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18-331 (6/5/18)� � 4 � ♦ !i `' � ,, � � � � � � � � , � �. � �, � �� I �, � r � � r � � i . � a c � � i � � � � � � � �� , � a �� , � � �� a � � � � ♦ WHEREAS, the City of Denton, Texas ("City"} desires to have a pool of professional firms ready to serve as contractors to provide the City with engineering related services on a continuing contract basis; and ' , � ' � ;, � � �, �� 2 � �� . -�� : � � �� - . '�� ;�� . �• _ . _ �� . . . . _'��4 ••� . .w � . . , r • � � � � � •� , � � • � r � • �,, , �, ; � � . i � . . � - � . . . . , . . f . . � � - � . � _ -� � � . � . , . � � - � . . . . . � . . * . � . . .� , . � ., � � _ �. _ � .�,, _� . . � ' � . �♦ - � • � . . � �. . . � � * . � -�� #�� ,♦ � . �- . . .�� ► . � � i.� . . . � . , �. . _ . . � .� � . ., . �- , �� - � r � r��. � � . �� w' . �� • � � � . _ .� � , � . � . . �� . � � _ . ♦ � � � r. . , _-� � . , �� .��. w . �� - . • _ �_� . . . .. . ♦ . • •- • ♦ � � . . . � � - . . _ . � . � w . . � . � „ � � � . � . , + � � � ., � . � . .� � � � . . � . � � �, - . � . � f . � �- , � � , . . r � � •- , r � � -w .' � _ �. . . � . . . � ` ! � � � ' ..�! � i � � � ' - � �_ � ` ` f .�i • ` � ♦ � 4 ` f � � ' ' . ', � ' - �' � ; � i i � . _ . . _ � � ` r � �� ` � � � �� , _ � ., �- ♦ � . • ' � � ' , . SECTION 2. Any formal written agreement as a result of the acceptance, approval, and awarding of the proposals from the RFQ must be done in accordance with the procurement statues and local ordinances; provided that, the City Manager, or his designee, may take any actions that may be required or permitted to be performed within his previously delegated authority. SECTION,,,,,3m This ordinance shall become effective immediately upon its passage and a rova � � pp 1. , . �. .� �� t.µ � � .�+ �9�� wcl ��N��: �,�� he obd za�� a�''��l�a�� {a � ��-a��:�� l��a�d seconded by 1 �� t��aia�a�� att �M�� r�^ _�� _ �, __ __��. �� C 1 � Y the following ��I.�. � �. .... ` _ � .��" Chris Watts, Mayor: Gerard Hudspeth, District 1: Keely G. Briggs, District 2: Don Duff, District 3: John Ryan, District 4: Dalton Gregory, At Large Place 5: Paul Meltzer, At Large Place 6: Aye Nay ✓ � �� Abstain Absent PASSED AND APPROVED this the ��l2 day of �� ________ 2018. � , -- � � -- �...... ;� � �� ---. _._. � _ � _. � -�-----._ .._____�.. ... ...... CHRIS 'A " '"�', MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY : ... A A AlIAT T R A T (`TTV A TT(ll?ATR i�` i EXHIBIT A RFQ 6590 Evaluation Sheet Engineering Services Water Principal Place of Firm Name: Business _. .................. _.__.,. _ Adams Engineering & Development Consultants Dallas, TX Allison Engineering Group, Inc. Denton, TX �. � �,. __ ___ __........... g g ,,,,,,,,, . ... . mbassador Controls & En ineerin Keller TX Arredond.o,,, Ze � � ___ ----- .. .u,,.,.,.,., .,� , peda, & Brunz Dallas, TX .. ---- � .,. � ..... _ � Birkhoff, Hendricks, & Carter Dallas, TX Bur�.........._ _........ ... � gess & Niple Dallas, TX Da n n e n B..�. ,.. ....... --------- �... aum Engineering Company - Dallas LLC Dallas TX Freese & Nichols Denton, TX Garver Frisco, TX . ------- .... ..... . . . . . . ... . Gupta & Associates Dallas, TX H a I ��.... ----------- � .. ff Associates Ft. Worth, TX Huitt Zolla��.. ---- ... .,.. .�. .... rs Dallas, TX � e., _. ._. � .. . Intelligent Engineering Services Dallas, TX Kasper/Graham &�Associa� g , tes, Inc. Arlin ton TX � ..eeee....� ...,,,, � Kimle Horn and Associates Ft. Worth TX KSA Engineers Longview, TX Nathan D. Maier � Dallas, TX .. � � ..... ----- ....... . ......... .. _ Neel-Schaffer Arlington, TX � ___ -- -------- � w��. _.�...... Pape Dawson Engineers Plano, TX -----. RJN Group Wheaton, IL m .....,,, ---- ----...._ RLG Consulting Engineers (Raymond L. Goodson) Dallas, TX ..........__ -- -. � .�.,,,, RPS Group Dallas, TX __.... _ _ ..._ g , Schrickel, Rollins and Associates Arlin ton TX . ...��.,...... Teague Nall and Perkins Denton, TX Transys. � ..... � .... . tems Ft. Worth, TX mWade Trim. . �. ._�..... - Ft Wort.......... .. h, TX Weston Solutions Frisco, TX .... AA . � ..... ......... � Wier & Associates Arlin ton, TX RFQ 6590 Evaluation Sheet Engineering Services Wastewater Principal Place of Firm Name: Business w.�_ ............................� �..__ Adams Engineering & Development Consultants Dallas, TX Allison Engineering Group, Inc. Denton, TX .._� �----- --- _ .. .... ..... .. ....... .... ... ... .. .................. .... ...... Ambassador Controls & Engineering Keller, TX Arredondo, Zepeda, & Brunz Dallas, TX n . ----- _....... � � Birkhoff, Hendricks, & Carter Dallas, TX B u ., . ,,,, ---- -------- rgess & Niple Dallas, TX Dan�nenBau� � �� m Engineering Company - Dallas LLC Dallas, TX Freese & Nichols Denton, TX Garver Frisco, TX Gupta & Associates Dallas, TX H�alff Associates Ft. Worth, TX .. ................. ... ........ Huitt-Zollars Dallas, TX .. ------ ............................... . Intelligent Engineering Services Dallas, TX Ka��per/Graham & Associ � �� ..... s ates, Inc. Arlington, TX Kim....,.,.,�, __ ley-Horn and Associates ' Ft. Worth, TX KSA Engineers Longview, TX �...._._.,_ .___ -----. .. �, Nathan D. Maier Dallas, TX Nee� ...............�_____ -- -------- --.... .. .. .. .. ... I-Schaffer Arlington, TX ..........., ....._._,___ ----. _. _ Pape Dawson Engineers Plano, TX RJN Grou.p_....��..�.... _...___........�______- Wheaton, IL . __....__ _......_ .....�___ ___-_____ ____ -____ RLG Consulting Engineers (Raymond L. Goodson) Dallas, TX RPS...Grou�..._. .._..----- ... � ��,,, ,,,,,,,,,,,�........... p allas, TX Sch�rickel,� Rollins a � . ....... nd Associates Arlington, TX Teague Nall and Perkins Denton, TX —........ ,,,,,,,,,,,,,,,,,, --------- Transystems Ft. Worth, TX ----- ......... ... ....�,,,,�„ .. . _..... Wade Trim Ft. Worth, TX Weston Solutions Frisco, TX Wie.ee ..... __ ........... ....w._........... ., r & Associates Arlin�ton, TX , 4n RFQ 6590 Evaluation Sheet Engineering Services Storm Water Principal Place of Firm Name: Business Adams Engineering & Development Consultants Dallas, TX Allison En�ineering Group, Inc. Denton, TX Arredond . � �� o, Zepeda, & Brunz Dallas, TX ---------. _....... _.. �... Birkhoff, Hendricks, & Carter Dallas, TX _- - -- --------- ..................................................................................................................................... � . Burgess & Niple Dallas, TX ___- -------- -------._ CEC Corporation Allen, TX ........____ DannenBaum Engineering Company - Dallas LLC Dallas, TX _ .,.. � DEH Carrollton, TX Freese & Nichols Denton, TX H.. �� ....... alff Associates Ft, Worth, TX ._ ----... _ Intelligent Engineering Services Dallas, TX --....--- .. .............. Kasper/Graham & Associates, Inc. Arlington, TX Kimley-Horn and Associates F . ., �...,w.,.,F. _._ t. Worth, TX M Vassi h& Associates Dallas, TX N�eel-Schaffer .. ............... Arlington, TX _._._._, ----- ... _ ________ _____-_____________ O'Brien Engineering Carrollton, TX _.......�_____. --- —..... . . M . _______ ___ _______________ n _____ ..._ _____ .________ Pape-Dawson Engineers Plano, TX RLG Consulting Engineers (Raymond L.� Goodson) Dallas, TX ..... .....----- .. _ __________ _�____ ____ ______�__ _____.... RPS Group Dallas, TX ....... ...... ....---- - _ .. . Schrickel, Rollins and Associates Arlin�ton, TX --------- Teague Nall and Perkins Denton, TX T---- ......� .... . ........ ... .. ransystems Ft. Worth, TX Wade, .... ----.... � „ „ ....� � Trim Ft, Worth, TX . ........................._, Wier & Associates Arlington, TX DocuSign Envelope ID: 4F4ECAD1-BE66-4B27-A262-2D801FAA6139 5ƚĭǒƭźŭƓ /źƷǤ /ƚǒƓĭźƌ ƩğƓƭƒźƷƷğƌ /ƚǝĻƩƭŷĻĻƷ CźƌĻ bğƒĻ tǒƩĭŷğƭźƓŭ /ƚƓƷğĭƷ /źƷǤ /ƚǒƓĭźƌ ğƩŭĻƷ 5ğƷĻ /ƚƓƷƩğĭƷ ğƌǒĻ tźŭŭǤ .ğĭƉ hƦƷźƚƓ /ƚƓƷƩğĭƷ 9ǣƦźƩğƷźƚƓ hƩķźƓğƓĭĻ DocuSign Envelope ID: 4F4ECAD1-BE66-4B27-A262-2D801FAA6139 PROFESSIONAL SERVICES AGREEMENT FOR ARCHITECT OR ENGINEER FILE 6590-007 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 Dannenbaum Engineering Company Dallas LLC, with its corporate office at 3030 LBJ Freeway, Suite 910, Dallas, Texas, 75234 hereinafter ing 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 5, in connection with the Project. The Project shall include, without limitation, engineering services for the design/construction plan set of sidewalks for nineteen locations in the City of Denton outlined in the table in Exhibit A. SECTION 2 COMPENSATION The Owner shall compensate the Design Professional $183,839.97 as follows: 2.1 BASIC SERVICES 2.1.1 For Basic Services the total compensation shall be $86,719.27. 2.1.2 Progress payments for Basic Services shall be paid per the following satisfactorily completed tasks as referenced in Exhibit B. 2.2 SPECIAL SERVICES 2.2.1 Compensation for Special Services to be paid in the amount of $95,962.50. 2.3 DIRECT EXPENSES Direct Expenses shall be 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 $1158.20 without the prior written approval of the Owner. Page 1 C:\\ProgramData\\activePDF\\Temp\\DocConverter\\API\\Input\\$00f7618dea33$8FBE1E2EEB97489C915E4F484C3A7A7E.doc DocuSign Envelope ID: 4F4ECAD1-BE66-4B27-A262-2D801FAA6139 SECTION 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 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 a Certificate of Interest Parties before the contract is awarded, in accordance with Government Code 2252.908. The contractor shall: 1. Log onto the State Ethics Commission Website at : https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm 2. Register utilizing the tutorial provided by the State 3. Print a copy of the completed Form 1295 4. Enter the Certificate Number on page 2 of this contract. 5. Complete and sign the Form 1295 6. Email the form to purchasing@cityofdenton.com with the contract number in the subject line. (EX: Contract 1234 Form 1295) The City must acknowledge the receipt of the filed Form 1295 not later than the 30th day after Council website within seven business days. Page 2 C:\\ProgramData\\activePDF\\Temp\\DocConverter\\API\\Input\\$00f7618dea33$8FBE1E2EEB97489C915E4F484C3A7A7E.doc DocuSign Envelope ID: 4F4ECAD1-BE66-4B27-A262-2D801FAA6139 SECTION 5 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. City of Denton General Conditions to Agreement for Architectural or Engineering Services. 2. The Design Pro 3. Exhibits A through B. The parties agree to transact business electronically. Any statutory requirements that certain terms be in writing will be satisfied using electronic documents and signing. Electronic signing of this document will be deemed an original for all legal purposes. This Agreement is signed by the parties hereto effective as of the date first above written. CITY OF DENTON BY:__________________________ TODD HILEMAN CITY MANAGER ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: __________________________________ APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY BY: __________________________________ DESIGN FIRM BY:__________________________ tive (Signature) ______________________________ TEXAS ETHICS COMMISSION CERTIFICATE NUMBER Page 3 C:\\ProgramData\\activePDF\\Temp\\DocConverter\\API\\Input\\$00f7618dea33$8FBE1E2EEB97489C915E4F484C3A7A7E.doc DocuSign Envelope ID: 4F4ECAD1-BE66-4B27-A262-2D801FAA6139 CITY OF DENTON GENERAL CONDITIONS TO AGREEMENT FOR ARCHITECTURAL OR ENGINEERING SERVICES ARTICLE 1. ARCHITECT OR ENGINEER'S RESPONSIBILITIES 1.1 General Conditions are attached) performed by the Architect or Engineer ( 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 under similar conditions, including reasonable, informed judgments and prompt timely essary for the orderly progress of the Project. Upon request of the Owner, the Design Professional shall submit for the Owner's approval a schedule for the performance of the Services which may be adjusted as the Project proceeds, and shall include allowances for periods of time required for the Owner's review and for approval of submissions by authorities having jurisdiction over the Project. Time limits established by this schedule and approved by the Owner 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 scribed in Sections 2.2 through 2.6 of these General Conditions and include without limitation normal structural, civil, mechanical and electrical engineering services and any other engineering services necessary to produce a complete and accurate set of Construction Documents, as described by and required in Section 2.4. The Basic Services may be modified by the Agreement. 2.2 SCHEMATIC DESIGN PHASE 2.2.1 The Design Professional, in consultation with the Owner, shall develop a written program for the Project to ascertain Owner's needs and to establish the requirements for the Project. 2.2.2 The Design Professional shall provide a preliminary evaluation of the Owner's program, construction schedule and construction budget requirements, each in terms of the other, subject to the limitations set forth in Subsection 5.2.1. 2.2.3 The Design Professional shall review with the Owner alternative approaches to design and construction of the Project. 2.2.4 Based on the mutually agreed-upon program, schedule and construction budget requirements, the Design Professional shall prepare, for 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. 2.2.5 The Design Professional shall submit to the Owner a preliminary detailed estimate of Construction Cost based on current area, volume or other unit costs and which indicates the cost of each category of work involved in constructing the Project and establishes an elapsed time factor for the period of time from the commencement to the completion of construction. 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, Design Development Documents consisting of drawings and other documents to fix and describe the size and character of the Project as to architectural, structural, mechanical and electrical systems, materials and such other elements as may be appropriate, which shall comply with all applicable laws, statutes, ordinances, codes and regulations. Notwithstanding Owner's approval of the documents, Design Professional represents that the Documents and specifications will be sufficient and adequate to fulfill the purposes of the Project. 2.3.2 The Design Professional shall advise the Owner of any adjustments to the preliminary estimate of Construction Cost in a further Detailed Statement as described in Section 2.2.5. 2.4 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 procurement forms, the Conditions of the contract, and the form 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 having jurisdiction over the Project. 2.5 CONSTRUCTION CONTRACT PROCUREMENT 2.5.1 The Design Professional, following the Owner's approval of the Construction Documents and of the latest preliminary detailed estimate of Construction Cost, shall assist the Owner in procuring a construction contract for the Project through any procurement method that is legally applicable to the Project including without limitation, the competitive sealed bidding process. Although the Owner will consider the advice of the Design Professional, the award of the construction contract is in the sole discretion of the Owner. Page 4 C:\\ProgramData\\activePDF\\Temp\\DocConverter\\API\\Input\\$00f7618dea33$8FBE1E2EEB97489C915E4F484C3A7A7E.doc DocuSign Envelope ID: 4F4ECAD1-BE66-4B27-A262-2D801FAA6139 2.5.2 If the construction contract amount for the Project exceeds the total construction cost of the Project as set forth in the approved Detailed Statement of Probable Construction Costs of the Project submitted by the Design Professional, then the Design Professional, at its sole cost and expense, will revise the Construction Documents as may be required by the Owner to reduce or modify the quantity or quality of the work so that the total construction cost of the Project will not exceed the total construction cost set forth in the approved Detailed Statement of Probable Construction Costs. 2.6 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 of the Contract for Construction and terminates at the issuance to the Owner of the final Certificate for Payment, unless extended under the terms of Subsection 8.3.2. 2.6.2 The Design Professional shall provide detailed administration of the Contract for Construction as set forth below. For design professionals 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 of Denton special conditions, unless otherwise provided in the Agreement. For engineers the administration shall also be in accordance with the Standard Specifications for Public Works Construction by the North Central Texas Council of 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 Design 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 performing 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 Professional'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 communications have been specially authorized, the Owner and Contractor shall communicate through the Design Professional. Communications by and with the Design Professional's consultants shall be through the Design Professional. 2.6.9 Based 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 Documents. The foregoing representations are subject to minor deviations from 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 further 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 Sum. 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, ordinances and codes; and (2) determining whether or not the work, when completed, will be in compliance with the requirements of the Contract Documents. The Design Professional shall act with such reasonable promptness to cause no delay in the work or in the construction of the Owner or of separate contractors, while allowing sufficient time in the Design Professional's professional judgment to permit adequate review. Review of such submittals is not conducted for the purpose of determining the accuracy and completeness of other details such as dimensions and quantities or for substantiating instructions for installation or performance of equipment or systems designed by the Contractor, all of which remain the responsibility of the 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 of a 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 performance criteria required by the Contract Documents. Page 5 C:\\ProgramData\\activePDF\\Temp\\DocConverter\\API\\Input\\$00f7618dea33$8FBE1E2EEB97489C915E4F484C3A7A7E.doc DocuSign Envelope ID: 4F4ECAD1-BE66-4B27-A262-2D801FAA6139 2.6.13 The Design Professional shall prepare Change Orders and Construction Change Directives, with supporting documentation and data if deemed necessary by the Design Professional as provided in Subsections 3.1.1 and 3.3.3, for the Owner's approval and execution in accordance with the Contract Documents, and may authorize minor changes in the work not involving an adjustment in the Contract Sum 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. 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 faith in accordance with all the provisions of this Agreement and in the absence of negligence. 2.6.17 The Design Professional shall render written decisions within a reasonable time on all claims, disputes or other matters in question between the Owner and Contractor relating to the execution or progress of the work as provided in the Contract Documents. 2.6.18 The Design Professional (1) shall render services under the Agreement in accordance with the Degree of Care; (2) will reimburse the 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 confirmed in writing by the Owner. If services described under Contingent Additional Services in Section 3.3 are required due to circumstances beyond the Design Professional's control, the Design Professional shall notify the Owner in writing and shall not commence such additional services until it receives written approval 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 of Design Professional. 3.2 PROJECT REPRESENTATION BEYOND BASIC SERVICES 3.2.1 If more extensive representation at the site than is described in Subsection 2.6.5 is required, the Design Professional shall provide one or more Project Representatives to assist in carrying out such additional on-site responsibilities. 3.2.2 Project Representatives shall be selected, employed and directed by the Design Professional, and the Design Professional shall be compensated therefor as agreed by the Owner and Design Professional. 3.3 CONTINGENT ADDITIONAL SERVICES 3.3.1 Making material revisions in Drawings, Specifications or other documents when such revisions are: 1. inconsistent with approvals or instructions previously given by the Owner, including revisions made necessary by adjustments in the Owner's program or Project budget; 2. required by the enactment or revision of codes, laws or regulations subsequent to the preparation of such documents, or 3. due to changes required as a result of the Owner's failure to render decision in a timely manner. 3.3.2 Providing services required because of significant changes in the Project including, but not limited to, size, quality, complexity, or the Owner's schedule, except for services required under Subsection 2.5.2. 3.3.3 Preparing Drawings, Specifications and other documentation and supporting data, and providing other services in connection with Change Orders and Construction Change Directives. 3.3.4 Providing consultation concerning replacement of work damaged by fire or other cause during construction, and furnishing services required in connection with the replacement of such work. 3.3.5 Providing services made necessary by the default of the Contractor, by major defects or deficiencies in the work of the Contractor, or by failure of performance of either the Owner or Contractor under the Contract for Construction. 3.3.6 Providing services in evaluating an extensive number of claims submitted by the Contractor or others in connection with the work. 3.3.7 Providing services in connection with a public hearing, arbitration proceeding or legal proceeding except where the Design Professional is party thereto. Page 6 C:\\ProgramData\\activePDF\\Temp\\DocConverter\\API\\Input\\$00f7618dea33$8FBE1E2EEB97489C915E4F484C3A7A7E.doc DocuSign Envelope ID: 4F4ECAD1-BE66-4B27-A262-2D801FAA6139 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 performed 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 t 3.4 OPTIONAL ADDITIONAL SERVICES 3.4.1 Providing financial feasibility or other special studies. 3.4.2 Providing planning surveys, site evaluations or comparative studies of prospective sites. 3.4.3 Providing special surveys, environmental studies and submissions required for approvals of governmental authorities or others having jurisdiction over the Project. 3.4.4 Providing services relative to 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 Owner. 3.4.7 Providing coordination of construction performed by separate contractors or by the Owner's own forces and coordination of services required in connection with construction performed and equipment supplied by the Owner. 3.4.8 Providing detailed quantity surveys or inventories of material, equipment and labor. 3.4.9 Providing analyses of operating and maintenance costs. 3.4.10 Making investigations, inventories of materials or equipment, or valuations and detailed appraisals of existing facilities. 3.4.12 Providing assistance in the utilization of equipment or systems such as testing, adjusting and balancing, preparation of operation and maintenance manuals, training personnel for operation and maintenance and consultation during operation. 3.4.13 Providing interior design and similar services required for or in connection with the selection, procurement or installation of furniture, furnishings and related equipment. 3.4.14 Providing services other than as provided in Section 2.6.4, after issuance to the Owner of the final Certificate for Payment and expiration of the Warranty period of the Contract for Construction. 3.4.15 Providing services of consultants for other than architectural, civil, structural, mechanical and electrical engineering portions of the Project provided as a part of Basic Services. 3.4.16 Providing any other services not otherwise included in this Agreement or not customarily furnished in accordance with generally accepted architectural practice. 3.4.17 Preparing a set of reproducible record drawings in addition to those required by Subsection 2.6.19, showing significant changes in the work made during 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 of the Design Professional shall be performed 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 3.4.18. ARTICLE 4 OWNER'S RESPONSIBILITIES 4.1 The Owner shall consult with the Design Professional regarding requirements for the Project, including (1) the Owner's objectives, (2) schedule and design constraints and criteria, including space requirements and relationships, flexibility, expendability, special equipment, systems and site requirements, as more 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 of these costs. 4.3 If requested by the Design Professional, the Owner shall furnish evidence that financial arrangements have been made to fulfill the Owner's obligations under this Agreement. 4.4 The Owner shall designate a representative authorized to act on the Owner's behalf with respect to the Project. The Owner or such authorized representative shall render decisions in a timely manner pertaining to documents submitted by the Design Professional in order to avoid unreasonable delay in the orderly and sequential progress of the Design Professional's services. 4.5 Where applicable, the Owner shall furnish surveys describing physical characteristics, legal limitations and utility locations for the site of the Project, and a written legal description of the site. The surveys and legal information shall include, as applicable, grades and lines of streets, alleys, pavements and adjoining property and Page 7 C:\\ProgramData\\activePDF\\Temp\\DocConverter\\API\\Input\\$00f7618dea33$8FBE1E2EEB97489C915E4F484C3A7A7E.doc DocuSign Envelope ID: 4F4ECAD1-BE66-4B27-A262-2D801FAA6139 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 information 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 bearing 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 The Owner shall furnish the services of other consultants when such services are reasonably required by the scope of the Project and are requested by the Design Professional and are not retained by the Design Professional as part of its Basic Services or Additional Services. 4.7 When not a part of the Additional Services, the Owner shall furnish 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 Documents. 4.8 The Owner shall furnish all legal, accounting and insurance counseling services as may be necessary at any time for the Project, including auditing services the Owner may require to verify the Contractor's Applications for Payment or to ascertain how or for what purposes the Contractor has used the money paid by or on behalf of the Owner. 4.9 The services, information, surveys and reports required by Owner 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 of the 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 furnished by the Owner and equipment designed, specified, selected or specially provided for by the Design Professional, plus a reasonable allowance for the Contractor's overhead and profit. In addition, a reasonable allowance for 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 furnishing, 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 adjustments 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 amount 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 limit 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 OWNERSHIP 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 do 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 of documents 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 ABANDONMENT Page 8 C:\\ProgramData\\activePDF\\Temp\\DocConverter\\API\\Input\\$00f7618dea33$8FBE1E2EEB97489C915E4F484C3A7A7E.doc DocuSign Envelope ID: 4F4ECAD1-BE66-4B27-A262-2D801FAA6139 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 immediate notice. Before the end of the thirty (30) day period, Design Professional shall invoice the Owner for all work it satisfactorily performed prior to the receipt of such notice. No amount shall be due for lost or anticipated profits. All plans, field surveys, and other data related to the Project shall become property of the Owner upon termination of the Agreement and shall be promptly delivered to the Owner in a reasonably organized form. Should Owner subsequently contract with a new Design Professional for continuation of services on the Project, Design Professional shall cooperate in providing information. 7.2 If the Project is suspended by the Owner for more than 30 consecutive days, the Design Professional shall be compensated for services satisfactorily performed prior to notice of such suspension. When the Project is resumed, the Design Professional's compensation shall be equitably adjusted to provide for expenses incurred in the interruption and resumption of the Design Professional's services. 7.3 The Agreement may be terminated by the Owner upon not less than seven days written notice to the Design Professional in the event that the Project is permanently abandoned. If the Project is abandoned by the Owner for more than 90 consecutive days, the Design Professional or the Owner may terminate the Agreement by giving written notice. 7.4 Failure of the Owner to make payments to the Design Professional for work satisfactorily completed in accordance with the Agreement shall be considered substantial non- performance 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 PAYMENTS TO THE DESIGN PROFESSIONAL 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 the Design Professional and Design Professional's employees and consultants in the interest of the Project, as identified in the following Clauses. 8.2.1.1 Expense of transportation in connection with the Project; expenses in connection with authorized out-of-town travel; long-distance communications; and fees paid for securing approval of authorities having jurisdiction over the Project. 8.2.1.2 Expense of reproductions (except the reproduction of the sets of documents referenced in Subsection 2.6.19), postage and handling of Drawings, Specifications and other documents. 8.2.1.3 If authorized in advance by the Owner, expense of overtime work requiring higher than regular rates. 8.2.1.4 Expense of renderings, models and mock-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 performed within each phase of 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 of penalty, damages or other sums 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 Page 9 C:\\ProgramData\\activePDF\\Temp\\DocConverter\\API\\Input\\$00f7618dea33$8FBE1E2EEB97489C915E4F484C3A7A7E.doc DocuSign Envelope ID: 4F4ECAD1-BE66-4B27-A262-2D801FAA6139 copying during regular business hours for three years after the date of the final Certificate of Payment, or until any litigation related to the Project is final, whichever date is later. ARTICLE 9 INDEMNITY 9.1 The Design Professional shall indemnify and save and hold harmless the Owner and its officers, agents, and employees from and against any and all liability, claims, demands, damages, losses, and expenses, including, but not limited to court costs and reasonable attorney fees incurred by the Owner, and including, without limitation, damages for bodily and personal injury, death and property damage, resulting from the negligent acts or omissions of the Design Professional or its officers, shareholders, agents, or employees in the performance of the Agreement. 9.2 Nothing herein shall be construed to create a liability to any person who is not a party to the Agreement, and nothing herein shall waive any of the par both at law or equity, to any claim, cause of action, or litigation filed by anyone not a party to the Agreement, including the defense of governmental immunity, which defenses are hereby expressly reserved. ARTICLE 10 INSURANCE During the performance of the Services under the Agreement, Design Professional shall maintain the following insurance with an insurance company licensed or authorized to do business in the State of Texas by the State Insurance Commission or any successor agency that has a rating with Best Rate Carriers of at least an A- or above: 10.1 Comprehensive General Liability Insurance with bodily injury limits of not less than $1,000,000 for each occurrence and not less than $2,000,000 in the aggregate, and with property damage limits of not less than $100,000 for each occurrence and not less than $250,000 in the aggregate. 10.2 Automobile Liability Insurance with bodily injury limits of not less than $500,000 for each person and not less than $500,000 for each accident, and with property damage limits of not less than $100,000 for each accident. 10.3 not less than $100,000 for each accident including occupational disease. 10.4 Professional Liability Insurance with limits of not less than $1,000,000 annual aggregate. 10.5 The Design Professional shall 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 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 onal 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 governed by the laws of the State of Texas. Venue of any suit or cause of action under the Agreement shall lie exclusively in Denton County, Texas. 11.2 The Owner and Design Professional, respectively, bind themselves, their partners, successors, assigns and legal representatives to the other party to this Agreement and to the partners, successors, assigns and legal representatives of such other party with respect to all covenants of this Agreement. The Design Professional shall not 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 harmonize the provisions. However, 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: 1. The executed Agreement 2. Attachments referenced in Section 3 of the Agreement other than the Proposal 3. These General 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 exterofessional materials. The Design Professional's materials shall not include the Owner's confidential or proprietary information if the Owner has previously advised the Design Professional in writing of the specific information 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 shall be personally delivered or mailed to the respective parties by depositing same in the United States mail to the address shown below signature block on the Agreement, certified mail, return receipt requested, unless otherwise specified herein. All notices shall be deemed effective upon receipt by the party to whom such notice is given, or within three (3) days after mailing. Page 10 C:\\ProgramData\\activePDF\\Temp\\DocConverter\\API\\Input\\$00f7618dea33$8FBE1E2EEB97489C915E4F484C3A7A7E.doc DocuSign Envelope ID: 4F4ECAD1-BE66-4B27-A262-2D801FAA6139 11.8 If any provision of the Agreement is found or deemed by a court of competent jurisdiction to be invalid or unenforceable, it shall be considered severable from the remainder of the Agreement and shall not cause the remainder to be invalid or unenforceable. In such event, the parties shall reform the Agreement to replace such stricken provision with a valid and enforceable provision which comes as close as possible to expressing the intention of the stricken provision. 11.9 The Design Professional shall comply with all federal, state, and local laws, rules, regulations, and ordinances applicable to the work covered hereunder as they may now read or hereinafter be amended during the term of this Agreement. 11.10 In performing the Services required hereunder, the Design Professional shall not discriminate against any person on the basis of race, color, religion, sex, national origin or ancestry, age, or physical handicap. 11.11 The captions of the Agreement are for informational purposes only, and shall not in any way affect the substantive terms or conditions of the Agreement. Page 11 C:\\ProgramData\\activePDF\\Temp\\DocConverter\\API\\Input\\$00f7618dea33$8FBE1E2EEB97489C915E4F484C3A7A7E.doc DocuSign Envelope ID: 4F4ECAD1-BE66-4B27-A262-2D801FAA6139 EXHIBIT A SERVICES TO BE PROVIDED BY THE ENGINEER FOR THE CITY OF DENTON, TEXAS SIDEWALK IMPROVEMENTS The following is the scope of services presented by Dannenbaum Engineering Company Dallas, LLC (Engineer) to the City of Denton (City) for the survey and design of nineteen sidewalk sections. The nineteen sections of sidewalk are outlined below: Sidewalk Street Side Limits Length (ft) 1 Austin St. East McKinney to Oak St. 340 2 McKinney St. South Driveway west of Oakland to Austin St. 480 3 Parkway South Elm to Locust 350 4 McKinney St. South Oakland intersection to approx 100' west 110 5 Londonberry Ln. South Teasley (FM 2181) to Westminster St. 800 6 Pockrus Page North Post Oak to Swisher Rd. 890 7 Frame St. East McKinney St. to Paisley St. 1490 8 Bell Ave. East North of Driftwood Trail across drainage channel 80 9 McKinney St. North Bell Place to Frame St. 750 10 McKinney St. South Railroad St. to Denton County Courthouse (gaps) 2990 11 Loop 288 East DCTA Rail line to Brinker Rd. 1885 12 Oak St. Corner Corner of Oak St. and Crawford St. at St. James AME Church 110 13 Egan St. North Missing link between Malone St. and Bryan St. 240 14 Bernard St. West Parvin St. to Willowwood St. 2020 15 Nottingham Dr. West Emerson Ln. to Churchill Dr. 390 16 Old North Rd. East University Dr. to Windsor Dr. 3230 17 Old North Rd. West University Dr. to Windsor Dr. 3230 18 University Dr. South Nolen Cir. To Old North Rd. 900 General Project Understanding The Engineer will be provide engineering services for the design/construction plan set of sidewalks for nineteen locations in the City of Denton outlined in the table above. Engineering services will consist of design survey for the areas listed above and the construction plan set required for the sidewalks to be constructed. SCOPE OF ENGINEERING SERVICES I.Topographic Survey Survey will horizontally and vertically locate visible surface features within the projects described above and being more specifically detailed below. a. Main project area cross sections and/or mapping will be field collected generally at and at all the ne b. Project crossing side streets, alleys, and drainage ways will be surveyed an additional 50in each direction beyond the main project swath. Crossing alignments will be surveyed for a width that properly covers each crossing feature. DocuSign Envelope ID: 4F4ECAD1-BE66-4B27-A262-2D801FAA6139 c. The Surveyor will coordinate with the project Engineer/Owner to obtain right-of-entry (ROE) for surveying on this prbeginning survey operations. d. Prior to commencing any topographic fieldwork, the Surveyor will submit a utility locate request for the project limits. e. Surveyor will locate and tie visible franchise utilities (Gas, Telephone/FOC, Electric, Cable, etc.) and associated appurtenances including but not limited to: power poles, guy anchors, manholes, meters, valves, test stations, vaults, handholds, pull boxes, pedestals, controllers, etc. If available, we will denote size, material type, pressure rating, line voltage and utility owner as applicable. f. Surveyor will locate and tie visible public utilities (water, wastewater, storm sewer, and telephone/fiber) and associated appurtenances including but not limited to: manholes, cleanouts, meters, services, isolation valves, blowoffs, fire hydrants, inlets, junction boxes, headwalls, wingwalls, riprap aprons and all other appurtenances. Our survey will denote size, material type and flow direction as applicable. We will locate top of operating nut elevations for visible utility valves. Accessible utility manholes will be detailed identifying: structure size, material type, rim elevations, measure downs and corresponding flow line and top of pipe elevations for visible pipe wall penetrations. Upstream and downstream sanitary and storm sewer rim and invert data will be shown. g. Surveyor will provide location, height and material type for fences located within the project limits. Provide the location and material type for retaining walls and provide top and bottom of wall elevations along its length at grade changes. h. Surveyor will locate and tie existing ROW, property lines and easements, including type, size, volume and page, where applicable. Survey will show lot, block, abstract number, adjacent street names and property address. City and County boundaries will be shown where applicable. Property owner and business names will be shown on the survey. i. Roadways, driveways, alleys and sidewalks will be located and identified on the survey. Existing width and composition of improved surfaces will be shown on the survey. Existing lane striping, pedestrian crossing striping and signage will be identified on the survey. Traffic signal bases, mast arms and control boxes will be shown on the survey. j. Surveyor will locate and tie top, toe and flow lines of existing swales, channels and creeks with the project limits. Survey will locate headwall and wingwalls and denote number, size, material type, flow line and top of pipe elevation for culvert conduit(s). k. Surveyor will locate , shrubs and landscaping features and provide identification notes accordingly. We attempt to provide tree species and caliper as measured approximately four feet off the ground. Major tree and brush lines will be delineated on the survey. Existing visible irrigation structures and planters will be located on this survey. II.Engineering and Design Services a. Project Management and Coordination i. The Engineer will provide general project management and coordination with the following entities; The City of Denton, TxDOT, stakeholders and related sub-consultants for survey and design. ii. Engineer will document that project has conformed to all AASHTO and TDLR guidelines. iii. Engineer will perform investigation to obtain all associated plans for design areas. b. Development and Design Services i. Engineer will provide necessary field investigation of the sites as required for project development. ii. Develop horizontal alignment/layout of proposed sidewalks. iii. Develop cross sections and grading plans as needed for sidewalks and grading of adjacent area to tie to existing ground. iv. Engineer will provide the design for the extension of two culverts along the project utilizing TxDOT standards. v. Provide sequence of work and traffic control plan (TxDOT standards) and narrative. vi. Provide Storm Water Pollution Prevention Plan (SWPPP) following City of Denton procedures. vii. Provide retaining wall layouts (where applicable) and design utilizing TxDOT standard retaining walls. viii. Provide summary sheets and quantity estimate. DocuSign Envelope ID: 4F4ECAD1-BE66-4B27-A262-2D801FAA6139 ix. Provide all standard design sheets applicable to project. In the absence of City of Denton standards the Engineer shall use TxDOT with approval of the City. x. Coordinate with franchise utilities on project design. Transmit Plans Adequate for Utility Relocation (PAUR) at 60% level to all franchise utilities. xi. Provide detailed Engineers opinion of probable cost. xii. Assemble Project Specification Manual with contract, bid schedule, and specs from City of Denton as applicable. xiii. Engineer will provide the City with 30%, 60%, 90% and final submittals. Engineer will produce comment matrix detailing comment, acceptance, response and resolution. Engineer will address all comments from each submittal milestone. xiv. 30%, 60%, 90% submittals will all be paper copies. Final submittal to the City will be paper. Final submittal and record drawings will be submitted to the City as full size mylar. xv. All design will be performed in Microstation and Open Roads as applicable. ADDITIONAL SERVICES AT THE DISCRETION OF THE CITY OF DENTON I. Provide services as outlined below for the sidewalk project. a. Sub surface utility engineering (SUE) not to exceed as outlined in the fee estimate. b. Up to 15 easement documents for the construction of sidewalks. DocuSign Envelope ID: 4F4ECAD1-BE66-4B27-A262-2D801FAA6139 Exhibit House Bill 89 - Government Code 2270 VERIFICATION I, _______________________________________________, the undersigned representative of ______________________________Company or Business name (hereafter referred to as company), being an adult over the age of eighteen (18) years of age, verify that the company named-above, under the provisions of Subtitle F, Title 10, Government Code Chapter 2270: 1. Does not boycott Israel currently; and 2. Will not boycott Israel during the term of the contract the above-named Company, business or individual with City of Denton. Pursuant to Section 2270.001, Texas Government Code: 1. with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations specifically with Israel, or with a person or entity doing business in Israel or in an Israeli-controlled territory, but does not include an action made for ordinary business purposes; and 2. -profit sole proprietorship, organization, association, corporation, partnership, joint venture, limited partnership, limited liability partnership, or any limited liability company, including a wholly owned subsidiary, majority-owned subsidiary, parent company or affiliate of those entities or business associations that exist to make a profit. ___________________________________ Name of Company Representative (Print) ________________________________ Signature of Company Representative _________________________________ Date DocuSign Envelope ID: 4F4ECAD1-BE66-4B27-A262-2D801FAA6139 Exhibit Senate Bill 252 -Government Code 2252 CERTIFICATION I, ______________________________________________, the undersigned representative of ________________________________________________ (Company or business name) being an adult over the age of eighteen (18) years of age, pursuant to Texas Government Code, Chapter 2252, Section 2252.152 and Section 2252.153, certify that the company named above is not listed on the website of the Comptroller of the State of Texas concerning the listing of companies that are identified under Section 806.051, Section 807.051 or Section 2253.153. I further certify that should the above-named company enter into a contract that is on said listing of companies on the website of the Comptroller of the State of Texas which do business with Iran, Sudan or any Foreign Terrorist Management Department. ___________________________________ Name of Company Representative (Print) ________________________________ Signature of Company Representative _________________________________ Date Certificate Of Completion Envelope Id: 4F4ECAD1BE664B27A2622D801FAA6139Status: Completed Subject: City Council Docusign Item - 6590-007 Dannenbaum - Sidewalk Improvements Source Envelope: Document Pages: 24Signatures: 6Envelope Originator: Certificate Pages: 6Initials: 0Jamie Cogdell AutoNav: Enabled901B Texas Street EnvelopeId Stamping: EnabledDenton, TX 76209 Time Zone: (UTC-06:00) Central Time (US & Canada)Jamie.Cogdell@cityofdenton.com IP Address: 129.120.6.150 Record Tracking Status: OriginalHolder: Jamie CogdellLocation: DocuSign 5/7/2018 3:54:50 PM Jamie.Cogdell@cityofdenton.com Signer EventsSignatureTimestamp Jamie CogdellSent: 5/7/2018 4:00:21 PM Completed jamie.cogdell@cityofdenton.comViewed: 5/7/2018 4:00:30 PM Senior BuyerSigned: 5/7/2018 4:02:05 PM Using IP Address: 129.120.6.150 City Of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Danny EverettSent: 5/7/2018 4:02:08 PM danny.everett@dannenbaum.comResent: 5/10/2018 9:24:20 AM Dannenbaum Engineering Company-Dallas,LLCViewed: 5/8/2018 10:00:59 AM Security Level: Email, Account Authentication Signed: 5/10/2018 10:14:25 AM Using IP Address: 69.174.28.34 (None) Electronic Record and Signature Disclosure: Accepted: 5/8/2018 10:00:59 AM ID: c7d4adec-fbec-4d76-8cb9-395d7aea890d Larry CollisterSent: 5/10/2018 10:14:29 AM Larry.Collister@cityofdenton.comResent: 5/11/2018 11:22:38 AM First Assistant City AttorneyResent: 5/22/2018 3:37:03 PM City of DentonResent: 5/24/2018 12:54:44 PM Using IP Address: 129.120.6.150 Security Level: Email, Account Authentication Viewed: 5/24/2018 1:44:57 PM (None) Signed: 5/24/2018 1:45:01 PM Electronic Record and Signature Disclosure: Accepted: 9/26/2017 2:27:28 PM ID: 01f5f868-f109-4e29-ad49-21db9046c882 Tabitha MillsopSent: 5/24/2018 1:45:03 PM Completed tabitha.millsop@cityofdenton.comViewed: 6/6/2018 3:21:51 PM City of DentonSigned: 6/6/2018 3:23:17 PM Using IP Address: 129.120.6.150 Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Signer EventsSignatureTimestamp Todd HilemanSent: 6/6/2018 3:23:20 PM todd.hileman@cityofdenton.comViewed: 6/6/2018 5:21:41 PM City ManagerSigned: 6/6/2018 5:21:58 PM City of Denton Using IP Address: 129.120.6.150 Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 7/25/2017 11:02:14 AM ID: 57619fbf-2aec-4b1f-805d-6bd7d9966f21 Jennifer WaltersSent: 6/6/2018 5:22:00 PM jennifer.walters@cityofdenton.comViewed: 6/7/2018 9:11:08 AM City SecretarySigned: 6/7/2018 9:11:52 AM City of Denton Using IP Address: 129.120.6.150 Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer EventsSignatureTimestamp Editor Delivery EventsStatusTimestamp Agent Delivery EventsStatusTimestamp Intermediary Delivery EventsStatusTimestamp Certified Delivery EventsStatusTimestamp Carbon Copy EventsStatusTimestamp Sherri ThurmanSent: 5/10/2018 10:14:28 AM sherri.thurman@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane RichardsonSent: 6/6/2018 3:23:19 PM jane.richardson@cityofdenton.comViewed: 6/6/2018 3:23:53 PM Assistant City Secretary City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jennifer BridgesSent: 6/7/2018 9:11:54 AM jennifer.bridges@cityofdenton.com Procurement Assistant City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Carbon Copy EventsStatusTimestamp Jane RichardsonSent: 6/7/2018 9:11:55 AM jane.richardson@cityofdenton.comViewed: 6/7/2018 10:28:16 AM Assistant City Secretary City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Pritam DeshmukhSent: 6/7/2018 9:11:56 AM pritam.deshmukh@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Notary EventsSignatureTimestamp Envelope Summary EventsStatusTimestamps Envelope SentHashed/Encrypted6/7/2018 9:11:56 AM Certified DeliveredSecurity Checked6/7/2018 9:11:56 AM Signing CompleteSecurity Checked6/7/2018 9:11:56 AM CompletedSecurity Checked6/7/2018 9:11:56 AM Payment 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