Loading...
19-526ORDINANCE NO. 19-526 AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME -RULE MUNICIPAL CORPORATION, AUTHORIZING THE APPROVAL OF A FIRST AMENDMENT TO A PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF DENTON AND HUITT- ZOLLARS, INC., FOR PROFESSIONAL DESIGN SERVICES FOR THE MCKINNEY STREET WIDENING PROJECT; AMENDING THE CONTRACT APPROVED BY CITY COUNCIL ON OCTOBER 23, 2018, IN THE NOT -TO -EXCEED AMOUNT OF $1,641,200; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFQ 6590-040 — PROVIDING FOR AN ADDITIONAL EXPENDITURE AMOUNT NOT -TO -EXCEED $382,600, FOR A TOTAL CONTRACT AMOUNT NOT -TO -EXCEED $2,023,800). WHEREAS, on October 23, 2018, the City Council awarded a contract to Huitt-Zollars, Inc., in the amount of $1,641,200 for engineering services for the McKinney Street Widening Project for the City of Denton; and WHEREAS, the Staff having recommended, and the City Manager having recommended to the Council that an amendment be authorized to amend such contract agreement with respect to the term of the agreement and an increase in the payment amount; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The First Amendment, increasing the amount of the contract between the City and Huitt-Zollars, Inc., which is on file in the office of the Purchasing Agent, in the amount of Three Hundred Eighty Two Thousand Six Hundred and 0/100 ($382,600) Dollars, is hereby approved and the expenditure of funds therefor is hereby authorized in accordance with said amendment. The total contract amount increases to $2,023,800. SECTION 2. This ordinance shall become effective immediately upon its passage and approval. seconded be motion �to�;.���l�i v�: this ordinance was made by the ordinance passed and approved �f and roved b the Y .�,.� P pp Y 1,611 `>wilig Vote � � �'.' 1. Aye Nay Mayor Chris Watts: Gerard Hudspeth, District 1: Keely G. Briggs, District 2: Don Duff, District 3: John Ryan, District 4: Deb Armintor, At Large Place 5: Paul Meltzer, At Large Place 6: Abstain Absent PASSED AND APPROVED this the (/;19�.dayo ATTEST: -0*1 ROSA RIOS, CITY SECRET BY: ................. ............... APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY '16 -T? BY:, ...................... �..c. "i DocuSign Envelope ID: 5AD039D1-F798-4400-A4E8-2B194A9E73F6 Docusign City Council Transmittal Coversheet PSA 6590-040 File Name McKinney Street Roadway widening Amendment 1 Purchasing Contact Jamie cogdell City Council Target Date March 26, 2019 Piggy Back Option Not Applicable Contract Expiration NSA Ordinance 19-526 DS D DocuSign Envelope ID: 5AD039D1-F798-4400-A4E8-2B194A9E73F6 THE STATE OF TEXAS COUNTY OF DENTON FIRST AMENDMENT TO CONTRACT BY AND BETWEEN THE CITY OF DENTON, TEXAS AND HUITT-ZOLLARS, INC. CONTRACT NO. 6590-040 THIS FIRST AMENDMENT TO CONTRACT 6590-040 (this "Amendment") by and between the City of Denton, Texas ("City") and Huitt-Zollars, Inc. ("Consultant") to that certain Contract executed on October 23, 2018, in the original not -to -exceed amount of $1,641,200 (the "Agreement"); for design and construction support services for McKinney Street Roadway Widening Improvements (the "Project"). WHEREAS, Huitt-Zollars, Inc. has substantially completed the work called for in the Agreement, and the City deems it necessary to further expand the services provided by Huitt-Zollars, Inc. to the City, and to provide an additional not -to -exceed amount $382,600 with this First Amendment for an aggregate not -to -exceed of $2,023,800. FURTHERMORE, the CITY deems it necessary to further expand the goods/services provided by CONSULTANT to the CITY; NOW THEREFORE, the CITY and Huitt-Zollars, Inc. (hereafter collectively referred to as the "Parties"), in consideration of their mutual promises and covenants, as well as for other good and valuable considerations, do hereby AGREE to the following First Amendment, which amends the following terms and conditions of the said Agreement, to wit: 1. The additional services described in Exhibit "A" of this First Amendment, attached hereto and incorporated herein for all purposes, for professional design and construction support services for McKinney Street Roadway Widening Improvements, are hereby authorized to be performed by Consultant. For and in consideration of the additional services to be performed by Consultant, the Owner agrees to pay, based on the cost estimate detail attached as Exhibit "B" to this First Amendment, attached hereto and incorporated herein for all purposes, a total fee, including reimbursement for non -labor expenses an amount not to exceed $382,600. 2. This Amendment modifies the Agreement amount to provide an additional $382,600 for the additional services with a revised aggregate not -to -exceed total of $2,023,800. The Parties hereto agree, that except as specifically provided for by this Amendment, that all of the terms, covenants, conditions, agreements, rights, responsibilities, and obligations of the Parties, set forth in the Agreement remain in full force and effect. DocuSign Envelope ID: 5AD039D1-F798-4400-A4E8-2B194A9E73F6 IN WITNESS WHEREOF, the CITY and the Consultant, have each executed this Amendment, by and through their respective duly authorized representatives and officers on this date 3/26/2019 "CITY" CITY OF DENTON, TEXAS A Texas Municipal Corporation By:FDocuSigned by: �i"AJA, -B=r S�'N-1. Q 4... TODD HILEMAN CITY MANAGER ATTEST: CITY SECRETARY By: DocuSigned by: 1GSCA8G�E175493... THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms. DocuSigned by: Todd Estes SIGNATURE PRINTED NAME City Engineer TITLE Capital Projects DEPARTMENT "CONSULTANT" HUITT-ZOLLARS, INC. DocuSd�n�u igned Lb+�yby:By. oVul Sbst, t s r. Vice President AUTHORIZED SIGNATURE, TITLE APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY DocuSigned by: By. M.OV fl- AW..Ak 2 DocuSign Envelope ID: 5AD039D1-F798-4400-A4E8-2B194A9E73F6 EXHIBIT "A" ADDITIONAL SCOPE OF SERVICES The additional scope of services includes appraisal, negotiation and title closing services with respect to the City of Denton's intent to acquire right-of-way and or easements for the construction of McKinney Street, from Loop 288 to Grissom Road. This includes acquiring up to forty (40) parcels with appraisal services as necessary. Services will comply with City of Denton Standards and the requirements of Texas Senate Bill 18. Additional services will also include easement preparation, limited environmental site investigations and developing a soil management plan. APPRAISAL. Services provided by Huitt-Zollars: 1.1 Project Administration 1.1.1 Communication 1.1.1.1 Prepare and deliver monthly invoice for each active Work Authorization; prepare invoices with supporting documentation. 1.1.1.2 Attend status meetings with appropriate City Staff. Date, time and location are determined by City Staff. 1.1.1.3 Provide bi-monthly written report to City Staff on the status of service tasks completed and service tasks remaining in order to bring the parcel into possession of the City. The reporting format will be determined by the City Staff. 1.1.2 File Management 1.1.2.1 Primary project and parcel files will be kept with permanent records transferred to the City as Office of Permanent Record. The format for type of file folders and document order and placement are determined by City Staff. 1.1.2.2 Maintain records of all payments including, but not limited to, warrant number, amount, date paid, etc. 1.1.2.3 Maintain copies of all correspondence and contacts with property owners. 1.2 Title and Closing Services (combined) 1.2.1 Secure preliminary title commitment or preliminary title search, and 5-year sales data from Title Company that will be providing title insurance. 1.2.2 Secure title commitment updates in accordance with insurance rules and requirements for parcel payment submissions. 1.2.3 Secure title insurance for all parcels acquired, insuring acceptable title to the City. Written approval by the City required for any exception. 1.2.4 The curative services necessary to provide clear title to the City is the responsibility of TNP. DocuSign Envelope ID: 5AD039D1-F798-4400-A4E8-2B194A9E73F6 1.2.4.1 Cost of curative services must be included in the negotiated fee schedule for this service. 1.2.4.2 Curative services do not include costs/expenses that qualify as payment of incidental expenses to transfer real property to the City. 1.2.5 TNP has the responsibility of direct contact with the Title Company to obtain an updated title commitment along with other forms and certified copy of the instrument of conveyance necessary when requesting the Parcel Payment from City Staff. 1.2.6 TNP provides closing services in conjunction with the Title Company and will be required to attend closings. 1.2.7 Any fee related to obtaining certified court documents and fees for recording same which are not collected at the closing of the parcel shall be direct pass through fees at the exact cost supported by the county court house receipts. 1.2.8 TNP shall cause the recordation all original instruments immediately after closing at the respective County Clerk's Office. The cost of the recording fees and filing fees are paid by City and must not be included in TNP's negotiated fee schedule. 1.3 Negotiation Services 1.3.1 Analyze preliminary title report to determine potential title problems, propose and inform City Office of methods to cure title deficiencies. This includes analysis of access easements. 1.3.2 Analyze appraisal and appraisal review reports and confirm the City's approved value prior to making offer for each parcel. 1.3.3 Prepare and send the letter transmitting the Landowners' Bill of Rights by Certified Mail- Return Receipt Requested (CMRRR). 1.3.4 Prepare the initial offer letter, memorandum of agreement, instruments of conveyance, and any other documents required or requested by the City on applicable City forms. 1.3.5 The written offer, appraisal report and required brochures must be sent to each property owner or the property owner's designated representative through CMRRR. Maintain follow-up contacts and secure the necessary instruments upon acceptance of the offer for the closing. Retain copies of the unsigned CMRRR receipt and the appraisal as support for billing purposes. 1.3.6 Make at least four (4) diligent attempts to negotiate with each property owner after which negotiations will be considered exhausted. 1.3.7 Prepare a separate negotiator contact report for each parcel, per contact. 1.3.8 Copies or working and final file documents may be kept by the Provider. Parcel files of original documentation related to the purchase of the real property or property interests will be maintained. 1.3.9 Receive any counteroffers from the property owner. Evaluate all counters and submit and discuss them with the City's Project Manager. DocuSign Envelope ID: 5AD039D1-F798-4400-A4E8-2B194A9E73F6 1.3.10 After concurrence of City Project Manager prepare final offer letter, and mail the documents of conveyance by CMRRR. 1.3.11 Appear and provide Expert Witness testimony as a Provider when requested. 1.3.12 Issue Property Owner's Survey to the property owner. 1.3.13 Securing a Right of Entry or Possession and Use Agreement is part of general Negotiation Services. 1.4 Real Estate Appraisal Service 1.4.1 Appraisers must provide advance notice of the date and time of their appraisal inspections of the subject property to the Provider's Project Manager. 1.4.2 Secure written permission from the owner to enter the property from which real estate is to be acquired. The Appraiser, if after diligent effort, is unable to secure the necessary letter of permission from the property owner, a waiver must be obtained in writing. Maintain permission letters with appraisal reports. 1.4.3 Prepare and conduct personal pre -appraisal contact with interest owners for each parcel using acceptable forms. 1.4.4 Contact property owners or their designated representative to offer opportunity to accompany the appraiser on the appraiser's inspection of subject property. Maintain record of contact in file. 1.4.5 For an initial appraisal assignment, prepare appraisal report for each parcel to be acquired utilizing appropriate appraisal forms. These reports shall conform to policies and procedures along with the Uniform Standards of Professional Appraisal Practices as promulgated by the Appraisal Foundation. 1.4.6 For an updated appraisal, prepare appraisal update for the parcel to be acquired utilizing appropriate forms. These reports shall conform to Department policies and procedures along with the Uniform Standards of Professional Appraisal Practices. 1.4.7 As necessary, prepare written notification to City of any environmental concerns associated with the right of way to be acquired, which could require environmental re - mediation. 1.4.8 All completed appraisals will be administratively reviewed and recommended for approval by the City Staff or assigns. 1.4.9 Processing monthly invoices for appraisal services will not be delayed for the purpose of the completion of City Administrative Review. 1.4.10 As an initial and update appraisal are two separate and distinct appraisal assignments, the fees must consider the complexity of each separate assignment as shown in the Appraiser's Fee Schedule. 1.4.11 Beyond delivery of the appraisal assignments, the appraiser can be called to provide preparation and testimony for a Special Commissioners Hearing. For this appraisal assignment, the fee for the preparation time and testimony must be based on the hourly DocuSign Envelope ID: 5AD039D1-F798-4400-A4E8-2B194A9E73F6 rate shown in the Appraiser's Fee Schedule. SERVICES BY THE CITY: 1.1 Provide available criteria and full information as to the City's requirements for the project; 1.2 Assist TNP by placing at its disposal all available data pertinent to the project; 1.3 Examine documents submitted by TNP and render a decision pertaining thereto promptly, to avoid unreasonable delay in the progress of TNP's services; 1.4 The Project Manager for the City shall appoint, in writing, a representative that TNP shall be entitled to rely upon regarding decisions made by the City. 1.5 City shall pay all title company invoices which will include fees for title commitments, title policies and all other fees related to the closing with the title company. 1.6 City shall pay for appraisal services when invoices are reviewed and approved by TNP for payment. RIGHT OF WAY AND EASEMENT PREPARATIONS. Service provided by Huitt-Zollars: 1.1 Prepare twenty (20) additional metes and bounds right-of-way and or easement descriptions for acquisitions. In addition, an adequate amount of corners will be staked. LIMITED SITE INVESTIGATION AND SOIL MANAGEMENT PLAN. Services provide by Terracon: Conduct a Limited Site Investigation (LSI) at the above -referenced site and to prepare a Soil Management Plan (SMP) for the site. The purpose of this LSI is to assess recognized environmental conditions (RECs) and/or site concerns identified in Terracon's Draft Phase I Environmental Site Assessment (ESA — Report No. 94187942A) dated January 21, 2019. The SMP will serve as a guide for the proposed on -site construction activities. The objective of the proposed Limited Site Investigation (LSI) is to assess the presence of chemicals commonly associated with the identified RECs and/or site concerns at concentrations above laboratory reporting limits in the on -site soil and the objective of the Soil Management Plan (SMP) is to serve as a guide for the proposed on -site construction activities. SAMPLING AND LABORATORY ANALYTICAL PROGRAM 1.1 A total of 23 soil borings will be advanced on the site. Refer to the attached Exhibits 1 through 4 for the proposed soil boring locations. The proposed sampling locations may be modified in the field to account for utility clearance, access limitations, and/or site conditions. The City will be notified of any significant modifications to the sampling locations. 1.2 The sampling and analytical program, including the number and types of samples and laboratory analyses, is detailed in the attached Table 1. Investigation and sample collection procedures will be conducted in accordance with local industry standard practices. 1.3 Investigation -derived waste (IDW) resulting from the LSI will be handled per state requirements. IDW will be transported to and disposed at an approved receiving facility per federal and state DocuSign Envelope ID: 5AD039D1-F798-4400-A4E8-2B194A9E73F6 regulations. The estimated fee assumes transport and disposal of two 55-gallon drums of non -hazardous IDW. City or its authorized agent will be responsible for signing the waste manifest, as required, or authorizing Terracon to sign on its behalf if the attached Waste Representative Authorization Form is signed by the generator granting Terracon authorization to complete these activities. PREPARATION OF LSI REPORT: 1.1 Following site activities and receipt of the laboratory analytical results, a draft report will be prepared that will include the following: 1.1.1 Documentation of field activities; 1.1.2 Site plan showing pertinent site features; 1.1.3 Soil boring/monitoring well logs; 1.1.4 Analytical laboratory results; 1.1.5 Data evaluation and presentation of findings; and, 1.1.6 Recommendations concerning further action, if necessary. 1.2 The report will be finalized following receipt of comments from the City. The final written report will reflect results, findings, and recommendations, and, as such, will take precedence over any verbal reports that Terracon personnel may have provided. The analysis, comments and recommendations presented in the final written report will be based on the information collected as discussed in this proposal. PREPARATION OF SMP: 1.1 Following LSI site activities and receipt of the laboratory analytical results, a SMP will be prepared to serve as a guide to manage potentially -affected soils that may be encountered during construction activities, including excavation and/or grading, as applicable. The SMP will include the following: 1.1.1 Site plan showing the extent of affected soil identified during previous investigations; 1.1.2 Terracon and project team contact information and notification protocol; 1.1.3 Contingency plan for management of unanticipated affected soils or conditions; 1.1.4 Field procedures for stockpiling and managing excavated soils; 1.1.5 Field procedures for containerizing and managing affected surface water; 1.1.6 Sampling plan for waste characterization of soil, if exported from the site; 1.1.7 Procedures for non -hazardous waste characterization and profiling; and, 1.1.8 Procedures for waste manifesting and documentation of waste disposition. 1.2 If soil, groundwater, or other environmental releases are discovered during the LSI, the owner, operator, or similar responsible party may have release reporting obligations under applicable state law or regulations. 1.3 The scope of services and estimated fee were based on the assumptions and limitations noted below. DocuSign Envelope ID: 5AD039D1-F798-4400-A4E8-2B194A9E73F6 ASSUMPTIONS: 1.1 Terracon will make a reasonable attempt to obtain legal right of entry to the site (and other areas if required) to conduct the scope of services; however, responsibility of gaining legal right of entry is ultimately the responsibility of the client and/or the City of Denton. 1.2 Huitt-Zollars will notify Terracon, prior to mobilization, of any restrictions, special site access requirements, or known potentially hazardous conditions at the site (e.g., hazardous materials or processes, specialized protective equipment requirements, unsound structural conditions, etc.) 1.3 Field services will be performed in U.S. EPA Level D attire. Huitt-Zollars will be responsible for additional costs should an upgrade to personal protective equipment be required do to conditions encountered at site. 1.4 Public utilities will be located using applicable state, regional, and/or local utility locate services or one -call centers. Location of utilities on private land that are not located by these public services will be the responsibility of the client and/or property owner/operator. 1.5 Services can be performed during normal business hours (Monday through Friday, 7:00 am to 7:00 pm). 1.6 Traffic control services are not required. 1.7 The site is readily accessible by truck. 1.8 If soils are planned to be exported from the site, additional soil evaluation may be warranted prior to transport based on receiving property and re -use criteria and/or for waste characterization and profiling purposes. 1.9 If any of these assumptions or conditions are not accurate or change during the project, the stated fee is subject to change. LIMITATIONS: 1.1 Terracon's services will be performed in a manner consistent with generally accepted practices of the profession undertaken in similar studies in the same geographic area during the same period. Terracon makes no warranties, express or implied, regarding its services, findings, conclusions or recommendations. Please note that Terracon does not warrant the services of laboratories, regulatory agencies or other third parties supplying information used in the preparation of the report. These LSI services will be performed in accordance with the scope of services agreed with you, our client, as set forth in this proposal and are not intended to be in strict conformance with ASTM E1903-11. 1.2 Certain indicators of subsurface impacts may be inaccessible, non -detectable, or not present during these services, and we cannot represent that the site contains no hazardous substances, petroleum products, or other latent conditions beyond those identified during this LSI. Subsurface conditions are subject to spatial and temporal variability. Findings, conclusions, and recommendations will be based solely upon data obtained at the time and within the scope of these services. DocuSign Envelope ID: 5AD039D1-F798-4400-A4E8-2B194A9E73F6 RELIANCE: 1.1 The LSI report and SMP will be prepared for the exclusive use and reliance of Huitt-Zollars, Inc. Reliance by any other party is prohibited without the written authorization of the client and Terracon. Reliance on the LSI and SMP by Huitt-Zollars and all authorized parties will be subject to the terms, conditions, and limitations stated in the Subconsultant Agreement between Huitt-Zollars, Inc. and Terracon, dated November 30, 2018, sections of this proposal incorporated therein, the Reliance Agreement, the LSI report, and the SMP. The defined contractual limitation of liability is the aggregate limit of Terracon's liability to the client and all relying parties. DocuSign Envelope ID: 5AD039D1-F798-4400-A4E8-2B194A9E73F6 . ........ III,,, / + , "Ad l rl il'li l°j .. ,..... 464Q6EWi"INC�....1717McKinne....Ave............Suite - Dallas, TX75202-1236.........-........214.871.3311..phone.......................21�4.871..0757fax.........-..........huittzollars.com Y P am, 111ST11-1 February 7, 2019 Mr. Lee Perry City of Denton 901-A Texas Street Denton, Texas 76209 Reference: McKinney Street Additional Services Dear Mr. Perry: Huitt-Zollars, Inc. is pleased to provide additional engineering services for the McKinney Street project. The purpose of the additional services is to assist the City to acquire up to forty (40) parcels of right-of-way, easement preparations, conduct additional environmental site investigation and develop a soil management plan for the construction of McKinney Street. Scope includes: Appraisal Services $303,600.00 Right -of -Way and Easement Preparation Services $ 30,000.00 Site Investigation and Soil Management Plan $ 49,000.00 Total $382,600.00 The proposed scope of services and fees will conform to the A dated on November 9, 2018. Should you have any questions please feel free to contact me. Sincerely, Huitt-Zollars, Inc. John Ho, P.E. Vice President Certificate Of Completion Envelope Id: 5AD039D1 F7984400A4E82B194A9E73F6 Status: Completed Subject: Please DocuSign: City Council Contract 6590-040 McKinney Street Roadway Widening Amendment 1 Source Envelope: Document Pages: 11 Signatures: 5 Envelope Originator: Certificate Pages: 6 Initials: 1 Jamie Cogdell AutoNav: Enabled 901 B Texas Street Envelopeld Stamping: Enabled Denton, TX 76209 Time Zone: (UTC-06:00) Central Time (US & Canada) Jamie.CogdelI@cityofdenton.com IP Address: 129.120.6.150 Record Tracking Status: Original Holder: Jamie Cogdell Location: DocuSign 2/21/2019 2:57:52 PM Jamie.Cogdell@cityofdenton.com Signer Events Signature Timestamp Jamie Cogdell Completed Sent: 2/21/2019 3:06:41 PM jamie.cogdell@cityofdenton.com Viewed: 2/21/2019 3:06:47 PM Senior Buyer Signed: 2/21/2019 3:07:23 PM City Of Denton Using I Address: 129.120.6.150 Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Lori Hewell Sent: 2/21/2019 3:07:25 PM lori.hewell@cityofdenton.com E"s Viewed: 2/21/2019 3:55:22 PM Purchasing Manager Signed: 2/21/2019 3:55:31 PM City of Denton Security Level: Email, Account Authentication Signature Adoption: Pre -selected Style (None) Using IPAddress: 129.120.6.150 Electronic Record and Signature Disclosure: Not Offered via DocuSign Mack Reinwand [Docuftned Sent: 2/21/2019 3:55:32 PM mack.reinwand@cityofdenton.com t^�` �by: '^w^^°t Viewed: 2/22/2019 10:31:45 AM City of Denton 7F9D323BF0204E5. Signed: 2/22/2019 10:35:23 AM Security Level: Email, Account Authentication (None) Signature Adoption: Pre -selected Style Using IPAddress: 129.120.6.150 Electronic Record and Signature Disclosure: Not Offered via DocuSign John Anthony Sosebee EllocuSigned ``by: Sent: 2/22/2019 10:35:25 AM tsosebee@huitt-zollars.com L' avdu vul s6stbL't, Viewed: 2/22/2019 11:54:21 AM Sr. Vice President BAD782c3F501427 Signed: 2/22/2019 11:55:26 AM Huitt-Zollars, Inc Security Level: Email, Account Authentication Signature Adoption: Pre -selected Style (None) Using IPAddress: 207.13.197.218 Electronic Record and Signature Disclosure: Accepted: 10/3/2017 3:19:14 PM ID:165a96fa-bfc7-4b19-936e-41b6e8cf7d4a Signer Events Todd Estes todd.estes@cityofdenton.com City Engineer Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 2/22/2019 3:24:05 PM ID:de053942-d80a-4aab-87d7-734298165de5 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-4b1f-805d-6bd7d9966f21 Rosa Rios rosa.rios@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 3/28/2019 5:09:54 PM ID:2ae950bf-6daa-451d-9b50-22eb9483e563 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 DocuSigned by: �- 0658E4F8FB78476... Signature Adoption: Drawn on Device Using IPAddress: 107.77.200.26 Signed using mobile EMT, ' a► - Using IPAddress: 129.120.6.150 [DocuSigned by: 1W(�tl t w�atn B776C711BAOD454... Signature Adoption: Pre -selected Style Using IPAddress: 129.120.6.150 ER110CUSIgned by: 1C5CASCSE175493... Signature Adoption: Pre -selected Style Using IPAddress: 129.120.6.150 Signature Status Status Status Status Status [__6P1ED Timestamp Sent: 2/22/2019 11:55:28 AM Viewed: 2/22/2019 3:24:05 PM Signed: 2/22/2019 3:40:55 PM Sent: 2/22/2019 3:40:57 PM Viewed: 3/27/2019 2:27:29 PM Signed: 3/27/2019 2:28:17 PM Sent: 3/27/2019 2:28:22 PM Viewed: 3/27/2019 3:19:04 PM Signed: 3/27/2019 3:19:09 PM Sent: 3/27/2019 3:19:11 PM Resent: 3/28/2019 2:00:19 PM Viewed: 3/28/2019 5:09:54 PM Signed: 3/28/2019 5:11:42 PM Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 2/21/2019 3:07:25 PM Carbon Copy Events Status Timestamp Jane Richardson Sent: 3/27/2019 2:28:20 PM jane.richardson@cityofdenton.com COPIED Viewed: 3/27/2019 2:31:18 PM Assistant City Secretary City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jennifer Bridges Sent: 3/28/2019 5:11:45 PM jennifer.bridges@cityofdenton.com OPIED Procurement Assistant City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane Richardson Sent: 3/28/2019 5:11:46 PM jane.richardson@cityofdenton.com OPIED Viewed: 4/1/2019 10:40:06 AM Assistant City Secretary City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Annie Bunger Sent: 3/28/2019 5:11:47 PM annie.bunger@cityofdenton.com OPIED Viewed: 3/29/2019 7:08:32 AM Administrative Assistant IV 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 3/28/2019 5:11:47 PM Certified Delivered Security Checked 3/28/2019 5:11:47 PM Signing Complete Security Checked 3/28/2019 5:11:47 PM Completed Security Checked 3/28/2019 5:11:47 PM 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: John Anthony Sosebee, Todd Estes, Todd Hileman, Rosa Rios ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through your DocuSign, Inc. (DocuSign) Express user account. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to these terms and conditions, please confirm your agreement by clicking the 'I agree' button at the bottom of this document. Getting paper copies At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. For such copies, as long as you are an authorized user of the DocuSign system you will have the ability to download and print any documents we send to you through your DocuSign user account for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a $0.00 per -page fee. You may request delivery of such paper copies from us by following the procedure described below. Withdrawing your consent If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below. Consequences of changing your mind If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. To indicate to us that you are changing your mind, you must withdraw your consent using the DocuSign 'Withdraw Consent' form on the signing page of your DocuSign account. This will indicate to us that you have withdrawn your consent to receive required notices and disclosures electronically from us and you will no longer be able to use your DocuSign Express user account to receive required notices and consents electronically from us or to sign electronically documents from us. All notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through your DocuSign user account all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. How to contact City of Denton: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: purchasing@cityofdenton.com To advise City of Denton of your new e-mail address To let us know of a change in your e-mail address where we should send notices and disclosures electronically to you, you must send an email message to us at melissa.kraft@cityofdenton.com and in the body of such request you must state: your previous e-mail address, your new e-mail address. We do not require any other information from you to change your email address.. In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected in your DocuSign account by following the process for changing e-mail in DocuSign. To request paper copies from City of Denton To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an e-mail to purchasing@cityofdenton.com and in the body of such request you must state your e-mail address, full name, US Postal address, and telephone number. We will bill you for any fees at that time, if any. To withdraw your consent with City of Denton To inform us that you no longer want to receive future notices and disclosures in electronic format you may: i. decline to sign a document from within your DocuSign account, and on the subsequent page, select the check -box indicating you wish to withdraw your consent, or you may; ii. send us an e-mail to purchasing@cityofdenton.com and in the body of such request you must state your e-mail, full name, IS Postal Address, telephone number, and account number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process.. Required hardware and software Operating Systems: Windows2000? or WindowsXP? Browsers (for SENDERS): Internet Explorer 6.0? or above Browsers (for SIGNERS): Internet Explorer 6.0?, Mozilla FireFox 1.0, NetScape 7.2 (or above) Email: Access to a valid email account Screen Resolution: 800 x 600 minimum Enabled Security Settings: -Allow per session cookies -Users accessing the internet behind a Proxy Server must enable HTTP 1.1 settings via proxy connection ** These minimum requirements are subject to change. If these requirements change, we will provide you with an email message at the email address we have on file for you at that time providing you with the revised hardware and software requirements, at which time you will have the right to withdraw your consent. Acknowledging your access and consent to receive materials electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please verify that you were able to read this electronic disclosure and that you also were able to print on paper or electronically save this page for your future reference and access or that you were able to e-mail this disclosure and consent to an address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format on the terms and conditions described above, please let us know by clicking the 'I agree' button below. By checking the 'I Agree' box, I confirm that: • I can access and read this Electronic CONSENT TO ELECTRONIC RECEIPT OF ELECTRONIC RECORD AND SIGNATURE DISCLOSURES document; and • I can print on paper the disclosure or save or send the disclosure to a place where I can print it, for future reference and access; and • Until or unless I notify City of Denton as described above, I consent to receive from exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to me by City of Denton during the course of my relationship with you.