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20-042ORDINANCE NO. ZO-O42 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, 1NC. FOR ENGINEERING SERVICES RELATING TO THE EROSION ISSUES ALONG COOPER CREEK, IN A SEGTION BEHIND BURNiNG TREE LANE; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFQ 6590-066 — PROFESSIONAL SERVICES AGREEMENT FOR ENGINEERING SERVICES AWARDED TO O'BRIEN ENGINEERING, INC., IN THE NOT-TO-EXCEED AMOLJNT OF $64,446). 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. The City Council finds that the services performed pursuant to this Agreement serve a municipal and public purpose, and are in the public interest. 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. SECTION 5. This ordinance shall become effective immediately upon its passage and approval. The motion to approve this ordinance was made by ��'�j�/ ��°,��/ and seconded by t?��:��"5�'�" ;,(�rgV t�5 , the ordinance was passed and approved by the following vote (� - �]: 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: Aye Nay �� Abstain Absent � PASSED AND APPROVED this the _�� day of ;��, ,---_.._.___......_..m, 2020. � � � �� '� � � � � nn� ____. .,� .� P . � � ---� �„�, CHRIS WATTS, MAYOR ATTEST: ROSA RIOS, CITY SECRETARY � ;� �' BY: -�� "� � � __._.�-��.�.....�. y . :...�_�n.�.. .... .. ....... APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY BY: �t.1/ '� �� , � � � �" � �� ` � a � " �,� � � � ��"'� � , �� m y �7 i�r� � ' W �� " � w, �� ; � � Y� �� ! �,� � "" �„, �� :� , ��,,�,� , � �. ��"�r,4 �� ' w; �, �"� � �� '" �'�� y�'�I�� rypp �� x�„ ��'�S�V��I�q �$ ��u X,� „�„W°D�vw DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 CITY OF DENTON, TEXAS STANDARD AGREEMENT FOR ENGINEERING RELATED PROFESSIONAL SERVICES (FILE 6590-066) This AGREEMENT is between the City of Denton, a Texas home-rule municipality ("CITY"), and , with its corporate office at 2340 E. Trinity Mills Road, Carrollton, Texas 75006 and authorized to do business in Texas, ("ENGINEER"), for a PROJECT generally described as: Cooper Creek Erosion East of Nottingham (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 $64,446.00 in the manner and in accordance with the fee schedule as set forth in Attachment B. 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 C. SECTION 3 Terms of Payment Payments to the ENGINEER will be made as follows: DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 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 C 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 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. 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. DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 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 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 DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 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. 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 DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 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. (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. DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 J. INSURANCE (1) NSURANCE 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. i. 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 -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. i. 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. ENGINEER shall maintain workers compensation and employers liability insurance and, if necessary, DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 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. i. 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 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 shall document that insurance coverage specified in this AGREEMENT are provided under applicable policies documented thereon. 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 DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 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. l. The CITY shall not be responsible for the direct payment of any insurance premiums required by this AGREEMENT. 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 respondeat superior shall not apply. DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 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. O. Schedule ENGINEER shall manage the PROJECT in accordance with the schedule developed per Attachment C to this AGREEMENT. P. Equal Opportunity (1) Equal Employment Opportunity: ENGINEER and ENGI 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 DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 agents shall not engage in any discriminatory employment practice against individuals with disabilities as defined in the ADA. SECTION 5 Obligations of the City 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. 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 C. 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 DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 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 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." (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 DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 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 A. Authorization to Proceed ENGINEER shall be authorized to proceed with this AGREEMENT upon receipt of a written Notice to Proceed from the CITY. 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 D. Termination (1) This AGREEMENT may be terminated: DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 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. 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 ENS 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 S FEES IN PROPORTION LIABILITY. DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 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 5.F., 6.B., 6.D., 6.F., 6.H., and 6.I. 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 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 (I-9). Upon request by CITY, ENGINEER shall provide CITY with copies of all I-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, ENGINEERRACTORS, AGENTS, OR LICENSEES. CITY, upon written notice to ENGINEER, shall have the DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 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. those terms in Section 808.001 of the Texas Government Code. By signing this AGREEMENT, ENGINEER certifies that 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 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. 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_form1295.htm 2. Register utilizing the tutorial provided by the State 3. Print a copy of the completed Form 1295 DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 4. Enter the Certificate Number on page 2 of this contract. 5. Complete and sign the Form 1295 6. Email the form to laura.hermosillo@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 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 Attachment B - Compensation Attachment C - Project Schedule Attachment D - Location Map 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 effective on the date subscribed by the City Manager. BY: BY: CITY OF DENTON, TEXAS ENGINEER Joshua McClure, PhD, PE, CFM, PMP City Manager Vice President of Operations Date:____________________________ Date:__________________ DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational _______________________________ obligations and business terms. TEXAS ETHICS COMMISSION CERTIFICATE NUMBER _________________________ Signature _________________________ Title _________________________ Department Date Signed: ______________ APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY By: ATTEST: ROSA RIOS, CITY SECRETARY By:______________________________ DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 Engineering, Inc. Hydraulics Hydrology Civil Engineering Attachment A Scope of Services on the above referenced project. The City of Denton (CLIENT) has experienced erosion issues along Cooper Creek, specifically behind the 2100, 2104, and 2108 Burning Tree Lane properties. The streambank has eroded away more than four feet of the properties in some locations and at least one homeowner has had to move the fence along the southwestern edge of the property. In addition, there is a power line a power pole near the corner of 2100 and 2104 Burning Tree Lane that is threatened. Previous measures taken by the City have included placing concrete bags along the bank 15 years ago. The CLIENT has received costs from contractors to repair the bank and has received bids from $120,000 to $200,000. , the CLIENT wants an engineered design of a relatively permanent solution. Joshua McClure, PhD, PE, CFM, PMP and Bryan Manderscheid, EIT, CFM, with OEI met th with the CLIENT staff on February 10, 2019 to discuss the existing issues and possible solutions. The CLIENT and OEI agree that riprap and soil nail walls would not be sufficient or feasible in this situation. OEI discussed the use of precast modular block walls, such as Redi-Rock, but due to the lack of a clear construction route for the required heavy equipment and tighter budget for the project, this option was not preferred. The use of gabion walls was the most preferred option due to the more natural look and ease of installation given the site constraints. The existing, eroded banks along the property boundaries have near vertical slopes. The proposed wall would extend from approximately 15 west of the 2104 Burning Tree Lane property corner to about 15 east of the eastern property corner to tie into more stable ground. Tiebacks would extend through the gabion baskets into rock below the creek bottom per geotechnical recommendations. Fill will be placed behind the gabion baskets and would slope back to the existing ground matching the existing slopes at the ends of the walls. Based on experiences with similar projects, OEI estimates the total conceptual (not based on a specific design) construction cost to be in the $250,000 - $350,000 range. The hydraulic model for Cooper Creek was provided by the CLIENT. There are two cross- sections around the Nottingham crossing and another cross-section approximately 1,200 linear feet downstream of Nottingham or 600 linear feet downstream of the proposed wall alignment. Since the intent is to restore the stream bank slopes, no hydraulic modeling is anticipated. 404 Permitting will be required for performing work in Cooper Creek. The retaining wall will not affect more than 500 linear feet of creek and work should be covered through National Water Permit 13, Bank Stabilization. No preconstruction notification to USACE is expected for this permit. 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: A78970D2-FFBF-4B65-888A-1B0029E29409 Mrs. Noreen Housewright October 21, 2019 Page 2 of 4 OEI proposes the following services: 1. Data Gathering a. Site Reconnaissance Complete a site visit to identify site conditions and establish project scope. Gather and obtain related data sets for the project site, such as record drawings and plats. b. Topographic Survey Horizontal and vertical control for the project site, including trees, boundary determination and utilities. c. Geotechnical Engineering Data Collection Contract with geotechnical investigation for proposed design in the project area. Geotechnical services shall include at least two borings and report addressing the following: 1) Description of soil and ground water conditions as they relate to performance and construction of project; 2) Foundation recommendations; 3) Lateral loads for design of the gabion retaining structure; 4) Recommendations for design of rock anchors or soil nails, including allowable pull-out; 5) Earthwork and testing. 2. Proposed Wall Design a. Conceptual Design Plans 1) Prepare conceptual design plans with submittals at thirty percent (30%) completion. Prepare the following sheets at legible engineering scale and as indicated below. a) Cover sheet. b) Quantity sheet for informational use. c) Existing site plan sheet d) Typical sections. e) Proposed retaining wall plan sheet. b. Preliminary Design Plans 1) Incorporate comments from CLIENT review of conceptual design plans. 2) Prepare preliminary plans with submittals at sixty percent (60%) completion. Prepare the following sheets at legible engineering scale and as indicated below. a) Cover sheet. b) Quantity sheet for informational use c) Project layout control sheet. d) Typical sections and detail sheets. e) Proposed retaining wall plan and profile sheets. f) Demolition plan sheet. 3) Information required can be combined on sheets if the information can be clearly shown and is approved by the CLIENT. 4) Submit 30% plans to affected utilities such as water, wastewater, gas, telephone, cable TV and electric to obtain accurate information of their DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 Mrs. Noreen Housewright October 21, 2019 Page 3 of 4 facilities as necessary. 5) Prepare outline of any special technical specifications needed for this project. 6) Prepare an estimate of construction quantities and develop the preliminary opinion of probable construction cost. c. Final Design Plans 1) Incorporate comments from CLIENT review of preliminary design plans. 2) Prepare final plans with submittals at ninety percent (90%) completion. Prepare the following sheets at legible engineering scale and as indicated below. a) Cover sheet. b) Quantity sheet for informational use c) Project layout control sheet. d) Typical sections. e) Proposed retaining wall plan sheet. f) Demolition plan sheet. g) Erosion control plan and details. 3) Incorporate comments for the utility companies. 4) Finalize construction plans for proposed improvements. 5) Finalize special technical specifications and special conditions (if any) 6) Incorporate standard details into the construction plans and prepare additional details as required. 7) Submit final construction quantity take-offs and prepare final construction cost estimates. d. Corrected Final Design Plans 1) Incorporate comments from CLIENT review of final design plans. 2) Prepare corrected final plans. 3) Submit corrected final plans and bid documents to CLIENT. Submissions will be electronic. Prints will not be submitted. 4) Submit CAD design files in AutoCAD format. 3. Meetings Attend meetings with CLIENT as requested. Three meetings are included. Additional meetings can be attended as an Additional Service for an additional fee. 4. 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 the bid package, including all other materials not mentioned herein. 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 three times during construction to DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 Mrs. Noreen Housewright October 21, 2019 Page 4 of 4 assess whether the project is proceeding in general conformance with the plans and specifications. Exclusions and at an additional fee. 1. Landscaping; 2. Water Rights Permitting; 3. Tree Survey; 4. Floodplain Mapping or FEMA Floodplain Permitting; 5. Construction supervision; 6. Evaluation of contractor pay requests; 7. Boundary Survey; 8. Delineation, Permitting, or USACE Coordination; 9. Site Clearing for Survey or Geotechnical Access. DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 Engineering, Inc. Hydraulics Hydrology Civil Engineering Attachment B Compensation on a time and materials basis according to the hourly rates below and according to the following estimates for outside services. 10%. The total time and materials estimate is not-to-exceed: $64,446.00. The following are estimates of costs associated with each task, will vary, and should not be considered individual not-to-exceed values. A. Item 1.a is estimated at $1,920.00. B. Item 1.b, and is estimated at $10,478.00. C. Item 1.c, and is estimated at $5,060.00. D. Item 2 is estimated at $37,318.00. E. Item 3 is estimated at $4,152.00. F. Item 4.a is estimated at $1,638.00. G. Item 4.b is estimated at $2,880.00. H. Reimbursables (copies, travel, printing) are estimated at $1,000.00. I. Total Fee $64,446.00, which will not be exceeded without written authorization by the City of Denton. J. 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. K. Current Hourly Rates, as of August 2018: Principal $275.00 Junior Engineer $105.00 Project Manager $198.00 Senior Designer $122.00 Senior Hydrologist $188.00 Senior CADD Tech $110.00 Senior Engineer $188.00 Tech II/CADD Operator $98.00 Project Engineer $160.00 Tech I/CADD Operator $87.00 Task Engineer $141.00 Support Staff $71.00 Staff Engineer $125.00 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: A78970D2-FFBF-4B65-888A-1B0029E29409 Mr. Michael Smith June 21, 2019 Page 2 of 2 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. DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 Hydraulics Hydrology Civil Engineering Below is a draft project schedule based on a Notice to Proceed (NTP) date of December 18, 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 revieweach major submittal and will provide needed data and responses to questions in a timely manner.The design delivery date shown in this schedule is May18, 2020. Calendar Total TaskDate* Days Days 12/18/20191 1 Notice to Proceed 12/27/20197 9 Begin Field Surveys 1/27/20203140 Complete Field Surveys 2/17/20202161 Submit 30% Plans to City for Review Receive Review Comments for 30% 3/2/20201475 Submittal 3/16/20201489 Submit 60% Plans to City for Review Receive Review Comments for 60% 4/6/202021110 Submittal Submit 90% Plans and Specs to City 4/20/202014124 for Review Receive Review Comments for 90% 5/4/202014138 Submittal Submit 100% Plans and Specs to 5/18/202014152 City for Review Schedule of work for bid phase services shall be in accordance with times indicated in the Scope of Services as well as dates established by CITY and OEI for bid time (approximately six weeks). Longer bid times or multiple bid periods would require additional services and fees. Schedule of work for construction administration shall coincide with construction schedule as established by contract between CITY and successful bidder for construction of all proposed improvements. 2340E. 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 D Attachment DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 DocuSign Envelope ID: A78970D2-FFBF-4B65-888A-1B0029E29409 Exhibit 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. 1 2 Check this box if you are filing an update to a previously filed questionnaire. th (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7 business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 Name of local government officer about whom the information in this section is being disclosed. 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? 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 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? Yes No D. Describe each employment or business and family relationship with the local government officer named in this section. 4 I have no Conflict of Interest to disclose. 5 Signature of vendor doing business with the governmental entity Date Certificate Of Completion Envelope Id: A78970D2FFBF4B65888A1B0029E29409Status: Completed Subject: Please DocuSign: City Council Contract 6590-066 - Cooper Creek Erosion Source Envelope: Document Pages: 27Signatures: 6Envelope Originator: Certificate Pages: 6Initials: 1Laura Hermosillo AutoNav: Enabled901B Texas Street EnvelopeId Stamping: EnabledDenton, TX 76209 Time Zone: (UTC-06:00) Central Time (US & Canada)laura.hermosillo@cityofdenton.com IP Address: 129.120.6.150 Record Tracking Status: OriginalHolder: Laura HermosilloLocation: DocuSign 11/27/2019 11:35:42 AM laura.hermosillo@cityofdenton.com Signer EventsSignatureTimestamp Laura HermosilloSent: 11/27/2019 11:43:18 AM Completed laura.hermosillo@cityofdenton.comViewed: 11/27/2019 1:32:17 PM Senior BuyerSigned: 11/27/2019 1:32:20 PM Using IP Address: 129.120.6.150 City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Lori HewellSent: 11/27/2019 1:32:24 PM lori.hewell@cityofdenton.comViewed: 11/27/2019 2:25:41 PM Purchasing ManagerSigned: 11/27/2019 2:27:39 PM City of Denton Signature Adoption: Pre-selected Style Security Level: Email, Account Authentication Using IP Address: 129.120.6.150 (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Mack ReinwandSent: 11/27/2019 2:27:42 PM mack.reinwand@cityofdenton.comViewed: 11/27/2019 3:39:45 PM City of DentonSigned: 12/13/2019 3:22:13 PM Security Level: Email, Account Authentication Signature Adoption: Pre-selected Style (None) Using IP Address: 129.120.6.150 Electronic Record and Signature Disclosure: Not Offered via DocuSign Joshua McClure, PhD, PE, CFM, PMPSent: 12/13/2019 3:22:19 PM jmcclure@obrieneng.comViewed: 12/17/2019 10:44:23 AM Security Level: Email, Account Authentication Signed: 12/17/2019 10:48:30 AM (None) Signature Adoption: Pre-selected Style Using IP Address: 173.57.194.115 Electronic Record and Signature Disclosure: Accepted: 12/17/2019 10:44:23 AM ID: df6eb658-8051-4931-ab14-a1190e4e8142 Signer EventsSignatureTimestamp Todd EstesSent: 12/17/2019 9:38:39 AM Todd.Estes@cityofdenton.comViewed: 12/17/2019 8:23:41 PM City EngineerSigned: 12/17/2019 8:24:21 PM Capital Projects Signature Adoption: Drawn on Device Security Level: Email, Account Authentication Using IP Address: 174.206.10.12 (None) Signed using mobile Electronic Record and Signature Disclosure: Not Offered via DocuSign Cheyenne DefeeSent: 12/17/2019 8:24:26 PM Completed cheyenne.defee@cityofdenton.comViewed: 1/15/2020 11:22:37 AM Contract AdministratorSigned: 1/16/2020 9:39:36 AM Using IP Address: 129.120.6.150 City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Todd HilemanSent: 1/16/2020 9:39:41 AM Todd.Hileman@cityofdenton.comViewed: 1/16/2020 10:41:23 AM City ManagerSigned: 1/16/2020 10:41:32 AM City of Denton Signature Adoption: Pre-selected Style Security Level: Email, Account Authentication Using IP Address: 129.120.6.150 (None) Electronic Record and Signature Disclosure: Accepted: 7/25/2017 11:02:14 AM ID: 57619fbf-2aec-4b1f-805d-6bd7d9966f21 Rosa RiosSent: 1/16/2020 10:41:38 AM rosa.rios@cityofdenton.comViewed: 1/16/2020 10:46:04 AM City SecretarySigned: 1/16/2020 10:46:55 AM Security Level: Email, Account Authentication Signature Adoption: Pre-selected Style (None) Using IP Address: 129.120.6.150 Electronic Record and Signature Disclosure: Accepted: 1/16/2020 10:46:04 AM ID: b0519c3f-70bf-4a40-affd-86ea15f8758f In Person Signer EventsSignatureTimestamp Editor Delivery EventsStatusTimestamp Agent Delivery EventsStatusTimestamp Intermediary Delivery EventsStatusTimestamp Certified Delivery EventsStatusTimestamp Carbon Copy EventsStatusTimestamp Cheyenne DefeeSent: 11/27/2019 1:32:24 PM cheyenne.defee@cityofdenton.com Contract Administrator City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Carbon Copy EventsStatusTimestamp Sherri ThurmanSent: 12/17/2019 8:24:25 PM sherri.thurman@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane RichardsonSent: 1/16/2020 10:41:38 AM jane.richardson@cityofdenton.comViewed: 1/16/2020 11:05:21 AM Assistant City Secretary City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Annie BungerSent: 1/16/2020 10:47:00 AM Annie.Bunger@cityofdenton.comViewed: 1/16/2020 10:47:31 AM Contract Control Specialist City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Noreen HousewrightSent: 1/16/2020 10:47:02 AM Noreen.Housewright@cityofdenton.com Senior Transportation Engineer City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 12/12/2017 11:18:09 AM ID: 0dcc3651-8f23-4039-ba26-02f1cb109e64 Witness EventsSignatureTimestamp Notary EventsSignatureTimestamp Envelope Summary EventsStatusTimestamps Envelope SentHashed/Encrypted1/16/2020 10:47:02 AM Certified DeliveredSecurity Checked1/16/2020 10:47:02 AM Signing CompleteSecurity Checked1/16/2020 10:47:02 AM CompletedSecurity Checked1/16/2020 10:47:02 AM Payment EventsStatusTimestamps Electronic Record and Signature Disclosure 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 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