to rely on the completeness and
accuracy of all information provided by the OWNER.
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 described as
follows:
A. During the course of the Project, as requested by OWNER, the CONSULTANT will be
available to accompany OWNER's personnel when meeting with the Texas Natural
Resource Conservation Commission, U.S. Environmental Protection Agency, or other
regulatory agencies. The CONSULTANT will assist OWNER's personnel on an as-
needed basis in preparing compliance schedules, progress reports, and providing general
technical support for the OWNER's compliance efforts.
B. Assisting OWNER or contractor in the defense or prosecution of litigation in connection
with or in addition to those services contemplated by this Agreement. Such services, if
any, shall be furnished by CONSULTANT on a fee basis negotiated by the respective
parties outside of and in addition to this Agreement.
C. Sampling, testing, or analysis beyond that specifically included in Basic Services.
D, Preparing copies of computer aided drafting (CAD) electronic data bases, drawings, or
files for the OWNER's use in a future CAD system.
Preparing E. applications an♦ supporting documents for government grants, loans,
advances planning
11agc 9
F. Appearing before regulatory agencies or courts as an expert witness in any litigation with
third parties or condemnation proceedings arising from the development or construction
of the Project, including the preparation of engineering data and reports for assistance to
the OWNER.
G. Providing geotechnical investigations for the site, including soil borings, related analyses,
and recommendations.
H. Analysis related to amending the City's Mobility Plan.
I. Preparation for and attendance at additional public meetings not specifically identified in
the Scope of Services.
J. Furnish additional copies of documents in excess of the number of the same identified in
the Scope of Services.
K. Reanalysis or recalculation to reflect project scope changes or policy changes requested
by the OWNER, addressing changes in direction previously approved by the OWNER, or
mandated by a change in governmental laws.
L. Any analysis related to amending the City's Future Land Use Plan, Mobility Plan, or a
change to the roadway impact fee study resulting from an amendment to the Future Land
Use Plan or Mobility Plan following a notice from the City to use one or both of these
documents, will be considered additional services.
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.
Page 10
ARTICLE V
COMPENSATION
A. COMPENSATION TERMS:
"Subcontract Expense" is defined as expenses incurred by the CONSULTANT in
employment of others in outside firms for services in the nature of providing
services regardirtg the Roadway 1111 12 - �ct Fee ai,id 1Zortglr Prca�c d�a���a J_(.� Policy
Development for the City of Denton.
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 Basic
Services of Task 1 thru 6, defined in Article 1, and detailed within Article II, a total fee,
including reimbursement for direct non -labor expenses not to exceed $276,500.
Partial payments to the CONSULTANT will be made on the basis of detailed monthly
statements, and in accordance with completion and submission of the requirements of Task
C,L— 'rgj,ect Status J reports rendered to and approved by the OWNER through its City
Manager or his 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
for the Project:.
Task 1– Project Initiation and Management $10,000
Task 2 – Land Use Assumptions $19,000
Task 3 – Master Plan Review and Roadway
Impact Fee CIP $157,500
Task 4 – Maximum Fee Calculations and
Rate Analysis $50,000
Task 5 – Roadway Impact Fee Document
And Adoption Process $34,000
Task 6 – Administrative Tools $ 6,000
Total $27
Page i I
Detailed Task Description Payment Schedule
I art�acl
11
1 �>,",L tlk „Mi d�II ! I {YID
�,'fnutiupes°
i � 1 "11t
� alp�tv�a ^a
,�orpli st
: 1oNwartpt
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i awaahgofpuY
'i
IraR1a 6 u;ct
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Cask t Project Initiation and Management
A. Project Kick- Qfi'Meeting and impact Fee 101
5
5
1
2
13
$
1,675,00
D, Project Team Status Meetings and Coordination
24
4
24
52
$
6,420.00
C. Project Stains Reports
2
3
5
$
585.00
D. Service Areas
5
2
3
_____ 10
$
1,320.00
...................... .-
_ ......1...111,, .....1111.
36
11
0
30
1
2
80
$
10,000.00
Task 2 Land Use Assumptions
A, Data Collection
2
1
2
5
$
385,00
R. Existing Land Use Assumptions
9
t
40
50
S
5,580.00
C. Build Cut Land Use Assumptions
8
t
40
49
S
5,445.00
D. Ten -Year Land Use Assunptions
3
1
40
44
4,770.00
E. Documentation
l
1
3
5
$
615.00
F, Meetings
8
6
14
$
1,710.00
G, Deliverables
l
2
3
6
S
495,00
30
4
0
133 .......
.1
5
17 3
$
119 „00 0 00
Task 3: Master Plan Review and Roadway Impact Fee COP
A. Data Collection (Sub at $11,500)
2
4
2
7
15
$
12,730.00
B. Master Plan Review
24
12
36
S
5,220.00
C. Ten -Year Growth Projections and Capacity Analysis
10
32
42
S
5,030.00
D. Roadway Impact Fee Capital Improvements Plan
320
80
640
1,040
$
130,000.00
E. Meetings
10
8
8'
26
$
3,590.00
F. Deliverables
1
,,,-
3
...
a
9
m 111__1
13
367
100
687
0
2
16
1,172
31
157,500.00
Task 4: Maximum Fee Calculations and Rate Analysis
0
A. Pre - Credit Maximum Assessable Roadway Impact Fee Calculation
20
6
6
1
1
34
t'
4,445.00
U. Financial Analysis (Sub at $36,800)
20
6
6
1
33
$
41,170.00
C. Meetings
8
8
16
$
2,400,00
D Deliverables
6
3
6
1
16
S'
1,985.00
23
0
18
1
3
99
$
50,000.00
Task 5: Roadway Impact Fee Document and Adoption Process
0
A. Document
30
5
70
1
6
112
$
13,300,00
Q. Deliverables (Expense at $265)
4
10
6
20
$
2,255.00
C. Adoption Process (13 meetings)
65
39
19
10
.. ,,, ---
__ . .
133
......... . . . .
$
18,445 00
....1111 ...--- - - - - --- ------------
111.
91)
1____. —.
44
99
10
1
12
765
$
34,000 00
Task 6: Adminstrative Tools
A. Estimator Worksheet
7
2
20
29
$
3,.5 "75,00
Fi, Rough Proportionality Worksheet
7 ...
2
... �
10
. 1111.._-
—
19
$
2,425,00
1-111111111,
_ ..... .... _________ -. _
14
4
30
0
0
0
48
$
6000.,00
Grand Total Hours=
600
lft6
R16
L__i2LJ
6
38 1
1.837
$
276�t1,00
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 prior to delivery of the
stated services, to complete the entire schedule of the work plan for the project. Any
additional services requested and mutually agreed upon will result in a "change order"
and amendment to the existing contract. 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. REIMBURSABLE EXPENSES: Reimbursable Expenses are 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 $00 without the
prior written approval of the City. The reimbursable expenses have been expensed as part of
the total cost of each task.
E. PAYMENT: If the OWNER fails to make undisputed payments due the CONSULTANT
for services and expenses within thirty (30) days after receipt of the CONSULTANT's
undisputed statement thereof, prompt payment act interest as set forth in Chapter 2251 of
the Texas Government Code shall be paid on the amounts due the CONSULTANT. In
addition, the CONSULTANT may, if it has not received payment by the thirty -first (31 st)
day after receipt of payment, after giving ten (10) 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 prompt payment act interest if the OWNER has a bona fide
dispute with the CONSULTANT concerning the payment or if the OWNER reasonably
determines that the work is unsatisfactory, in accordance with this Article V,
"Compensation."
Page 13
ARTICLE Vi
INVOICES, PAYMENTS, AND RELEASES
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. Please complete and submit the attached City of Denton Substitute
W -9 form.
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 PS
Arora, P.E., City of Denton Utilities, 901 B Texas Street, Denton, TX 76209. The invoice
may also be electronically delivered to City of Denton Accounts Payable Department at
accountspayable @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.
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.
ARTICLE VII
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 VIII
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
feZeased from any and all liability relating to their use in that project.
ARTICLE IX
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 X
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.
ARTICLE XI
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 A- or better:
Page 15
A. Comprehensive General Liability Insurance with bodily injury limits of not less than
$500,000 for each occurrence and not less than $500,000 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, Workers' 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. Except for Professional Liability
Insurance and Worker's Compensation Insurance, the insurance policies shall name the
OWNER as an additional insured on all such policies, and shall contain a provision that
such insurance shall not be canceled or modified without thirty (30) days' prior written
notice to OWNER and CONSULTANT. In such event, the CONSULTANT shall, prior
to the effective date of the change or cancellation, serve substitute policies furnishing the
same coverage.
ARTICLE XII
ARBITRATION AND ALTERNATE DISPUTE RESOLUTION
The parties may agree to settle any disputes under this Agreement by submitting the
dispute to mediation. No mediation arising out of or relating to this Agreement may proceed
without the agreement of both parties to submit the dispute to mediation. The location for the
mediation shall be the City of Denton, Denton County, Texas unless a different location is
agreed to by the parties.
ARTICLE XIII
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
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.
Page 16
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 XIV
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. CONSULTANT retains design
responsibility and liability at all times during this Agreement and after completion of this
Agreement.
ARTICLE XV
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:
Kimley -Horn and Associates, Inc.
Aaron W. Nathan, P.E., AICP
12750 Merit Drive, Suite 1000
Dallas, Texas 75251
Tel 972 - 770 -1300
aaron.nathangkimley -horn. com
To OWNER:
City of Denton
George Campbell, City Manager
215 East McKinney
Denton, Texas 76201
Tel 940- 349 -7100
purchasing_gcityo fdenton. com
All notices shall be deemed effective upon receipt by the party to whom such notice is
given, or within three (3) days' mailing.
Page 17
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.
ARTIh:.']L.E 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, nor have any contractual relations with
the OWNER. CONSULTANT shall inform the OWNER of any conflict of interest or
potential conflict of interest that may arise during the term 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.
C, In those instances deemed necessary by the OWNER, the CONSULTANT, its employees
and /or its Sub - consultants shall be required to submit to background checks.
ARTICLE XX
ASSIGNABILITY
The CONSULTANT shall not assign any of its scope of work under in this Agreement,
r shall not of # # - of work + Agreement by
novation, or otherwise) without the prior written consent of the OWNER. Should the
CONSULTANT assign any part of the monies due under this Agreement, CONSULTANT is
required to provide written notice of the same to OWNER. Any assignment of monies due under
Page 1
this Agreement shall not change any of the terms or conditions of this Agreement to include but
not limited to the terms and conditions for payment under this Agreement.
ARTIt:`'LE 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 article 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 — Insurance Requirements and Insurance Documentation from Contractor
Exhibit B — Contractor Documentation, including Conflict of Interest and City of Denton
Substitute W -9 form
B. CONSULTANT agrees that OWNER shall, until the expiration of five (5) years after the
final payment or after final completion of all work required under this Agreement,
whichever is longer, have access to and the right to examine any directly pertinent books,
documents, papers, correspondence, to include e- mails, and records of the
CONSULTANT involving transactions relating to this Agreement. CONSULTANT is
required to maintain and make available all electronic records associated with this
Agreement for purposes of examination. CONSULTANT agrees that OWNER shall
have access during normal working hours to all necessary CONSULTANT facilities and
shall be provided adequate and appropriate working space in order to conduct audits in
compliance with this article. OWNER shall give CONSULTANT reasonable advance
notice of intended audits. This paragraph shall work in conjunction with the Audit
provision set forth in Article XXIII.
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 Agreement, the - persons who will perform most •
hereunder be Aaron W. Nathan, " However, + herein shall limit
CONSULTANT • other -• and competent members of •
perform the services required herein. OWNER is to be
informed of the removal or loss of any of the key persons working under this Agreement.
CONSULTANT also agrees to provide the OWNER with notice of the name(s) of who it
intends to replace the key person. OWNER shall have a right to reject any replacement
key person(s) and CONSULTANT agrees to naive a replacement key person(s)
acceptable to the OWNER.
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.
H. 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.
ARTI`LE XXIII
RIGHT TO AUDIT
The OWNER shall have the right to audit and make copies of the books, records and
computations pertaining to this agreement. The CONSULTANT shall retain such books,
records, documents and other evidence pertaining to this Agreement during the contract period
and five years thereafter, except if an audit is in progress or audit findings are yet unresolved, in
which case records shall be kept until all audit tasks are completed and resolved. These books,
records, documents and other evidence shall be available, within 10 business days of written
request. Further, the CONSULTANT shall also require all Subcontractors, material suppliers,
and other payees to retain all books, records, documents and other evidence pertaining to this
agreement, and to allow the 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 CONSULTANT which must be payable within five business days of
receipt of an invoice.
Failure to comply with the provisions of this article 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
11age 20
to include drafts and electronic files, even if such drafts or electronic files are subsequently used
to generate or prepare a final printed document.
ARTICLE XXIV
ENTIRE AGREEMENT
This Agreement, consisting of thirty -four (34) pages and two 2 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.
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
dirot.igti its drily aL1t1101w :r,cd t ridct•slgr)cd officer oii (his the Clay of
20
ATTEST:
JENNIFER WAL
:•
CITY OF C7J,?T:l "Old, J, X )'
BY:
GEOR EG Q,. CAMPBELL, CITY MANAGER
CITY SECRETARY
APPROVED AS"" T0 LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
BY:
WITNESS:
Page 21
KIMLEY -HORN (CONSULTANT)
AUTHORIZED SIGNATJJRE, fITLE
s r U i C e- f firs i -1
Exhibit A
Insurance Requirements
and
Contractor Insurance
Documents
CITY OF DENTON
INSURANCE REQUIREMENTS FOR
CONSULTANTS /CONTRACTORS
The Offeror's /Bidder'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 be 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 be maintained 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 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
employees self-insured retentions with respect to the City, its officials, agents,
volunteers; or, the Consultant/Contractor shall procure a bond
expenses. losses and related investigations, claim administration and defense
• 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.
• 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.
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:
I1age 24
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
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
combined bodily injury and property damage per occurrence with a w_ 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.
[_] 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.
l:1age 26
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 govern nental 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 7
2) no later than seven days after receipt by the contractor, a new certificate of
coverage showing extension of coverage, if the coverage period shown on the
current certificate of coverage ends during the duration of the project.
F. The contractor shall retain all required certificates of coverage for the duration of the
project and for one year thereafter.
G. The contractor shall notify the governmental entity in writing by certified mail or
personal delivery, within 10 days after the contractor knew or should have known, of
any change that materially affects the provision of coverage of any person providing
services on the project.
H. The contractor shall post on each project site a notice, in the text, form and manner
prescribed by the Texas Workers' Compensation Commission, informing all persons
providing services on the project that they are required to be covered, and stating how
a person may verify coverage and report lack of coverage.
I. The contractor shall contractually require each person with whom it contracts to
provide services on a project, to:
1) provide coverage, based on proper reporting of classification codes and payroll
amounts and filing of any coverage agreements, which meets the statutory
requirements of Texas Labor Code, Section 401.011(44) for all of its employees
providing services on the project, for the duration of the project;
2) provide to the contractor, prior to that person beginning work on the project, a
certificate of coverage showing that coverage is being provided for all employees
of the person providing services on the project, for the duration of the project;
3) provide the contractor, prior to the end of the coverage period, a new certificate of
coverage showing extension of coverage, if the coverage period shown on the
current certificate of coverage ends during the duration of the project;
4) obtain from each other person with whom it contracts, and provide to the
contractor:
a) 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 2
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 29
Certificate of Insurance
e DATE (MMIDDIYYYY)
'' CERTIFICATE OF LIABILITY INSURANCE 12/16/2013
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 tho certificate holder Is an ADDITIONAL INSURED, the policy(les) must be endomod, It 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 pYaslpl smrr erret's), I
PRODUCER CC 450 Northridge Parkway g �wwNsc.7erry.noyola @grayling „com l iA lay) I ° "ct a
o1.A
Gre lin Insurance Brokerage (770) 552-4225 ps2
Suite 102 _ N 4_ R )S i "• .... .....
Atlanta GA 30350 445 A
� .— H.FRR•Commerce &nIndustry Insurance 19. 1"
INSURED 41a A
Kimley -Horn and Associates, Inc, oNSuin8 c, ;New 4i �npatskrira Tnsrsr z2 q any 3R4_1_ A
P.O. Box 33068 INgNRFRDLexinaton Insurance Company 19437 A
,...
INSURER.E. .....
Raleigh NC 27636 INSURER F:
COVERAGES CERTIFICATE NUMBER :13-14 ( Kimley Melanie) 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.
.. .. — .... .,.,..... ..,.,n,..
__ P`i',ifF WoLfll Y Eih� uMlrs
I, TYPE OF INSURANCE Td.119 Pr11.IDV NUMBER Y,VI &M
MMf19 DdYYYY
Y EACH OCCURRENCE S 1,000,000
X
A Contractual Liability "L 9645227 4/1/2013 4/1/2014 - .AnYnnaoereon) S 1,000,000
C_pjYIeIIMN.L'Ur:IIAq, SdE'MEIL1t IRAN &N,I T'Y RKMICpC I_ 1 $
FD EXP f
X Y
_PERSONAL 8 ADV INJURY $ 1
GENERAL AGGREGATE s 21.000,000
a, GATD LIMIT APRLIESPPIWP
LHti, ALt'jRIE PER PRO ®UCrs - COMPrOpAGG S 2,000 OOa
Auro Y,Ir Y X Lief, NGL LY$ -.—.
MOBILE LIABILITY yc in s S
1,000.000
MBIN U SYMY
. Y (Per p n) S
X ANY L OWNED SCHEDULED J1 4982985 4/1/2013 4/1/2014 BODILY INJUR- m�
A ,,.
AUTOS AUTOS ( ^I s
NON-OWNED
izoEH -�MACe S
X HIRED AUTOS AUTOS
X UMBRELLA LIAB X OCCUR EACH OCC
URRENCE c 5,000,000'
B W_ ��CESXIAREYEN71i7NS_CLAIMIO 00f E 016395110 /1/2013 /1/2014 ArrRFGATF
�� - S 5,000 OOa
r,
C ORKERS COMPENSATION
AND EMPLOYERS' LIABILITY YIN "'- "
ANY PROPRIETOR/PAR7NER/EXECUTIVE TO N/ A EL. EACH ACCIDENT S 1. 000. 000
OFFICE 'C RIME EXCLUDED? 018112556 /1/2013 4/1/2014
EA
(Mandatory In NH) E L. DISSE - EA EMPLOY S 1 - 000 000
If yes, de scribe under FL DISEASE - POLICY LIMIT S 1.000 000
(?F9SRIPTIDN OF pPERAT DNS h Icw -,,.. ...., „m..,,
_..........__.. ON ......__ ................ .......___ 1111..
D Professional Liability 16017332 12/1/2012 4/1/2014 per Calm $2,000,000
Aggregate $2,000,000
DESCRIPTION OF OPERATIONS I LOCATIONS /VEHICLES (Attach ACORD 107, Additional Remarks Schedule, If more apace Is required) w-
Re. Denton Roadway Impact See; Contract #5636. The City of Denton, its Officials, Agents, Employees &
volunteers are named as Additional Insureds on the above referenced liability policies with the exception
of workers compensation & professional liability where required by written contract. The above referenced''
liability policies with the exception of professional liability are primary & non - contributory where
required by written contract. Should any of the above described policies be cancelled by the issuing
insurer before the expiration date thereof, we will endeavor to provide 30 days' written notice (except
10 days for nonpayment of premium) to the Certificate Holder named below,
CERTIFICATE HOLDER CANCELLATION .......
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
City of Denton
City Manager
215 East McKinney AUTHORIZED REPRESENTATIVE
Denton, TX 76201
David Collings JERRY
ACORD 25 (20100) O 1988 -2010 ACORD CORPORATION. All rights reserved.
INS075,9ntnnglm The Ar.npn namc sort Innn arc rcniafcrcrl i of Ar nion
Exhibit B
Awarded Contractor
Documentation
Page 31
CONFLICT-OF INTEREST QUESTIONNAIRE FOR CIO
For business with local ove 1491 80thtlt
This vendor
questionnaire reflects changes made to the law b H.B. erN „_mmwr
q g y Leg., Regular Session. OFFICE USE ONLY
This questionnaire is being filed in accordance with chapter 176 of the Local Government Code by a Date Received
person who has a business relationship as defined by Section 176.001(1 -a) with a local
governmental entity and the person meets requirements under Section 176.006(a).
By law this questionnaire must be filed with the records administrator of the local government entity
not later than the 7th business day after the date the person becomes aware of facts that require the
statement to be filed. See Section 176.006, Local Government Code.
A person commits an offense if the person knowingly violates Section 176.006, Local Government
Code. An offense under this section is a Class C misdemeanor,
...... __. .... ......._.�- _.......m
Name of person who has a business relationship with local governmental entity.
V proIM(,(
m Hftj Awp AssoaA,ri,,',� W
01 Check this box if you are filing an update to a previously filed questionnaire.
(The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business
day after the date the originally filed questionnaire becomes incomplete or inaccurate.)
3
Name of local government officer with whom filer has an employment or business relationship.
nA--
Name of Officer
This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the filer has an employment or other business
relationship as defined by Section 176.001(1 -a), Local Government Code. Attach additional pages to this Form CIQ as necessary.
A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the
filer of the questionnaire?
El Yes No
B. Is the filer of the questionnaire receiving or likely to receive taxable income, other than investment income, from or at the direction of the
local government officer named in this section AND the taxable income is not received from the local governmental entity?
El 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 10 percent or more?
El Yes 0 No
D. Describe each affiliation or business relationship.
n /2013
Signature of person doing business with the governmental entity Date
Adopted 06/29/2007
Page 32
City of Deatum Purchasing
901-6'rera5SI DeftnTX75209
Mom (940) 3412�4100 FaW (94,G) 34 4302
MmAnkmaim" aIALW.m
Comp any Naw** Am,> As�& Grp r u -I Wc,
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Address: 3,30LE
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Phom Nunt.,
Fax Number.
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Type of CManizatim ❑ Omed Busir*ss
'W, nifion of a iii, a, R.-mon-For F Tax purposes, )cu are cwskkqed a US. peen ff ym are. (a)�,an i%*VicktWil who i6 a US n or
Ul S, resWent (b) al ship„ (mMmabon, con"IV, or as arses cmatecl or arvnimi jrrj Statps or, uMer the bvr.s of the Undod
States (c) an esWe (adw than a est3de),, cm (d) a dome"t trust (as &-fined b Regdabwis Setbcn 301.7701-7).
coo Page t W2,3Q011
Page 33
Vendor WomptiGn Not ftyind f _W9 F r
acriAt tit l er nni abmj
ConWt ;:
Auduess: 1 Z' p I wl °dl'
A - �a I Ae..
Phom Number. 1,222--
Fax
List Ptoduels andibr Semoes Interested in Bidding,
For Intxrrud Use Only
❑ New Venda-
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Vendor M mge
❑ Refund
Request, RequestiT Departnwt
De rcta nl Fkapmsenta a (�'rrorpterl
Pumhasing Sipwhne_
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Page 34
Cant3d IName �
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Page 34