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19-1032AN ORDINANCE OF OF #HOME -RULE MUNICIPAL CORPORATION, AUTHORIZING THE CITY MANAGER TO EXECUTE A PUBLIC WORKS CONTRACT WITH REY-MAR CONSTRUCTION FOR THE CONSTRUCTION OF HICKORY R : CREEK STATION # FOR THE CITY OF DENTON; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (IFI3 6894 - AWARDED TO REY-MAR CONSTRUCTION, IN THE NOT -TO -EXCEED AMOUNT OF $3,418,000). 1THEREAS, the City has solicited, received, and tabulated competitive bids for the purchase of necessary materials, equipment, supplies, or services in accordance with the procedures of State law and City ordinances; and WHEREAS, the City Manager, or a designated employee,...... reviewed and recommended that the herein described bids are the lowest responsible bids for the materials, equipment, supplies, or services as shown in the "Bid Proposals" submitted therefore; and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purchase of the materials, equipment, supplies, or services approved and accepted NOW, #R SECTION 1. The following competitive bids for the materials, equipment, supplies, or services, as described in the "Bid Invitations", "Bid Proposals" or plans and specifications on file m the Office of the City's Purchasing Agent filed according to the bid number assigned hereto, 9.re hereby accepted and approved as being the lowest responsible bids: BID NUMBER VENDOR AMOUNT 6894 Rey -Mar Construction $3,418,000 agreesSECTION 2. The acceptance and approval of the above competitive bids shall not constitute a contract between the City and the person submitting the bid for such items and o purchase the materials,equipment, -accordance with the terms, specifications, standards, quantities and for the specified sums contained in the Bid Invitations, 11tid Proposals, and related documents. SECTION 3. Should the City and the winning bidder(s) wish to enter into a formal written agreement as 1. resultof the acceptance, approval, s • awarding of the bids, the City SECTION 4. The City Council of the City of Denton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under IFB 6894 to the City Manager of the City of Denton, Texas, or his designee. SECTION 5. By the acceptance and approval of the above enumerated bids, the City Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approved bids. SECTION 6. That this ordinance shall become effective immediately upon its passage and approval sec.oMed lad _ l a , the ordinance was p i ccl aaaad tipproved ar l l � l°lac: ano6ora approve grove liaa k ordia�aaiacc was inaa.cle b � � � � � � � � a �� �aMi l l y 111C 6611owir'lg vole. Aye Nay Abstain Absent Mayor Chris Watts: Gerard Hudspeth, District 1: Keely G. Briggs, District 2: Jesse Davis, District 3: John Ryan, District 4:. Deb Armintor, At Large Place 5: „ Paul Meltzer, At Large Place 6: ° PASSI D . AND APP14:)VI11) lliis die day of "`� P � 2019.. W I"S, MAYOR CHRIS ATTEST: ROSA RIOS, CITY SECRETARY „ BY..tea.------------ APPROVED AS TO LEGAL FORM: AARON LEAL, (",1. ATTORNEY BY:... ��(a c—, - .. .:..... DocuSign Envelope ID: 8BCB5BFC-E728-41A8-B831-7FF546122AA8 Docusign City Council Transmittal Coversheet IFB 6894 File Name Hickory creeK Lift station construction Purchasing Contact Lori Newell City Council Target Date May 21, 2019 Piggy Back Option Not Applicable Contract Expiration NSA Ordinance 19-1032 DS D DocuSign Envelope ID: 8BCB5BFC-E728-41A8-B831-7FF546122AA8 AGREEMENT BETWEEN OWNER AND CONTRACTOR FOR CONSTRUCTION CONTRACT (STIPULATED PRICE) City of Denton, a Texas home rule municipality, acting by and through its duly THIS AGREEMENT is by and between authorized City Manager, David Martinez and Oscar Martinez, a General Partnership D/B/A as Rey -Mar Construction Owner and Contractor hereby agree as follows: ARTICLE 1— WORK ("Owner") and ("Contractor"). 1.01 Contractor shall complete all Work as specified or indicated in the Contract Documents. ARTICLE 2—THE PROJECT 2.01 The Project, of which the Work under the Contract Documents may be the whole or only a part, is generally described as follows: IFB #6894 — Construction of Hickory Creek Lift Station for the City of Denton. ARTICLE 3 — ENGINEER 3.01 The part of the Project that pertains to the Work has been designed by Hazen and Sawyer, P.C. 3.02 The Owner has retained Hazen and Sawyer, P.C. ("Engineer") to act as Owner's representative, assume all duties and responsibilities, and have the rights and authority assigned to Engineer in the Contract Documents in connection with the completion of the Work in accordance with the Contract Documents. ARTICLE 4 — CONTRACT TIMES 4.01 Time of the Essence A. All time limits for Milestones, if any, Substantial Completion, and completion and readiness for final payment as stated in the Contract Documents are of the essence of the Contract. 4.02 Contract Times: Days A. The Work will be substantially completed within 270 days after the date when the Contract Times commence to run as provided in Paragraph 2.03 of the General Conditions, and completed and ready for final payment in accordance with Paragraph 14.07 of the General Conditions within 300 days after the date when the Contract Times commence to run. 4.03 Liquidated Damages A. Contractor and Owner recognize that time is of the essence as stated in Paragraph 4.01 above and that Owner will suffer financial and other losses if the Work is not completed and Milestones not achieved within the times specified in Paragraph 4.02 above, plus any extensions thereof allowed in accordance with the General Conditions. The parties also EJCDC® C-520 (Rev. 1), Agreement Between Owner and Contractor for Construction Contract (Stipulated Price). Copyright © 2013 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 1 of 8 DocuSign Envelope ID: 8BCB5BFC-E728-41A8-B831-7FF546122AA8 recognize the delays, expense, and difficulties involved in proving in a legal or arbitration proceeding the actual loss suffered by Owner if the Work is not completed on time. Accordingly, instead of requiring any such proof, Owner and Contractor agree that as liquidated damages for delay (but not as a penalty): 1. Substantial Completion: Contractor shall pay Owner $500 for each day that expires after the time (as duly adjusted pursuant to the Contract) specified in Paragraph 4.02.A above for Substantial Completion until the Work is substantially complete. 2. Completion of Remaining Work: After Substantial Completion, if Contractor shall neglect, refuse, or fail to complete the remaining Work within the Contract Times (as duly adjusted pursuant to the Contract) for completion and readiness for final payment, Contractor shall pay Owner $500 for each day that expires after such time until the Work is completed and ready for final payment. 3. Liquidated damages for failing to timely attain Substantial Completion and final completion are not additive and will not be imposed concurrently. ARTICLE 5 — CONTRACT PRICE 5.01 Owner shall pay Contractor for completion of the Work in accordance with the Contract Documents the amounts that follow, subject to adjustment under the Contract: A. For all Work, at the prices stated in Contractor's Bid, attached hereto as an exhibit. ARTICLE 6 — PAYMENT PROCEDURES 6.01 Submittal and Processing of Payments A. Contractor shall submit Applications for Payment in accordance with Article 14 of the General Conditions. Applications for Payment will be processed by Engineer as provided in the General Conditions. 6.02 Progress Payments; Retainage A. Owner shall make progress payments on account of the Contract Price on the basis of Contractor's Applications for Payment on or about the tenth (10t") day of each month during performance of the Work as provided in Paragraph 6.02.A.1 below, provided that such Applications for Payment have been submitted in a timely manner and otherwise meet the requirements of the Contract. All such payments will be measured by the Schedule of Values established as provided in the General Conditions or as provided elsewhere in the Contract. 1. Prior to Substantial Completion, progress payments will be made in an amount equal to the percentage indicated below but, in each case, less the aggregate of payments previously made and less such amounts as Owner may withhold, including but not limited to liquidated damages, in accordance with the Contract. a. Ninety-five (95) percent of Work completed (with the balance being retainage; and b. Fifty 50 percent of cost of materials and equipment not incorporated in the Work (with the balance being retainage), but delivered, suitably stored and accompanied by documentation satisfactory to Owner as provided in the General Conditions. EJCDC® C-520 (Rev. 1), Agreement Between Owner and Contractor for Construction Contract (Stipulated Price). Copyright © 2013 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 2 of 8 DocuSign Envelope ID: 8BCB5BFC-E728-41A8-B831-7FF546122AA8 B. Upon Substantial Completion, Owner shall pay an amount sufficient to increase total payments to Contractor to 95 percent of the Work completed, less such amounts set off by Owner pursuant to the General Conditions, and less 200 percent of Engineer's estimate of the value of Work to be completed or corrected as shown on the punch list of items to be completed or corrected prior to final payment. 6.03 Final Payment A. Upon final completion and acceptance of the Work in accordance with Paragraph 14.07 of the General Conditions, Owner shall pay the remainder of the Contract Price as recommended by Engineer as provided in said Paragraph 14.07. ARTICLE 7 — INTEREST 7.01 All amounts not paid when due shall be paid in accordance to Texas Government Code Section 2251.025. ARTICLE 8 — CONTRACTOR'S REPRESENTATIONS 8.01 In order to induce Owner to enter into this Contract, Contractor makes the following representations: A. Contractor has examined and carefully studied the Contract Documents, and any data and reference items identified in the Contract Documents. B. Contractor has visited the Site, conducted a thorough, alert visual examination of the Site and adjacent areas, and become familiar with and is satisfied as to the general, local, and Site conditions that may affect cost, progress, and performance of the Work. C. Contractor is familiar with and is satisfied as to all Laws and Regulations that may affect cost, progress, and performance of the Work. D. Contractor has carefully studied all: (1) reports of explorations and tests of subsurface conditions at or adjacent to the Site and all drawings of physical conditions relating to existing surface or subsurface structures at the Site that have been identified in the Supplementary Conditions, especially with respect to Technical Data in such reports and drawings, and (2) reports and drawings relating to Hazardous Environmental Conditions, if any, at or adjacent to the Site that have been identified in the Supplementary Conditions, especially with respect to Technical Data in such reports and drawings. E. Contractor has considered the information known to Contractor itself; information commonly known to contractors doing business in the locality of the Site; information and observations obtained from visits to the Site; the Contract Documents; and the Site -related reports and drawings identified in the Contract Documents, with respect to the effect of such information, observations, and documents on (1) the cost, progress, and performance of the Work; (2) the means, methods, techniques, sequences, and procedures of construction to be employed by Contractor; and (3) Contractor's safety precautions and programs. F. Based on the information and observations referred to in the preceding paragraph, Contractor agrees that no further examinations, investigations, explorations, tests, studies, or data are necessary for the performance of the Work at the Contract Price, within the Contract Times, and in accordance with the other terms and conditions of the Contract. EJCDC® C-520 (Rev. 1), Agreement Between Owner and Contractor for Construction Contract (Stipulated Price). Copyright © 2013 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 3 of 8 DocuSign Envelope ID: 8BCB5BFC-E728-41A8-B831-7FF546122AA8 G. Contractor is aware of the general nature of work to be performed by Owner and others at the Site that relates to the Work as indicated in the Contract Documents. H. Contractor has given Engineer written notice of all conflicts, errors, ambiguities, or discrepancies that Contractor has discovered in the Contract Documents, and the written resolution thereof by Engineer is acceptable to Contractor. I. The Contract Documents are generally sufficient to indicate and convey understanding of all terms and conditions for performance and furnishing of the Work. J. Contractor's entry into this Contract constitutes an incontrovertible representation by Contractor that without exception all prices in the Agreement are premised upon performing and furnishing the Work required by the Contract Documents. ARTICLE 9 — CONTRACT DOCUMENTS 9.01 Contents A. The Contract Documents consist of the following: 1. This Agreement (pages 1 to 8, inclusive). 2. Exhibits to this Agreement (enumerated as follows): a. General and Conditions (Exhibit 1). b. Supplementary Conditions (Exhibit 2). C. Technical Specifications (Exhibit 3). d. Contractor's Bid (Exhibit 4). e. Conflict of Interest Questionnaire (Exhibit 5). 3. Drawings (not attached but included in City of Denton Invitation for Bid # 6894 on file at the Office of the Purchasing Agent and incorporated herein by reference) consisting of 35 sheets. 4. The following which may be delivered or issued on or after the Effective Date of the Contract and are not attached hereto: a. Notice to Proceed. b. Performance Bonds C. Payment Bonds d. Work Change Directives. e. Change Orders. f. Field Orders. B. The documents listed in Paragraph 9.01.A are attached to this Agreement (except as expressly noted otherwise above). C. There are no Contract Documents other than those listed above in this Article 9. D. The Contract Documents may only be amended, modified, or supplemented as provided in the General Conditions. EJCDC® C-520 (Rev. 1), Agreement Between Owner and Contractor for Construction Contract (Stipulated Price). Copyright © 2013 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 4 of 8 DocuSign Envelope ID: 8BCB5BFC-E728-41A8-B831-7FF546122AA8 ARTICLE 10 —MISCELLANEOUS 10.01 Terms A. Terms used in this Agreement will have the meanings stated in the General Conditions and the Supplementary Conditions. 10.02 Assignment of Contract A. Unless expressly agreed to elsewhere in the Contract, no assignment by a party hereto of any rights under or interests in the Contract will be binding on another party hereto without the written consent of the party sought to be bound; and, specifically but without limitation, money that may become due and money that is due may not be assigned without such consent (except to the extent that the effect of this restriction may be limited by law), and unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under the Contract Documents. 10.03 Successors and Assigns A. Owner and Contractor each binds itself, its successors, assigns, and legal representatives to the other party hereto, its successors, assigns, and legal representatives in respect to all covenants, agreements, and obligations contained in the Contract Documents. 10.04 Severability A. Any provision or part of the Contract Documents held to be void or unenforceable under any Law or Regulation shall be deemed stricken, and all remaining provisions shall continue to be valid and binding upon Owner and Contractor, who agree that the Contract Documents shall be reformed to replace such stricken provision or part thereof with a valid and enforceable provision that comes as close as possible to expressing the intention of the stricken provision. 10.05 Contractor's Certifications A. Contractor certifies that it has not engaged in corrupt, fraudulent, collusive, or coercive practices in competing for or in executing the Contract. For the purposes of this Paragraph 10.05: 1. "corrupt practice" means the offering, giving, receiving, or soliciting of any thing of value likely to influence the action of a public official in the bidding process or in the Contract execution; 2. "fraudulent practice" means an intentional misrepresentation of facts made (a) to influence the bidding process or the execution of the Contract to the detriment of Owner, (b) to establish Bid or Contract prices at artificial non-competitive levels, or (c) to deprive Owner of the benefits of free and open competition; 3. "collusive practice" means a scheme or arrangement between two or more Bidders, with or without the knowledge of Owner, a purpose of which is to establish Bid prices at artificial, non-competitive levels; and 4. "coercive practice" means harming or threatening to harm, directly or indirectly, persons or their property to influence their participation in the bidding process or affect the execution of the Contract. EJCDC® C-520 (Rev. 1), Agreement Between Owner and Contractor for Construction Contract (Stipulated Price). Copyright © 2013 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 5 of 8 DocuSign Envelope ID: 8BCB5BFC-E728-41A8-B831-7FF546122AA8 10.06 Other Provisions A. Owner stipulates that if the General Conditions that are made a part of this Contract are based on EJCDC° C-700, Standard General Conditions for the Construction Contract, published by the Engineers Joint Contract Documents Committee°, and if Owner is the party that has furnished said General Conditions, then Owner has plainly shown all modifications to the standard wording of such published document to the Contractor, through a process such as highlighting or "track changes" (redline/strikeout), or in the Supplementary Conditions. B. Prohibition on Contracts with Companies Boycotting Israel Supplier 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, Supplier certifies that Supplier's signature provides written verification to the City that Supplier. (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. C. 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, Supplier certifies that Supplier's signature provides written verification to the City that Supplier, 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. EJCDC® C-520 (Rev. 1), Agreement Between Owner and Contractor for Construction Contract (Stipulated Price). Copyright © 2013 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 6 of 8 DocuSign Envelope ID: 8BCB5BFC-E728-41A8-B831-7FF546122AA8 IN WITNESS WHEREOF, Owner and Contractor have signed this Agreement. 5/21/2019 This Agreement will be effective on (which is the Effective Date of the Contract). CITY OF DENTON EDocuSigned by: B776071 W �i"ten, BY: 1BA6D454.. CITY MANAGER CONTRACTOR REY-MAR CONSTRUCTION Lned by: BY: AUTHORIZED AGENT David Martinez NAME General Partner TITLE 8175353451 PHONE NUMBER reymar.construction@gmail.com EMAIL ADDRESS EJCDC® C-520 (Rev. 1), Agreement Between Owner and Contractor for Construction Contract (Stipulated Price). Copyright @ 2013 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 7 of 8 DocuSign Envelope ID: 8BCB5BFC-E728-41A8-B831-7FF546122AA8 ATTEST: ROSA RIOS, CITY SECRETARY DocuSigned by: 5493 APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY DocuSigned by: Ma P AW.Aai 7F9G828BF0204E5... THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms. EPDocuSigned by: S Qrbra PS Arora E1C5E85812F14E8... SIGNATURE PRINTED NAME Director wastewater Utility TITLE Director wastewater Utility DEPARTMENT EJCDC® C-520 (Rev. 1), Agreement Between Owner and Contractor for Construction Contract (Stipulated Price). Copyright © 2013 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 8 of 8 / 3 f 0 c o u r 0 W x e � � .4 � q o o Ln 06 m k 0 Ln $ 0 o q # k § CL / \ - v £ ) / / \ / § & 0 0 \ 2 0 \ § / V) S CL \ 4 \ •- / 0 # k ƒ # \ o 2 ■ § / / T % \ t % z / # . 2 CL e v a / / / \ / ) E 2 ) y - / 3 % u E u E 0 2 k 2 \ \ 0 0 \ _ u \ m o o � 3 E = E E e e e e 0 0 3 E 3 s/ƒ/ E( E x e : \ \ e ƒ ƒ \ \ \ CL \ 2 2 0 e rq m U 0 » _ a opral § C e e 3 m d ca � 0 e DocuSign Envelope ID: 8BCB5BFC-E728-4lA8-B831-7FF546122AA8 Exhibit 5 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. David Martinez and Oscar Martinez, a General Partnership D/B/A as Rey -Mar 2 ❑Construction 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. NA 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. NA 4 ❑I have no Conflict of Interest to disclose. 5 DocuSigned by: FVd et, _,.L 4/22/2019 fi@4�611€3f� doing business with the governmental entity Date Certificate Of Completion Envelope Id: 8BCB5BFCE7284lA8B8317FF546122AA8 Subject: Please DocuSign: City Council Contract 6894 Hickory Creek Lift Station Source Envelope: Document Pages: 893 Signatures: 6 Certificate Pages: 6 Initials: 1 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) Record Tracking Status: Original 4/15/2019 11:04:47 AM 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 David Martinez reymar.construction@gmail.com General Partner Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 4/22/2019 11:37:55 AM ID:d03l8OcO-7Oa6-4345-b5ca-9al4l244767b Holder: Lori Hewell lori.hewell@cityofdenton.com Signature Completed Using IPAddress: 129.120.6.150 E"s Signature Adoption: Pre -selected Style Using IPAddress: 129.120.6.150 by:[DocuftnedPWAw. J. 7F9D328BF0204E5... Signature Adoption: Pre -selected Style Using IPAddress: 129.120.6.150 E11,c"S1g",d by: ACCD3B4F759F479... Signature Adoption: Pre -selected Style Using IPAddress: 66.169.179.199 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: 4/15/2019 11:10:11 AM Viewed: 4/15/2019 11:10:36 AM Signed: 4/15/2019 11:15:23 AM Sent: 4/15/2019 11:15:29 AM Viewed: 4/15/2019 11:15:49 AM Signed: 4/15/2019 11:16:04 AM Sent: 4/15/2019 11:16:11 AM Viewed: 4/19/2019 4:13:34 PM Signed: 4/19/2019 4:21:25 PM Sent: 4/19/2019 4:21:31 PM Viewed: 4/22/2019 11:37:55 AM Signed: 4/22/2019 11:41:16 AM Signer Events PS Arora P.S.Arora@cityofdenton.com Director Wastewater Utility Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 4/22/2019 11:43:30 AM ID:9240d9Oe-6ddO-4561-9983-fb370ec5lc2a 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: 5/22/2019 9:20:13 AM ID:08f62bab-45b5-4425-8322-ccaba21f8e02 In Person Signer Events Editor Delivery Events Agent Delivery Events Intermediary Delivery Events Certified Delivery Events Carbon Copy Events Tabitha Millsop tabitha.millsop@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Signature Timestamp by: Sent: 4/22/2019 11:41:24 AM Ell—Sig-d Sarbra Viewed: 4/22/2019 11:43:30 AM E1CSEs5s12F14Ea... Signed: 4/22/2019 11:46:12 AM Signature Adoption: Pre -selected Style Using IPAddress: 129.120.6.150 Completed Sent: 4/22/2019 11:46:19 AM Viewed: 5/22/2019 8:48:06 AM Signed: 5/22/2019 8:48:56 AM Using IPAddress: 129.120.6.150 ED—Signed by: 1W(�tl t w�atn 8776C711BAOD454... Signature Adoption: Pre -selected Style Using IPAddress: 129.120.6.150 ER110-Sig-d by: 1C5CASCSE175493... Signature Adoption: Pre -selected Style Using IPAddress: 129.120.6.150 Signature Status Status Status Status Status OPIED Sent: 5/22/2019 8:49:05 AM Viewed: 5/22/2019 8:59:29 AM Signed: 5/22/2019 8:59:33 AM Sent: 5/22/2019 8:59:40 AM Viewed: 5/22/2019 9:20:13 AM Signed: 5/22/2019 9:21:18 AM Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 4/15/2019 11:15:29 AM Carbon Copy Events Status Timestamp Sherri Thurman Sent: 4/15/2019 11:15:29 AM sherri.thurman@cityofdenton.com COPIED City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane Richardson Sent: 5/22/2019 8:49:04 AM jane.richardson@cityofdenton.com OPIED Assistant City Secretary City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane Richardson Sent: 5/22/2019 9:21:25 AM jane.richardson@cityofdenton.com OPIED Viewed: 5/22/2019 11:28:51 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: 5/22/2019 9:21:26 AM annie.bunger@cityofdenton.com OPIED Viewed: 5/22/2019 9:23:13 AM Administrative Assistant IV City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 5/22/2019 9:21:26 AM Certified Delivered Security Checked 5/22/2019 9:21:26 AM Signing Complete Security Checked 5/22/2019 9:21:26 AM Completed Security Checked 5/22/2019 9:21:26 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: David Martinez, PS Arora, 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. 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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.