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19-368ORDINANCE NO. 19-368 AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME -RULE MUNICIPAL CORPORATION, AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH O'BRIEN ENGINEERING, INC., FOR ENGINEERING SERVICES FOR LAKE FOREST PARK POND AND DAM AS SET FORTH IN THE CONTRACT, PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFQ 6590-048 — PROFESSIONAL SERVICES AGREEMENT FOR ENGINEERING SERVICES AWARDED TO O'BRIEN ENGINEERING, INC., IN THE NOT -TO -EXCEED AMOUNT OF $347,000). WHEREAS, on March 6, 2018, and June 5, 2018, the City Council approved a pre -qualified engineer list (Ordinance 2018-331) and the professional services provider (the "Provider") mentioned in this ordinance is being selected as the most highly qualified on the basis of its demonstrated competence and qualifications to perform the proposed professional services; and WHEREAS, the fees under the proposed contract are fair, and reasonable, and are consistent with, and not higher than the recommended practices and fees published by the professional associations applicable to the Provider's profession, and such fees do not exceed the maximum provided by law; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Manager is hereby authorized to enter into an agreement with O'Brien Engineering, Inc., to provide professional engineering services for the City of Denton, a copy of which is attached hereto and incorporated by reference herein. SECTION 2. The City Manager is authorized to expend funds as required by the attached contract. SECTION 3. The City Council of the City of Denton, hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under this ordinance to the City Manager of the City of Denton, or his designee. SECTION 4. The findings in the preamble of this ordinance are incorporated herein by reference. SECTION5. This ordinance shall become effective immediately upon its passage and approval. The itiotion to ajj)ypr(,we this ordinance was made by and seconded byw _ _ , the ordinance was passed and approved by the following vote ���: Aye Nay Abstain Absent Mayor Chris Watts: Gerard Hudspeth, District 1: Keely G. Briggs, District 2: Don Duff, District 3: John Ryan, District 4: 1/ _......... .................. __ Deb Armintor, At Large Place 5: a." _ Paul Meltzer, At Large Place 6: PASSED AND APPROVED this the .1 da of....� r.. , 2019, .... Y .�....... ....� ..... ......._ --- CHRIS WA`f�:I"S, AYOR ATTEST: RACHEL WOOD, INTERIM CITY SECRETARY BY I APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY BY: �w" DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA Docusign City Council Transmittal Coversheet PSA 6590-048 File Name Lake Forest Pond and Dam Purchasing Contact Jody word City Council Target Date February 26, 2019 Piggy Back Option No Contract Expiration "/A Ordinance 19-368 DS D DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA CITY OF DENTON, TEXAS STANDARD AGREEMENT FOR ENGINEERING RELATED PROFESSIONAL SERVICES (FILE 6590-048) This AGREEMENT is between the City of Denton, a Texas home -rule municipality ("CITY'), and O'Brien Engineering, Inc., with its corporate office at 2340 E. Trinity Mills Rd., Ste. 220, Carrollton, Texas 75006 and authorized to do business in Texas, ("ENGINEER"), for a PROJECT generally described as: Rehabilitation of Lake Forest Dam (the "PROJECT"). SECTION 1 Scope of Services A. The CITY hereby agrees to retain the ENGINEER, and the ENGINEER hereby agrees to perform, professional engineering services set forth in the Scope of Services attached hereto as Attachment A. These services shall be performed in connection with the PROJECT. B. Additional services, if any, will be requested in writing by the CITY. CITY shall not pay for any work performed by ENGINEER or its consultants, subcontractors and/or suppliers that has not been ordered in advance and in writing. It is specifically agreed that ENGINEER shall not be compensated for any additional work resulting from oral orders of any person. SECTION 2 Compensation and Term of Agreement A. The ENGINEER shall be compensated for all services provided pursuant to this AGREEMENT in an amount not to exceed $347,000 in the manner and in accordance with the fee schedule as set forth in Attachment A. Payment shall be considered full compensation for all labor, materials, supplies, and equipment necessary to complete the services described in Attachment A. B. Unless otherwise terminated pursuant to Section 6. D. herein, this AGREEMENT shall be for a term beginning upon the effective date, as described below, and shall continue for a period which may reasonably be required for the completion of the PROJECT, until the expiration of the funds, or completion of the PROJECT and acceptance by the CITY, whichever occurs first. ENGINEER shall proceed diligently with the PROJECT to completion as described in the PROJECT schedule as set forth in Attachment A. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 1 of 17 DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA SECTION 3 Terms of Payment Payments to the ENGINEER will be made as follows: A. Invoice and Payment (1) The Engineer shall provide the City sufficient documentation, including but not limited to meeting the requirements set forth in the PROJECT schedule as set forth in Attachment A to reasonably substantiate the invoices. (2) The ENGINEER will issue monthly invoices for all work performed under this AGREEMENT. Invoices for the uncontested performance of the particular services are due and payable within 30 days of receipt by City. (3) Upon completion of services enumerated in Section 1, the final payment of any balance for the uncontested performance of the services will be due within 30 days of receipt of the final invoice. (4) In the event of a disputed or contested billing, only that portion so contested will be withheld from payment, and the undisputed portion will be paid. The CITY will exercise reasonableness in contesting any bill or portion thereof. No interest will accrue on any contested portion of the billing until mutually resolved. (5) If the CITY fails to make payment in full to ENGINEER for billings contested in good faith within 60 days of the amount due, the ENGINEER may, after giving 7 days' written notice to CITY, suspend services under this AGREEMENT until paid in full. In the event of suspension of services, the ENGINEER shall have no liability to CITY for delays or damages caused the CITY because of such suspension of services. SECTION 4 Obligations of the Engineer Amendments to Section 4, if any, are included in Attachment A. A. General The ENGINEER will serve as the CITY's professional engineering representative under this AGREEMENT, providing professional engineering consultation and advice and furnishing customary services incidental thereto. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 2 of 17 DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA B. Standard of Care The ENGINEER shall perform its services: (1) with the professional skill and care ordinarily provided by competent engineers practicing in the same or similar locality and under the same or similar circumstances and professional license; and (2) as expeditiously as is prudent considering the ordinary professional skill and care of a competent engineer. C. Subsurface Investigations (1) The ENGINEER shall advise the CITY with regard to the necessity for subcontract work such as special surveys, tests, test borings, or other subsurface investigations in connection with design and engineering work to be performed hereunder. The ENGINEER shall also advise the CITY concerning the results of same. Such surveys, tests, and investigations shall be furnished by the CITY, unless otherwise specified in Attachment A. (2) In soils, foundation, groundwater, and other subsurface investigations, the actual characteristics may vary significantly between successive test points and sample intervals and at locations other than where observations, exploration, and investigations have been made. Because of the inherent uncertainties in subsurface evaluations, changed or unanticipated underground conditions may occur that could affect the total PROJECT cost and/or execution. These conditions and cost/execution effects are not the responsibility of the ENGINEER. D. Preparation of Engineering Drawings The ENGINEER will provide to the CITY the original drawings of all plans in ink on reproducible mylar sheets and electronic files in .pdf format, or as otherwise approved by CITY, which shall become the property of the CITY. CITY may use such drawings in any manner it desires; provided, however, that the ENGINEER shall not be liable for the use of such drawings for any project other than the PROJECT described herein. E. Engineer's Personnel at Construction Site (1) The presence or duties of the ENGINEER's personnel at a construction site, whether as on -site representatives or otherwise, do not make the ENGINEER or its personnel in any way responsible for those duties that belong to the CITY and/or the CITY's construction contractors or other entities, and do not relieve the construction contractors or any other entity of their obligations, duties, and responsibilities, including, but not limited to, all construction methods, means, techniques, sequences, and procedures necessary for coordinating and City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 3 of 17 DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA completing all portions of the construction work in accordance with the AGREEMENT Documents and any health or safety precautions required by such construction work. The ENGINEER and its personnel have no authority to exercise any control over any construction contractor or other entity or their employees in connection with their work or any health or safety precautions. (2) Except to the extent of specific site visits expressly detailed and set forth in Attachment A, the ENGINEER or its personnel shall have no obligation or responsibility to visit the construction site to become familiar with the progress or quality of the completed work on the PROJECT or to determine, in general, if the work on the PROJECT is being performed in a manner indicating that the PROJECT, when completed, will be in accordance with the AGREEMENT Documents, nor shall anything in the AGREEMENT Documents or this AGREEMENT between CITY and ENGINEER be construed as requiring ENGINEER to make exhaustive or continuous on -site inspections to discover latent defects in the work or otherwise check the quality or quantity of the work on the PROJECT. If the ENGINEER makes on -site observation(s) of a deviation from the AGREEMENT Documents, the ENGINEER shall inform the CITY. (3) When professional certification of performance or characteristics of materials, systems or equipment is reasonably required to perform the services set forth in the Scope of Services, the ENGINEER shall be entitled to rely upon such certification to establish materials, systems or equipment and performance criteria to be required in the AGREEMENT Documents. F. Opinions of Probable Cost, Financial Considerations, and Schedules (1) The ENGINEER shall provide opinions of probable costs based on the current available information at the time of preparation, in accordance with Attachment A. (2) In providing opinions of cost, financial analyses, economic feasibility projections, and schedules for the PROJECT, the ENGINEER has no control over cost or price of labor and materials; unknown or latent conditions of existing equipment or structures that may affect operation or maintenance costs; competitive bidding procedures and market conditions; time or quality of performance by third parties; quality, type, management, or direction of operating personnel; and other economic and operational factors that may materially affect the ultimate PROJECT cost or schedule. Therefore, the ENGINEER makes no warranty that the CITY's actual PROJECT costs, financial aspects, economic feasibility, or schedules will not vary from the ENGINEER's opinions, analyses, projections, or estimates. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 4 of 17 DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA G. Construction Progress Payments Recommendations by the ENGINEER to the CITY for periodic construction progress payments to the construction contractor will be based on the ENGINEER's knowledge, information, and belief from selective sampling and observation that the work has progressed to the point indicated. Such recommendations do not represent that continuous or detailed examinations have been made by the ENGINEER to ascertain that the construction contractor has completed the work in exact accordance with the AGREEMENT Documents; that the final work will be acceptable in all respects; that the ENGINEER has made an examination to ascertain how or for what purpose the construction contractor has used the moneys paid; that title to any of the work, materials, or equipment has passed to the CITY free and clear of liens, claims, security interests, or encumbrances; or that there are not other matters at issue between the CITY and the construction contractor that affect the amount that should be paid. H. Record Drawings Record drawings, if required, will be prepared, in part, on the basis of information compiled and furnished by others, and may not always represent the exact location, type of various components, or exact manner in which the PROJECT was finally constructed. The ENGINEER is not responsible for any errors or omissions in the information from others that is incorporated into the record drawings. I. Right to Audit (1) ENGINEER agrees that the CITY shall, until the expiration of five (5) years after final payment under this AGREEMENT, have access to and the right to examine and photocopy any directly pertinent books, documents, papers and records of the ENGINEER involving transactions relating to this AGREEMENT. ENGINEER agrees that the CITY shall have access during normal working hours to all necessary ENGINEER facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. The CITY shall give ENGINEER reasonable advance notice of intended audits. (2) ENGINEER further agrees to include in all its subconsultant agreements hereunder a provision to the effect that the subconsultant agrees that the CITY shall, until the expiration of five (5) years after final payment under the subcontract, have access to and the right to examine and photocopy any directly pertinent books, documents, papers and records of such subconsultant, involving transactions to the subcontract, and further, that the CITY shall have access during normal working hours to all subconsultant facilities, and shall be provided adequate and appropriate work space, in order to conduct audits in compliance with the provisions of this section together with subsection (3) hereof. CITY shall give subconsultant reasonable advance notice of intended audits. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 5 of 17 DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA (3) ENGINEER and subconsultant agree to photocopy such documents as may be requested by the CITY. The CITY agrees to reimburse ENGINEER for the cost of copies at the rate published in the Texas Administrative Code in effect as of the time copying is performed. J. INSURANCE (1) ENGINEER'S INSURANCE a. Commercial General Liability — the ENGINEER shall maintain commercial general liability (CGL) and, if necessary, commercial umbrella insurance with a limit of not less than $1,000,000.00 per each occurrence with a $2,000,000.00 aggregate. If such Commercial General Liability insurance contains a general aggregate limit, it shall apply separately to this PROJECT or location. The CITY shall be included as an additional insured with all rights of defense under the CGL, using ISO additional insured endorsement or a substitute providing equivalent coverage, and under the commercial umbrella, if any. This insurance shall apply as primary insurance with respect to any other insurance or self- insurance programs afforded to the CITY. The Commercial General Liability insurance policy shall have no exclusions or endorsements that would alter or nullify: premises/operations, products/completed operations, contractual, personal injury, or advertising injury, which are normally contained within the policy, unless the CITY specifically approves such exclusions in writing. ii. ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the commercial general liability or commercial umbrella liability insurance maintained in accordance with this AGREEMENT. b. Business Auto — the ENGINEER shall maintain business auto liability and, if necessary, commercial umbrella liability insurance with a limit of not less than $1,000,000 each accident. Such insurance shall cover liability arising out of "any auto", including owned, hired, and non -owned autos, when said vehicle is used in the course of the PROJECT. If the engineer owns no vehicles, coverage for hired or non -owned is acceptable. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 6 of 17 DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the business auto liability or commercial umbrella liability insurance obtained by ENGINEER pursuant to this AGREEMENT or under any applicable auto physical damage coverage. c. Workers' Compensation — ENGINEER shall maintain workers compensation and employers liability insurance and, if necessary, commercial umbrella liability insurance with a limit of not less than $100,000.00 each accident for bodily injury by accident or $100,000.00 each employee for bodily injury by disease, with $500,000.00 policy limit. ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by workers compensation and employer's liability or commercial umbrella insurance obtained by ENGINEER pursuant to this AGREEMENT. d. Professional Liability — ENGINEER shall maintain professional liability, a claims -made policy, with a minimum of $1,000,000.00 per claim and aggregate. The policy shall contain a retroactive date prior to the date of the AGREEMENT or the first date of services to be performed, whichever is earlier. Coverage shall be maintained for a period of 5 years following the completion of the AGREEMENT. An annual certificate of insurance specifically referencing this PROJECT shall be submitted to the CITY for each year following completion of the AGREEMENT. (2) GENERAL INSURANCE REQUIREMENTS a. Certificates of insurance evidencing that the ENGINEER has obtained all required insurance shall be attached to this AGREEMENT prior to its execution. b. Applicable policies shall be endorsed to name the CITY an Additional Insured thereon, subject to any defense provided by the policy, as its interests may appear. The term CITY shall include its employees, officers, officials, agents, and volunteers as respects the contracted services. c. Certificate(s) of insurance shal specified in this AGREEMENT documented thereon. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 7 of 17 I document that insurance coverage are provided under applicable policies DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA d. Any failure on part of the CITY to attach the required insurance documentation hereto shall not constitute a waiver of the insurance requirements. e. A minimum of thirty (30) days notice of cancellation or material change in coverage shall be provided to the CITY. A ten (10) days notice shall be acceptable in the event of non-payment of premium. Notice shall be sent to the respective Department Director (by name), City of Denton, 901 Texas Street, Denton, Texas 76209. f. Insurers for all policies must be authorized to do business in the State of Texas and have a minimum rating of A:V or greater, in the current A.M. Best Key Rating Guide or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. g. Any deductible or self insured retention in excess of $25,000.00 that would change or alter the requirements herein is subject to approval by the CITY in writing, if coverage is not provided on a first -dollar basis. The CITY, at it sole discretion, may consent to alternative coverage maintained through insurance pools or risk retention groups. Dedicated financial resources or letters of credit may also be acceptable to the CITY. h. Applicable policies shall each be endorsed with a waiver of subrogation in favor of the CITY as respects the PROJECT. i. The CITY shall be entitled, upon its request and without incurring expense, to review the ENGINEER's insurance policies including endorsements thereto and, at the CITY's discretion; the ENGINEER may be required to provide proof of insurance premium payments. j. Lines of coverage, other than Professional Liability, underwritten on a claims -made basis, shall contain a retroactive date coincident with or prior to the date of the AGREEMENT. The certificate of insurance shall state both the retroactive date and that the coverage is claims -made. k. Coverages, whether written on an occurrence or claims -made basis, shall be maintained without interruption nor restrictive modification or changes from date of commencement of the PROJECT until final payment and termination of any coverage required to be maintained after final payments. I. The CITY shall not be responsible for the direct payment of any insurance premiums required by this AGREEMENT. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 8 of 17 DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA m. Sub consultants and subcontractors to/of the ENGINEER shall be required by the ENGINEER to maintain the same or reasonably equivalent insurance coverage as required for the ENGINEER. When sub consultants/subcontractors maintain insurance coverage, ENGINEER shall provide CITY with documentation thereof on a certificate of insurance. K. Independent Consultant The ENGINEER agrees to perform all services as an independent consultant and not as a subcontractor, agent, or employee of the CITY. The doctrine of respondent superior shall not apply. L. Disclosure The ENGINEER acknowledges to the CITY that it has made full disclosure in writing of any existing conflicts of interest or potential conflicts of interest, including personal financial interest, direct or indirect, in property abutting the proposed PROJECT and business relationships with abutting property cities. The ENGINEER further acknowledges that it will make disclosure in writing of any conflicts of interest that develop subsequent to the signing of this AGREEMENT and prior to final payment under the AGREEMENT. M. Asbestos or Hazardous Substances (1) If asbestos or hazardous substances in any form are encountered or suspected, the ENGINEER will stop its own work in the affected portions of the PROJECT to permit testing and evaluation. (2) If asbestos or other hazardous substances are suspected, the CITY may request the ENGINEER to assist in obtaining the services of a qualified subcontractor to manage the remediation activities of the PROJECT. N. Permitting Authorities - Design Changes If permitting authorities require design changes so as to comply with published design criteria and/or current engineering practice standards which the ENGINEER should have been aware of at the time this AGREEMENT was executed, the ENGINEER shall revise plans and specifications, as required, at its own cost and expense. However, if design changes are required due to the changes in the permitting authorities' published design criteria and/or practice standards criteria which are published after the date of this AGREEMENT which the ENGINEER could not have been reasonably aware of, the ENGINEER shall notify the CITY of such changes and an adjustment in compensation will be made through an amendment to this AGREEMENT. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 9 of 17 DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA O. Schedule ENGINEER shall manage the PROJECT in accordance with the schedule developed per Attachment A to this AGREEMENT. P. Equal Opportunity (1) Equal Employment Opportunity: ENGINEER and ENGINEER's agents shall engage in any discriminatory employment practice. No person shall, on the grounds of race, sex, sexual orientation, age, disability, creed, color, genetic testing, or national origin, be refused the benefits of, or be otherwise subjected to discrimination under any activities resulting from this AGREEMENT. (2) Americans with Disabilities Act (ADA) Compliance: ENGINEER and ENGINEER's agents shall not engage in any discriminatory employment practice against individuals with disabilities as defined in the ADA. SECTION 5 Obligations of the City Amendments to Section 5, if any, are included in Attachment A. A. City -Furnished Data ENGINEER may rely upon the accuracy, timeliness, and completeness of the information provided by the CITY. B. Access to Facilities and Property The CITY will make its facilities accessible to the ENGINEER as required for the ENGINEER's performance of its services. The CITY will perform, at no cost to the ENGINEER, such tests of equipment, machinery, pipelines, and other components of the CITY's facilities as may be required in connection with the ENGINEER's services. The CITY will be responsible for all acts of the CITY's personnel. C. Advertisements, Permits, and Access Unless otherwise agreed to in the Scope of Services, the CITY will obtain, arrange, and pay for all advertisements for bids; permits and licenses required by local, state, or federal authorities; and land, easements, rights -of -way, and access necessary for the ENGINEER's services or PROJECT construction. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 10 of 17 DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA D. Timely Review The CITY will examine the ENGINEER's studies, reports, sketches, drawings, specifications, proposals, and other documents; obtain advice of an attorney, insurance counselor, accountant, auditor, bond and financial advisors, and other consultants as the CITY deems appropriate; and render in writing decisions required by the CITY in a timely manner in accordance with the PROJECT schedule prepared in accordance with Attachment A. E. Prompt Notice The CITY will give prompt written notice to the ENGINEER whenever CITY observes or becomes aware of any development that affects the scope or timing of the ENGINEER's services or of any defect in the work of the ENGINEER or construction contractors. F. Asbestos or Hazardous Substances Release. (1) CITY acknowledges ENGINEER will perform part of the work at CITY's facilities that may contain hazardous materials, including asbestos containing materials, or conditions, and that ENGINEER had no prior role in the generation, treatment, storage, or disposition of such materials. In consideration of the associated risks that may give rise to claims by third parties or employees of City, City hereby releases ENGINEER from any damage or liability related to the presence of such materials. (2) The release required above shall not apply in the event the discharge, release or escape of hazardous substances, contaminants, or asbestos is a result of ENGINEER's negligence or if ENGINEER brings such hazardous substance, contaminant or asbestos onto the PROJECT. G. Contractor Indemnification and Claims The CITY agrees to include in all construction contracts the provisions of Article IV.E. regarding the ENGINEER's Personnel at Construction Site, and provisions providing for contractor indemnification of the CITY and the ENGINEER for contractor's negligence. H. Contractor Claims and Third -Party Beneficiaries (1) The CITY agrees to include the following clause in all contracts with construction contractors and equipment or materials suppliers: "Contractors, subcontractors and equipment and materials suppliers on the PROJECT, or their sureties, shall maintain no direct action against the ENGINEER, its officers, employees, and subcontractors, for any claim arising out of, in connection with, or resulting from the engineering services performed. Only the CITY will be the beneficiary of any undertaking by the ENGINEER." City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 11 of 17 DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA (2) This AGREEMENT gives no rights or benefits to anyone other than the CITY and the ENGINEER and there are no third -party beneficiaries. (3) The CITY will include in each agreement it enters into with any other entity or person regarding the PROJECT a provision that such entity or person shall have no third -party beneficiary rights under this AGREEMENT. (4) Nothing contained in this Section H. shall be construed as a waiver of any right the CITY has to bring a claim against ENGINEER. I. CITY's Insurance (1) The CITY may maintain property insurance on certain pre-existing structures associated with the PROJECT. (2) The CITY may secure Builders Risk/Installation insurance at the replacement cost value of the PROJECT. The CITY may provide ENGINEER a copy of the policy or documentation of such on a certificate of insurance. J. Litigation Assistance The Scope of Services does not include costs of the ENGINEER for required or requested assistance to support, prepare, document, bring, defend, or assist in litigation undertaken or defended by the CITY. In the event CITY requests such services of the ENGINEER, this AGREEMENT shall be amended or a separate agreement will be negotiated between the parties. K. Changes The CITY may make or approve changes within the general Scope of Services in this AGREEMENT. If such changes affect the ENGINEER's cost of or time required for performance of the services, an equitable adjustment will be made through an amendment to this AGREEMENT with appropriate CITY approval. SECTION 6 General Legal Provisions Amendments to Section 6, if any, are included in Attachment A. A. Authorization to Proceed ENGINEER shall be authorized to proceed with this AGREEMENT upon receipt of a written Notice to Proceed from the CITY. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 12 of 17 DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA B. Reuse of Project Documents All designs, drawings, specifications, documents, and other work products of the ENGINEER, whether in hard copy or in electronic form, are instruments of service for this PROJECT, whether the PROJECT is completed or not. Reuse, change, or alteration by the CITY or by others acting through or on behalf of the CITY of any such instruments of service without the written permission of the ENGINEER will be at the CITY's sole risk. The CITY shall own the final designs, drawings, specifications and documents. C. Force Majeure The ENGINEER is not responsible for damages or delay in performance caused by acts of God, strikes, lockouts, accidents, or other events beyond the control of the ENGINEER that prevent ENGINEER's performance of its obligations hereunder. D. Termination (1) This AGREEMENT may be terminated: a. by the City for its convenience upon 30 days' written notice to ENGINEER. b. by either the CITY or the ENGINEER for cause if either party fails substantially to perform through no fault of the other and the nonperforming party does not commence correction of such nonperformance within 5 days' written notice or thereafter fails to diligently complete the correction. (2) If this AGREEMENT is terminated for the convenience of the City, the ENGINEER will be paid for termination expenses as follows: a. Cost of reproduction of partial or complete studies, plans, specifications or other forms of ENGINEER'S work product; b. Out-of-pocket expenses for purchasing electronic data files and other data storage supplies or services; c. The time requirements for the ENGINEER'S personnel to document the work underway at the time of the CITY'S termination for convenience so that the work effort is suitable for long time storage. (3) Prior to proceeding with termination services, the ENGINEER will submit to the CITY an itemized statement of all termination expenses. The CITY'S approval will be obtained in writing prior to proceeding with termination services. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 13 of 17 DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA E. Suspension, Delay, or Interruption to Work The CITY may suspend, delay, or interrupt the services of the ENGINEER for the convenience of the CITY. In the event of such suspension, delay, or interruption, an equitable adjustment in the PROJECT's schedule, commitment and cost of the ENGINEER's personnel and subcontractors, and ENGINEER's compensation will be made. F. Indemnification IN ACCORDANCE WITH TEXAS LOCAL GOVERNMENT CODE SECTION 271.904, THE ENGINEER SHALL INDEMNIFY OR HOLD HARMLESS THE CITY AGAINST LIABILITY FOR ANY DAMAGE COMMITTED BY THE ENGINEER OR ENGINEER'S AGENT, CONSULTANT UNDER CONTRACT, OR ANOTHER ENTITY OVER WHICH THE ENGINEER EXERCISES CONTROL TO THE EXTENT THAT THE DAMAGE IS CAUSED BY OR RESULTING FROM AN ACT OF NEGLIGENCE, INTENTIONAL TORT, INTELLECTUAL PROPERTY INFRINGEMENT, OR FAILURE TO PAY A SUBCONTRACTOR OR SUPPLIER. CITY IS ENTITLED TO RECOVER ITS REASONABLE ATTORNEYS FEES IN PROPORTION TO THE ENGINEER'S LIABILITY. G. Assignment Neither party shall assign all or any part of this AGREEMENT without the prior written consent of the other party. H. Jurisdiction The law of the State of Texas shall govern the validity of this AGREEMENT, its interpretation and performance, and any other claims related to it. The venue for any litigation related to this AGREEMENT shall be Denton County, Texas. I. Severability and Survival If any of the provisions contained in this AGREEMENT are held for any reason to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability will not affect any other provision, and this AGREEMENT shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein. Sections 55., 6.B., 6.D., 6.F., 6.H., and 6.1. shall survive termination of this AGREEMENT for any cause. J. Observe and Comply ENGINEER shall at all times observe and comply with all federal and State laws and regulations and with all City ordinances and regulations which in any way affect this AGREEMENT and the work hereunder, and shall observe and comply with all orders, laws ordinances and regulations which may exist or may be enacted later by governing bodies having jurisdiction or authority for such enactment. No plea of misunderstanding or ignorance thereof shall be considered. ENGINEER AGREES TO DEFEND, INDEMNIFY City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 14 of 17 DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA AND HOLD HARMLESS CITY AND ALL OF ITS OFFICERS, AGENTS AND EMPLOYEES FROM AND AGAINST ALL CLAIMS OR LIABILITY ARISING OUT OF THE VIOLATION OF ANY SUCH ORDER, LAW, ORDINANCE, OR REGULATION, WHETHER IT BE BY ITSELF OR ITS EMPLOYEES. K. Immigration Nationality Act ENGINEER shall verify the identity and employment eligibility of its employees who perform work under this AGREEMENT, including completing the Employment Eligibility Verification Form (1-9). Upon request by CITY, ENGINEER shall provide CITY with copies of all 1-9 forms and supporting eligibility documentation for each employee who performs work under this AGREEMENT. ENGINEER shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any ENGINEER employee who is not legally eligible to perform such services. ENGINEER SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY ENGINEER, ENGINEER'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. CITY, upon written notice to ENGINEER, shall have the right to immediately terminate this AGREEMENT for violations of this provision by ENGINEER. L. Prohibition On Contracts With Companies Boycotting Israel ENGINEER acknowledges that in accordance with Chapter 2270 of the Texas Government Code, CITY is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel' and "company" shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this AGREEMENT, ENGINEER certifies that ENGINEER'S signature provides written verification to the CITY that ENGINEER: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the AGREEMENT. Failure to meet or maintain the requirements under this provision will be considered a material breach. M. Prohibition On Contracts With Companies Doing Business with Iran, Sudan, or a Foreign Terrorist Organization Section 2252 of the Texas Government Code restricts CITY from contracting with companies that do business with Iran, Sudan, or a foreign terrorist organization. By signing this AGREEMENT, ENGINEER certifies that ENGINEER'S signature provides written verification to the CITY that ENGINEER, pursuant to Chapter 2252, is not ineligible to enter into this AGREEMENT and will not become ineligible to receive payments under this AGREEMENT by doing business with Iran, Sudan, or a foreign terrorist organization. Failure to meet or maintain the requirements under this provision will be considered a material breach. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 15 of 17 DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA N. Certificate of Interested Parties Electronic Filing In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the Government Code. The law states that the City may not enter into this contract 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_form 1295.htm 2. Register utilizing the tutorial provided by the State 3. Print a copy of the completed Form 1295 4. Enter the Certificate Number on page 2 of this contract. 5. Complete and sign the Form 1295 6. Email the form to purchasing@cityofdenton.com with the contract number in the subject line. (EX: Contract 1234 — Form 1295) The City must acknowledge the receipt of the filed Form 1295 not later than the 30th day after Council award. Once a Form 1295 is acknowledged, it will be posted to the Texas Ethics Commission's website within seven business days. O. Agreement Documents This AGREEMENT, including its attachments and schedules, constitutes the entire AGREEMENT, which supersedes all prior written or oral understandings, and may only be changed by a written amendment executed by both parties. This AGREEMENT may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute but one and the same instrument. The following attachments and schedules are hereby made a part of this AGREEMENT: Attachment A - Scope of Services - Compensation - Amendments to Standard Agreement for Engineering Services - Project Schedule City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 16 of 17 DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA These documents make up the AGREEMENT documents and what is called for by one shall be as binding as if called for by all. In the event of an inconsistency or conflict in any of the provisions of the AGREEMENT documents, the inconsistency or conflict shall be resolved by giving precedence first to the written AGREEMENT then to the AGREEMENT documents in the order in which they are listed above. Duly executed by each party's designated representative to be effective on the date subscribed by the City Manager. BY: CITY OF DENTON, TEXAS FhDocuSigned 6y: City Manager 2/27/2019 Date: THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational obl' �Ed�,pd business terms. Signature Director of Parks and Recreation Title Director Department Date Signed: 2/8/2019 APPROVED AS TO LEGAL FORM: AARON L L,u"Tdi(yATTORNEY Ma� �P.iA�.IwA� By: ATTEST: CITY SEC a�RYd by: By' F�G].3ZFi6F-3fJ4.63 City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/6/18 Page 17 of 17 BY: ENGINEER O'BRI f.NGNEERING, INC. C195ECD424C1499... Joshua McClure, PhD, PE, CFM,PMP Vice President of Operations Date: 2/4/2019 2019-444360 TEXAS ETHICS COMMISSION CERTIFICATE NUMBER DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA ATTACHMENT A O'B ideinII ,iin g Iii eelirl ing, IIIin , Hydraulics - Hydrology Civil Engineering January 14, 2019 Mr. Drew Huffman City of Denton Superintendent Parks and Recreation RE: Engineering Proposal for Rehabilitation of Lake Forest Dam Dear Mr. Huffman: O'Brien Engineering, Inc. (OEI) is pleased to present this proposal for engineering services on the above referenced project. The City of Denton Parks Department (CLIENT) owns and maintains the Lake Forest Park Lake and associated dam. The dam has experienced recent erosion and slope stability issues, and CLIENT has asked OEI to prepare a design to rehabilitate the dam. Jim O'Brien, PE, CFM and Joshua McClure, PhD, PE, CFM, PMP, with OEI, were accompanied by CLIENT staff on a site visit on October 30, 2018. Observations of the dam and spillway were made during that time. The existing dam is approximately 550 feet long and 20 feet tall. The impounded lake area is approximately 10 acres based on aerial photos. Based on the geotechnical data provided by CLIENT, the dam consists of clayey soils overlaying more permeable alluvial deposits overlaying shale. These more permeable soils appear to be allowing seepage through the dam toe, which was witnessed during the site visit. In addition, embankment failure and erosion were evident, especially at the left end of the dam. Beaver activity was evident, and CLIENT staff had indicated that several beavers had been trapped recently. The existing spillway, at the right end of the dam consists of multiple RCPs that discharge into an earthen spillway that has been partially armored with miscellaneous construction debris. The discharge channel falls over 20 feet in elevation through several falls before discharging into a relatively stable channel. This discharge channel will need to be stabilized to arrest ongoing severe uncontrolled downcutting, headcutting and erosion. CLIENT has also reported that significant sediment has accumulated in the lake allowing lily pads and other aquatic vegetation to dominate along the lake edges, especially at the upper reaches of the lake. The dam is currently rated by TCEQ as a small, low hazard dam. Based on this rating, the dam would need to safely pass 25% of the Probable Maximum Flood (PMF). Based on a 2010 study by CP&Y, the dam would not safely pass this flood event. The spillway would need to be upgraded to increase the capacity and/or the dam would need to be raised in order to safely pass the design flow. CLIENT would like to completely rehabilitate the dam and spillway, and dredge the lake in order to accomplish the following objectives: 2340 E. Trinity Mills Rd., Ste 220, Carrollton, Texas 75006 972.233.2288 Ph • 972,233.2818 Fx Celebrating 29 Years! OBrienEng.com TBPE Firm No. 3758 SDVOSB DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA ATTACHMENT A Mr. Drew Huffman January 14, 2019 Page 2of11 1. Improve the spillway to carry the TCEQ design storm while maintaining pedestrian access across the spillway, 2. Improve the spillway chute to prevent erosion and dissipate energy of flows before they enter the channel, 3. Improve dam stability and reduce seepage and piping potential by decreasing the embankment slopes and installing seepage protection (clay core, grout curtain, toe and chimney drain, etc.), 4. Clear vegetation from the dam and the dam toe and groin to allow for inspection and regular maintenance, 5. Dredge the lake to reduce vegetation growth and allow for improved recreation activities and easier maintenance, and 6. Prepare Emergency Action Plan and Operation and Maintenance recommendations for incorporation into the Parks Operations and Maintenance Plan. The engineering Basic Services included below are intended to address these objectives. No consideration is proposed for aesthetics or park planning. These items can be included as an additional service at CLIENT's request. According to CLIENT, the primary purpose of the dam is for stormwater detention and aquatic wildlife management. OEI's preliminary estimate of lake volume is approximately 100 acre-feet. TCEQ typically allows exemptions for these uses for impoundments that do not exceed 200 acre-feet. If these uses are valid, and the measured storage volume remains below 200-acre-feet, then a water rights permit would not be necessary. A formal legal opinion can be requested and is included as an optional Basic Service below. If CLIENT would like to pursue a water rights permit, or request concurrence from TCEQ, then OEI can provide assistance as an Additional Service. The lake and downstream drainage features are likely jurisdictional Waters of the U.S. and will require a USACE 404 permit in order to fill or modify them. Dam rehabilitation and maintenance like this commonly can fall under a Nationwide Permit (NWP), which is typically reviewed in 45 to 60 days, if it must even be submitted to USACE at all. We won't know for sure whether the projects meets the NWP requirements until a delineation has been completed. If an Individual Permit is required, then the approval process will take closer to 10-14 months. OEI proposes the following Basic Services: Basic Services Data Gathering a. Topographic Survey — Engage a surveyor to collect topographic data and location of surface features for the dam and spillway area (up to 4 acres, approximately 110 feet downstream of crest and 75' upstream). No boundary or tree survey is included. b. Bathymetry Survey — Engage a specialist to collect bathymetry data and estimate sediment depths with scanner. Limited verification of sediment depths will be conducted with manual probing. c. Geotechnical Engineering Data Collection — Engage a geotechnical engineering firm to collect up to two additional borings near the right end of the dam and spillway. DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA ATTACHMENT A Mr. Drew Huffman January 14, 2019 Page 3 of 11 Conduct up to three exploratory test pits near the toe of the dam to determine soil conditions and rock depth. Engage the geotechnical engineer to make recommendations for embankment materials, clay core, filter drains, and other measures to rehabilitate the dam. d. GIS Data —Acquire readily available GIS data, including FEMA floodplain, NCTCOG LIDAR, and City land use data. 2. Permitting a. 404 Permitting i. Water of the US Delineation — Engage a 404 consultant to delineate the Waters of the US for approximately 16 acres, including the 10-acre lake. ii. Pre -Application Meeting — Attend a pre -application meeting with USACE to discuss permitting feasibility and process. iii. 404 Permitting — Prepare a 404 permit application and submit to USACE. A NWP is expected, but an Individual Permit could be required. b. Dam Safety Permitting i. Preliminary Design Submittal - Submit plans, specs, and design analysis to TCEQ at the preliminary phase for review and comment. TCEQ review often takes over 30 days, which may not be adequate for consideration in the final design. Incorporate, or address, comments in the Final Design, if received in time. ii. Final Design Submittal — Submit Final or Corrected Final Design to TCEQ for review and comments. Respond to comments. May not be received in time to make plan changes. If comments are received after the design phase is completed, OEI will consult with CLIENT on disposition. c. Water Rights i. Preliminary Water Rights Needs Assessment - Evaluate need for water rights through review of TCEQ's water rights rules and discussion with TCEQ. ii. Water Rights Legal Opinion — If requested by CLIENT, obtain a legal opinion on the need for water rights from a law firm with expertise on the matter. No formal request to TCEQ will is included. 3. Hydrologic and Hydraulic Analysis and Design a. Hydrologic Model i. FEMA Floodplain Flows - Develop hydrologic model for 10, 25, 50, 100, and 500- year existing condition flows. Use existing CLIENT provided studies as the basis. ii. Probable Maximum Flood (PMF) — Develop PMF hydrologic model based on the FEMA Floodplain model developed herein with adjustments to the Antecedent Runoff Conditions (ARC). Determine Probable Maximum Precipitation using TCEQ online process and include in model. iii. Spillway Hydrologic Design — Develop hydrologic model to evaluate the necessary spillway sizing to meet TCEQ design requirements (25% of PMF). iv. Breach Hydrology — Estimate breach peak flows using the TCEQ simplified breach method for the Sunny Day, Design Flood, and Barely Overtopping Breaches. b. Hydraulic Model i. Floodplain Hydraulic Model Update — Update the TNP floodplain model within the area of the dam survey. Extend cross sections of the model downstream of the dam, using LIDAR data, to more fully evaluate the impact of breach flows. DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA ATTACHMENT A Mr. Drew Huffman January 14, 2019 Page 4 of 11 Run model using FEMA flows and compare BFEs to FEMA's BFEs. ii. Breach Model — Using the Floodplain Hydraulic Model as the basis, run the steady-state breach flows through the model and compare to non -breach conditions to verify the extent of modeling required. It is assumed that the existing models have adequate downstream coverage and will not require additional services to extend the model. c. Dam Breach Mapping and EAP i. Inundation Mapping — Prepare inundation map for each breach scenario using LIDAR data downstream of the dam. Identify structures, roads, and major utilities that could be impacted. ii. Emergency Action Plan (EAP) — Prepare an EAP that summarizes the breach analysis and inundation maps, areas that may need to be evacuated during a breach, triggers of when to start emergency procedures, and emergency contacts. It is expected that City would provide emergency contact information for itself and any property owners that need to be notified. 4. Dam Rehab Design — Prepare plans, specifications, and design analysis for dam rehabilitation and spillway and chute replacement. Include cost estimate at each phase. Dam rehabilitation is expected to include clearing vegetation from the dam and 50 feet beyond the dam toe, improving the spillway to a concrete open channel, adding a concrete lined chute with an energy dissipator at the base. The dam embankment will have a clay core and/or a filter system added to control seepage, and the slopes increased to improve stability. Submittals will made at the following phases: a. Conceptual — Site plan, typical dam section, typical spillway section, and conceptual spillway chute profile. No plan and profiled at this stage. List of specifications to be used. Due to timing of the data collection, the conceptual plans will be based on the current geotechnical data and available LIDAR data. b. Preliminary — Refine conceptual design and include plan and profile and key dam and spillway sections. Draft of specifications (will rely mostly on NCTCOG or City specs). c. Final — Refine Preliminary design and include full dam sections and spillway/chute structural details. Fully edited specs, based on NCTCOG or City specs, with custom specs only for custom dam/dredging needs. d. Corrected Final — Address City comments. 5. Dredging a. Evaluation i. Estimate existing sediment volume based on the bathymetry data. ii. Dredging Alternatives — Evaluate readily available dredging alternatives in the area. iii. Dredging Grading Concepts — Evaluate dredging grading concepts, including minimum/maximum depths for vegetation growth and public safety. Evaluate the need for vegetated shelfs to protect against shore erosion. Propose a dredging concept that minimizes vegetative maintenance while protecting shoreline prone to erosion. iv. Conceptual Costs — Prepare conceptual cost estimates for up to three dredging alternatives v. Report — Provide a brief report summarizing these findings and DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA ATTACHMENT A Mr. Drew Huffman January 14, 2019 Page 5 of 11 recommendations. b. Dredging Plans and Specifications (can be incorporated in the rest of the dam plans) i. Preliminary — Prepare Preliminary Plans and Specs for dredging. Plans will be minimal with bathymetry grades and staging areas identified. ii. Final — Refine Preliminary Plans and Specs and address City comments. 6. O&M Plan — Prepare Operations and Maintenance (O&M) recommendations to be incorporated into CLIENT's Dam O&M Plan 7. Meetings — Attend meetings with CLIENT as requested. Six meeting are included. Additional meetings can be attended as an Additional Service for an additional fee. 8. Construction Administration a. Bid Phase i. Bid Package — Assist with preparing bid package that includes plans, specifications, and bid form with quantities. CLIENT staff will prepare ii. Bid Evaluation — Evaluate bids and contact bidder references. iii. Respond to RFIs from contractors iv. Attend pre -bid meeting to be organized by CLIENT. b. Construction Phase i. Attend pre -con meeting to be organized by CLIENT. ii. Respond to RFIs iii. Make periodic site visits — Visit the site up to six times during construction to assess whether the project is proceeding in general conformance with the plans and specifications. Exclusions It is OEI's understanding that the following services are not necessary or will be performed by CLIENT staff. These can be performed at CLIENT's request as an Additional Service and at an additional fee. 1. Landscape Architecture or Park Planning — Design of the dam rehabilitation will be focused on engineering elements and not on park programming or aesthetics, plantings, or irrigation. 2. Sediment Sampling or Testing — It is OEI's understand that CLIENT staff will conduct any sediment sampling and testing necessary for verifying adequacy for on or off -site disposal, including at a landfill. 3. Water Rights Permitting — See discussion above. 4. Tree Survey 5. Floodplain Mapping — Not floodplain mapping will be prepared. 6. FEMA Floodplain Permitting — CLIENT has requested that no LOMC be obtained for project. OEI will advise whether a significant change in the BFE is expected upstream of the site that would warrant altering the floodplain. 7. Construction supervision 8. Evaluate contractor pay requests 9. Boundary survey DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA ATTACHMENT A Mr. Drew Huffman January 14, 2019 Page 6of11 Schedule Attached is a draft project schedule based on a Notice to Proceed (NTP) date of February 15, 2019. It is based on current workloads (for OEI and our subconsultants) and assumes that weather and other factors will not significantly delay data collection. The schedule assumes CLIENT has one week to review each major submittal and will provide needed data and responses to questions in a timely manner. The design delivery date shown in this schedule is May 10, 2019. It is unlikely that approval of certain permits, such as the 404 permits and TCEQ dam safety, can be obtained during that time period. Compensation Compensation to O'Brien Engineering, Inc. for services described herein shall be according to the following schedule. Noted outside services will be charged at OEI's cost plus 10%. OEI has attempted to provide conservative estimates for these services, and final costs are likely to vary. A. Basic Services, Item 1.a, at OEI's cost plus 10%. OEI recommend setting a budget of $28,000, which will not be exceeded without CLIENT authorization. B. Basic Services, Item 1.b, at OEI's cost plus 10%. OEI recommend setting a budget of $9,000, which will not be exceeded without CLIENT authorization. C. Basic Services, Item 1.c, at OEI's cost plus 10%. OEI recommend setting a budget of $30,000, which will not be exceeded without CLIENT authorization. D. Basic Services, Item 14 for a fee of $4,000. E. Basic Services, Item 2.a, for a fee of $18,000. F. Basic Services, Item 2.b, for a fee of $10,500. G. Basic Services, Item 2.c.i, for a fee of $3,000. H. Basic Services, Item 2.c.ii, at OEI's cost plus 10%. OEI recommend setting a budget of $6,000, which will not be exceeded without CLIENT authorization. I. Basic Services, Item 3, for a fee of $39,000. J. Basic Services, Item 4, for a fee of $115,500. K. Basic Services, Item 5, for a fee of $40,500. L. Basic Services, Item 6, for a fee of $7,500. M. Basic Services, Item 7, for a fee of $9,000. DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA ATTACHMENT A Mr. Drew Huffman January 14, 2019 Page 7 of 11 N. Basic Services, Item 8.a, for a fee of $12,000. O. Basic Services, Item 8.b, for a fee of $15,000. P. Additional Services - on an hourly basis as requested by the CLIENT. Our current hourly rate schedule is shown below. A separate proposal will be provided on any additional services item at CLIENT's request. Q. In addition to compensation for specified services, O'Brien Engineering, Inc. will be reimbursed for direct project expenses incurred during the course of the project which are requested by the CLIENT or required for the work, such as copies, scans, photographs, printing, travel outside the Metroplex, messenger services, digital data, and the like. CLIENT is also responsible for all fees normally imposed by the City (Town), FEMA, and others with jurisdiction related to this project. R. CuErrTe2n!tjHRoYuiY Rates, as of August 2018: Project Manager r $198_00 Senior Designer �. m mmm$1$1m2102_OOJ Principal Senior Hvdroloqist $188.00 Senior CADD Tech .00 EngineerSenior Operator Project Engneer $160.00 Tech I/CADD Oper at '.... ....._$8700 Task Engineer $141.00 Support Staff $71.00 Staff Engineer $125.00 _ 1 OEI reviews and revises our rates semiannually. Generally, the rates in place at commencement of the project will prevail for that project for the lesser of the length of the project or one year. Nonetheless, OEI reserves the right to make off -cycle revisions as market conditions may mandate. This proposal shall be valid for 45 days after the date of this letter. The terms of the contract will be valid for a period of twelve (12) months from the date of the executed contract. The contract term may be extended by specific written mutual agreement of both parties. If work is suspended for a period of 60 days or more, OEI shall have the right to amend the contract by fee, scope, and schedule. Thank you for your consideration of this proposal. If this proposal meets with your approval, please sign and return a copy for our files as your notice to proceed. We look forward to serving you. DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA ATTACHMENT A Mr. Drew Huffman January 14, 2019 Page 8 of 11 Sincerely, O'BRIEN ENGINEERING, INC TBPE Firm No. 3758 �6shua. McClure, PhD, PE, CFM, PMP Vice President of Operations APPROVED: CITY OF DENTON Todd Hileman Name: DocuSigned by- ��� �kt(,tw�a�n, Signature: 2/27/2019 Date'. DocuSign Envelope ID: 08AC7E5F-7F33-46OD-9200-D93269DD4DCA ATTACHMENT A 1 NTP 0 02/15/19 02/15/19 2 1 Data Gathering 21d 02/15/19 03/15/19 3 a. Topo Survey 20d 02/18/19 03/15/19 IFS +1 d 4 b. Bathymetry 13d 02/27/19 03/15/19 3SS +7d 5 c. Geotech 2d 02/18/19 02/19/19 1 FS +1 d 6 d. GIS 5d' 02/15/19 02/21/19 1 7 =-? 2 Permitting 94 d 02/19/19 06/28/19 8 — a. 404 Permitting 86C'1 02/27/19 06/28/19 4 Delineation adl.. 02/27/19 03/05/19 1 FS +Bd I Pre-App Meeting 11d 03/08/19 03/08/19 9FS+2d 11 Permit App 11 O d 04/08/19 04/19/19 26 USACE Permit Review (NWP) 50d 04/22/19 06/28/19 11 b. Dam Safety 80 d 03/1 1 M 9 06/28/19 94 Preliminary TCEQ Submittal 5d 03111/19 03/15/19 24 15 Prelim TCEQ Review 30d 03118/19 04126/19 14 16 Final TCEQ Submittal 5,d 05113/19 05117/19 NT +5d 17 Final TCEQ Review 30d 05120119 06128119 16 cw Water Rights ._ �aad 02119/19 02125119 IFS +2d _ _ 91 ,— I F H Analysis 64d 021151119 05/15d19 20 a. Hydrology 15d 021W19 03107119 UF+2d, 1 21 b. Hydraulics 15d 02/19/19 OW11/19 2OFF 4•2a1 �;. Breach and Fr N" 1Od 05/02/19 t95115/1 21„ 30F °q 1 23 ;-: 4. Dam Rehab Design 52d 02/28/19 05/10/19 I�,I a. Conceptual 7d 02/28/19 03/08/19 6, 20FF+1d 25 City Review 5d 03/11/19 03/15/19 24 IJ b. Preliminary 15d 03/18/19 04/05/19 3, 5, 25FS -2d ti?;i" City Review ,5cd 04/08/19 04/12/19 26 1 c. Final 1Ord 04/15/19 04/26/19 27 City Review 51d 04/29/19 05/03/19 28 30 d. Corrected Final 5d 05/06/19 05/10/19 29 'I 5. Dredging 25-d 03/11/19 04/12/19 ., Evad 10d 03/11/19 03/22/19 6, 4FF+5d 11, Prelim Design 5d 03/25/19 03/29/19 32 M City Review 5d 04/01/19 04/05/19 33 5 Finial Design 5d 04/08/19 04/12/19 34 1 Design Finished 0 05/10/19 05/10/19 30,34 DocuSign Envelope ID: 08AC7E5F-7F33-460D-9200-D93269DD4DCA Exhibit CIQ CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a misdemeanor. Name of vendor who has a business relationship with local governmental entity. O' BRIEN ENGINEERING, INC. 2 El Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate. 3 1 Name of local government officer about whom the information in this section is being disclosed. None Name of Officer This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the vendor has an employment or other business relationship as defined by Section 176.001(1-a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor? F—x—] Yes No B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named in this section AND the taxable income is not received from the local governmental entity? Yes F—x—] No C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership of one percent or more? F—x—] Yes No D. Describe each employment or business and family relationship with the local government officer named in this section. None 4 ❑I have no Conflict of Interest to disclose. 5 uSigned by: 56W. k(✓l w, 2/4/2019 Yn��t4k9�-doing business with the governmental entity Date Certificate Of Completion Envelope Id: 08AC7E5F7F3346OD920OD93269DD4DCA Subject: Please DocuSign: City Council Contract 6590-048 Source Envelope: Document Pages: 28 Signatures: 7 Certificate Pages: 6 Initials: 1 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) Record Tracking Status: Original 1/29/2019 1:51:08 PM Signer Events Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Mack Reinwand mack.reinwand@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Joshua McClure jmcclure@obrieneng.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 2/4/2019 9:32:29 PM ID: 60f9f3e4-8a82-483c-adO6-1 aeO4e6fecde Holder: Lori Hewell lori.hewell@cityofdenton.com Signature Completed Using IPAddress: 129.120.6.150 E Signature Adoption: Pre -selected Style Using IPAddress: 129.120.6.150 [D—Si,ned by: 7F9D328BF0204E5... Signature Adoption: Pre -selected Style Using IPAddress: 129.120.6.150 ED11uSi,n1d by: bS�.ua. dtiLGr,(,�yt, C195ECD424C1499... Signature Adoption: Pre -selected Style Using I P Address: 47.188.35.181 Doclut S 9 C U a 9 0 Status: Completed Envelope Originator: Lori Hewell 901 B Texas Street Denton, TX 76209 lori.hewell@cityofdenton.com IP Address: 129.120.6.150 Location: DocuSign Timestamp Sent: 1/29/20191:58:31 PM Viewed: 1/29/2019 1:58:53 PM Signed: 1/29/2019 2:07:13 PM Sent: 1/29/2019 2:07:19 PM Viewed: 1/29/2019 2:07:47 PM Signed: 1/29/2019 2:07:51 PM Sent: 1/29/2019 2:07:57 PM Viewed: 2/4/2019 12:03:57 PM Signed: 2/4/2019 12:05:03 PM Sent: 2/4/2019 12:05:10 PM Resent: 2/4/2019 5:44:57 PM Viewed: 2/4/2019 9:32:29 PM Signed: 2/4/2019 10:05:27 PM Signer Events Gary Packan Gary. Packan@cityofdenton.com Director of Parks and Recreation Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 2/5/2019 4:18:13 AM ID:673c5324-d75d-47b4-83aa-25dad4166950 Tabitha Millsop tabitha.millsop@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Todd Hileman Todd. Hileman@cityofdenton.com City Manager City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 7/25/2017 11:02:14 AM ID: 57619fbf-2aec-4b 1 f-805d-6bd7d9966f21 Jane Richardson jane.richardson@cityofdenton.com Assistant City Secretary City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Editor Delivery Events Agent Delivery Events Intermediary Delivery Events Certified Delivery Events Carbon Copy Events Sherri Thurman sherri.thurman@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Signature ��-OocuSignetl b� YYY/�A��C6/A/1E9F7A4264A9... Signature Adoption: Drawn on Device Using IPAddress: 129.120.6.150 Using IPAddress: 129.120.6.150 [D—Si,ned by: B77SC711BAOD454... Signature Adoption: Pre -selected Style Using IPAddress: 129.120.6.150 EDO-Si,ned by: aan.t, �tG�t.aY'O�Sbtn, F96137F96F3D4D3... Signature Adoption: Pre -selected Style Using IPAddress: 129.120.6.150 Signature Status Status Status Status Status Timestamp Sent: 2/4/2019 10:05:29 PM Resent: 2/6/2019 4:09:57 PM Resent: 2/6/2019 4:35:41 PM Resent: 2/7/2019 2:35:55 PM Viewed: 2/5/2019 4:18:13 AM Signed: 2/8/2019 7:20:51 AM Sent: 2/8/2019 7:20:53 AM Viewed: 2/27/2019 8:55:25 AM Signed: 2/27/2019 8:55:40 AM Sent: 2/27/2019 8:55:44 AM Viewed: 2/27/2019 9:26:02 AM Signed: 2/27/2019 9:26:08 AM Sent: 2/27/2019 9:26:11 AM Viewed: 2/27/2019 9:56:03 AM Signed: 2/27/2019 9:56:34 AM Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 1/29/2019 2:07:18 PM Carbon Copy Events Status Timestamp Jane Richardson Sent: 2/27/2019 8:55:42 AM jane.richardson@cityofdenton.com Viewed: 2/27/2019 9:54:51 AM Assistant City Secretary City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jennifer Bridges Sent: 2/27/2019 9:56:36 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 Jane Richardson Sent: 2/27/2019 9:56:37 AM jane.richardson@cityofdenton.com Viewed: 2/27/2019 10:00:07 AM Assistant City Secretary City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Drew Huffman Sent: 2/27/2019 9:56:38 AM drew.huffman@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 7/13/2018 2:52:26 PM ID:Ofcc9a04-4fe5-41d0-935e-32877832cf92 Jody Word Sent: 2/27/2019 9:56:40 AM jody.word@cityofdenton.com Viewed: 2/27/2019 9:57:11 AM Buyer City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 2/27/2019 9:56:40 AM Certified Delivered Security Checked 2/27/2019 9:56:40 AM Signing Complete Security Checked 2/27/2019 9:56:40 AM Completed Security Checked 2/27/2019 9:56:40 AM Payment Events Status Timestamps Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM Parties agreed to: Joshua McClure, Gary Packan, Todd Hileman, Drew Huffman ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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