22-986ORDINANCE NO. 22-986
AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICIPALCORPORATION, AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONALSERVICES AGREEMENT WITH THE JOHN R MCADAMS COMPANY, INCORPORATED,FOR PROFESSIONAL DESIGN SERVICES FOR BRIERCLIFF PARK FOR THE PARKS AND
RECREATION DEPARTMENT; PROVIDING FOR THE EXPENDITURE OF FUNDS
THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFQ 7850-o02 – PROFESSIONALSERVICES AGREEMENT FOR PROFESSIONAL DESIGN SERVICES AWARDED TO THE
JOHNRMCADAN4S COMPANY, INCORPORATED, IN THE NOT-TO-EXCEED AMOUNT OF
$85,150.00)
WHEREAS, on February 1, 2022, the City Council approved a pre-qualified professional
services list of state certified firms to provide landscape architectural services as needed for projects
for the Parks and Recreation Department (Ordinance 22- 192), 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, or their designee, is hereby authorized to enter into an
agreement with The John R McAdams Company, Incorporated, to provide professional design
services for the City of Denton, a copy of which is attached hereto and incorporated by reference
herein
SECTION 2. The City Manager, or their designee, 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 their 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.
AThe motion to approve this ordinance was made by
seconded by arM Ucl . This or
the following vote [] - a:
tiSr\ tUrN.he was passtmd appriGd bydin
Aye Nay Abstain ARent
Mayor Gerard Hudspeth:Vicki Byrd, District 1 :
Brian Beck, District 2:
Jesse Davis. District 3 :
Alison Maguire, District 4:Brandon Chase McGee, At Large Place 5 :
Chris Watts, At Large Place 6:
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PASSED AND APPROVED thi, th, \7+ d,y ,f
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ATTEST:
ROSA RIOS, CITY SECRETARY
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APPROVED AS TO LEGAL FORM:
MACK REINWAND, CITY ATTORNEY
Digitally signed by MarcellaLunn
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Date: 2022.05.10 1 0:51 :# -05'00'
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DocuSign Envelope ID= 3AAE68CA-0044457E-B888-023990D3C7AF
DENTON
Docusign City Council Transmittal Coversheet
FILE 7850–002
File Name I Brlercliff Park Master Plan
Purchasing Contact E '1'; G ;“i’
City Council Target Date MAY 17’ 2022
Piggy Back Option
Contract Expiration
Ordinance
Not App11cab1 e
N/A
44 -70 V
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STANDARD AGREEMENT FOR ARCHITECTURAL RELATED PROFESSIONALSERVICES
This AGREEMENT is between the City of Denton, a Texas home-rule municipality("CITY'), and The John R McAdams Company, Incorporated, with its corporate office at111 Hillside Drive. Lewisville, TX 75057 and authorized to do business in Texas.
("ARCHITECT"), for a PROJECT generally described as: Landscape Architect Services forBriercliff Park (the "PROJECT").
SECTION 1
Scope of Services
A. The CITY hereby agrees to retain the ARCHITECT, and the ARCHITECT herebyagrees to perform, professional architectural services set forth in RFQ 7850 -002 –Briercliff Park, which is on file at the purchasing office, and the Scope of Services
attached hereto as Attachment A. These services shall be performed in connectionwith the PROJECT.
B. Additional services, if any, will be requested in writing by the CITY. CITY shall notpay for any work performed by ARCHITECT or its consultants, subcontractors and/or
suppliers that has not been ordered in advance and in writing. It is specificallyagreed that ARCHITECT shall not be compensated for any additional work resultingfrom oral orders of any person.
SECTION 2
Compensation and Term of Agreement
A.The ARCHITECT shall be compensated for all services provided pursuant to thisAGREEMENT in an amount not to exceed $85,150 in the manner and in accordance
with the fee schedule as set forth in Attachment A. Payment shall be considered fullcompensation for all labor, materials, supplies, and equipment necessary tocomplete 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 continuefor 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 theCITY, whichever occurs first. ARCHITECT shall proceed diligently with the PROJECTto completion as described in the PROJECT schedule as set forth in Attachment A.
SECTION 3
Terms of Payment
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Payments to the ARCHITECT will be made as follows:
A. Invoice and Payment
(1 ) The Architect shall provide the City sufficient documentation, including but notlimited to meeting the requirements set forth in the PROJECT schedule as set
forth in Attachment A to reasonably substantiate the invoices.
(2) The ARCHITECT will issue monthly invoices for all work performed under thisAGREEMENT. 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 anybalance 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 willbe withheld from payment, and the undisputed portion will be paid. The CITYwill exercise reasonableness in contesting any bill or portion thereof. Nointerest will accrue on any contested portion of the billing until mutually resolved.
(5) if the CITY fails to make payment in full to ARCHITECT for billings contested ingood faith within 60 days of the amount due, the ARCHITECT may, after giving
7 days' written notice to CITY, suspend services under this AGREEMENT untilpaid in full. In the event of suspension of services, the ARCHITECT shall haveno liability to CITY for delays or damages caused the CITY because of suchsuspension of services.
SECTION 4
Obligations of the ARCHITECT
A. General
The ARCHITECT will serve as the CITY's professional architect representative under this
AGREEMENT, providing professional architectural consultation and advice and furnishingcustomary services incidental thereto.
B. Standard of Care
The ARCHITECT shall perform its services:
(1) with the professional skill and care ordinarily provided by competent architectspracticing in the same or similar locality and under the same or similar
circumstances (the 'standard of care”) and professional license; and
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(2) as expeditiously as is prudent considering the ordinary professional skill andcare of a competent architect.
C. Subsurface Investigations
(1) The ARCHITECT shall advise the CITY with regard to the necessity forsubcontract work such as special surveys, tests, test borings, or other
subsurface investigations in connection with design and architectural work to beperformed hereunder. The ARCHITECT shall also advise the CITY concerningthe 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, theactual 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 insubsurface evaluations, changed or unanticipated underground conditions mayoccur that could affect the total PROJECT cost and/or execution. These
conditions and cost/execution effects are not the responsibility of theARCHITECT.
D. Preparation of Architectural Drawings
The ARCHITECT will provide to the CITY the original drawings of all plans in ink onreproducible mylar sheets and electronic files in .pdf format, or as otherwise approved byCITY, which shall become the property of the CITY. CITY may use such drawings in anymanner it desires; provided, however, that the ARCHITECT shall not be liable for the use
of such drawings for any project other than the PROJECT described herein.
E. Architect's Personnel at Construction Site
(1 ) The presence or duties of the ARCHITECT 's personnel at a construction site,
whether as on-site representatives or otherwise, do not make the ARCHITECT
or its personnel in any way responsible for those duties that belong to the CITYand/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 theAGREEMENT Documents and any health or safety precautions required bysuch construction work. The ARCHITECT and its personnel have no authority
to exercise any control over any construction contractor or other entity or theiremployees in connection with their work or any health or safety precautions.
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(2) Except to the extent of specific site visits expressly detailed and set forth inAttachment A, the ARCHITECT or its personnel shall have no obligation or
responsibility to visit the construction site to become familiar with the progressor quality of the completed work on the PROJECT or to determine, in general, if
the work on the PROJECT is being performed in a manner indicating that thePROJECT, when completed, will be in accordance with the AGREEMENTDocuments, nor shall anything in the AGREEMENT Documents or this
AGREEMENT between CITY and ARCHITECT be construed as requiringARCHITECT to make exhaustive or continuous on-site inspections to discover
latent defects in the work or otherwise check the quality or quantity of the workon the PROJECT. If the ARCHITECT makes on-site observation(s) of adeviation from the AGREEMENT Documents, the ARCHITECT shall inform theCITY
(3) When professional certification of performance or characteristics of materials,systems or equipment is reasonably required to perform the services set forth inthe Scope of Services, the ARCHITECT shall be entitled to rely upon suchcertification 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 ARCHITECT shall provide opinions of probable costs based on the currentavailable information at the time of preparation, in accordance withAttachment A.
(2) in providing opinions of cost, financial analyses, economic feasibility projections,and schedules for the PROJECT, the ARCHITECT 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; competitivebidding procedures and market conditions; time or quality of performance by
third parties; quality, type, management, or direction of operating personnel; andother economic and operational factors that may materially affect the ultimatePROJECT cost or schedule. Therefore, the ARCHITECT makes no warranty
that the CITY's actual PROJECT costs, financial aspects, economic feasibility,or schedules will not vary from the ARCHITECT 's opinions, analyses,
projections, or estimates.
G. Construction Progress Payments
Recommendations by the ARCHITECT to the CITY for periodic construction progresspayments to the construction contractor will be based on the ARCHITECT 's knowledge,
information, and belief from selective sampling and observation that the work hasprogressed to the point indicated. Such recommendations do not represent thatcontinuous or detailed examinations have been made by the ARCHITECT to ascertain
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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 theARCHITECT has made an examination to ascertain how or for what purpose theconstruction 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, orencumbrances; 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 variouscomponents, or exact manner in which the PROJECT was finally constructed. TheARCHITECT 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) ARCHITECT agrees that the CITY shall, until the expiration of five (5) years
after final payment under this AGREEMENT, have access to and the right toexamine and photocopy any directly pertinent books, documents, papers andrecords of the ARCHITECT involving transactions relating to this AGREEMENT.
ARCHITECT agrees that the CITY shall have access during normal workinghours to all necessary ARCHITECT facilities and shall be provided adequateand appropriate work space in order to conduct audits in compliance with the
provisions of this section. The CITY shall give ARCHITECT reasonableadvance notice of intended audits.
(2) ARCHITECT further agrees to include in all its subconsultant agreementshereunder a provision to the effect that the subconsultant agrees that the CITYshall, until the expiration of five (5) years after final payment under thesubcontract, have access to and the right to examine and photocopy anydirectly 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 beprovided 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 intendedaudits
(3) ARCHITECT and subconsultant agree to photocopy such documents as maybe requested by the CITY. The CITY agrees to reimburse ARCHITECT for the
cost of copies at the rate published in the Texas Administrative Code in effect as
of the time copying is performed.
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J. INSURANCE
(1 ) ARCHITECT’S INSURANCE
a.Commercial General Liability – the ARCHITECT shall maintain
commercial general liability (CGL) and, if necessary, commercialumbrella 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 applyseparately to this PROJECT or location.
1.The CITY shall be included as an additional insured with all rightsof defense under the CGL, using ISO additional insuredendorsement or a substitute providing equivalent coverage, and
under the commercial umbrella, if any. This insurance shall applyas 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 orendorsements that would alter or nullify: premises/operations,products/completed operations, contractual, personal injury, oradvertising injury, which are normally contained within the policy,unless the CITY specifically approves such exclusions in writing.
ii.ARCHITECT waives all rights against the CITY and its agents,officers, directors and employees for recovery of damages to theextent these damages are covered by the commercial generalliability or commercial umbrella liability insurance maintained inaccordance with this AGREEMENT.
b Business Auto – the ARCHITECT shall maintain business auto liabilityand, if necessary, commercial umbrella liability insurance with a limit ofnot less than $1,000,000 each accident. Such insurance shall cover
liability arising out of “any auto”, including owned, hired, and non-ownedautos, when said vehicle is used in the course of the PROJECT. If thearchitect owns no vehicles, coverage for hired or non-owned is
acceptable.
i.ARCHITECT 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 ARCHITECTpursuant to this AGREEMENT or under any applicable autophysical damage coverage.
c. Workers’Compensation – ARCHITECT shall maintain workers
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compensation and employers liability insurance and, if necessary,
commercial umbrella liability insurance with a limit of not less than$100,000.00 each accident for bodily injury by accident or $100,000.00
each employee for bodily injury by disease, with $500,000.00 policy limit.
i.ARCHITECT waives all rights against the CITY and its agents,
officers, directors and employees for recovery of damages to theextent these damages are covered by workers compensation andemployer’s liability or commercial umbrella insurance obtained byARCHITECT pursuant to this AGREEMENT.
d.Professional Liability – ARCHITECT shall maintain professional liability, aclaims-made policy, with a minimum of $1,000,000.00 per claim andaggregate. 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 eaHier. Coverage shall be maintained for a period of 5 years
following the completion of the AGREEMENT. An annual certificate ofinsurance specifically referencing this PROJECT shall be submitted tothe CITY for each year following completion of the AGREEMENT.
(2) GENERAL INSURANCE REQUIREMENTS
a. Certificates of insurance evidencing that the ARCHITECT has obtained
all required insurance shall be attached to this AGREEMENT prior to itsexecution .
b.Applicable policies shall be endorsed to name the CITY an Additional
Insured thereon, subject to any defense provided by the policy, as itsinterests may appear. The term CITY shall include its employees,
officers, officials, agents, and volunteers as respects the contractedservices.
c. Certificate(s) of insurance shall document that insurance coveragespecified in this AGREEMENT are provided under applicable policiesdocumented thereon.
d. Any failure on part of the CITY to attach the required insurancedocumentation hereto shall not constitute a waiver of the insurance
requirements.
e.A minimum of thirty (30) days notice of cancellation or material change incoverage shall be provided to the CITY. A ten (10) days notice shall beacceptable in the event of non-payment of premium. Notice shall be sentto the respective Department Director (by name), City of Denton, 901Texas Street, Denton, Texas 76209.
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f. Insurers for all policies must be authorized to do business in the State ofTexas and have a minimum rating of A:V or greater, in the current A.M.
Best Key Rating Guide or have reasonably equivalent financial strengthand 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 bythe CITY in writing, if coverage is not provided on a first-dollar basis. The
CITY, at it sole discretion, may consent to alternative coveragemaintained through insurance pools or risk retention groups. Dedicatedfinancial resources or letters of credit may also be acceptable to theCITY
h. Applicable policies shall each be endorsed with a waiver of subrogationin favor of the CITY as respects the PROJECT.
1.The CITY shall be entitled, upon its request and without incurringexpense, to review the ARCHITECT 's insurance policies includingendorsements thereto and. at the CITY's discretion; the ARCHITECT
may be required to provide proof of insurance premium payments.
j. Lines of coverage, other than Professional Liability, underwritten on aclaims-made basis, shall contain a retroactive date coincident with or
prior to the date of the AGREEMENT. The certificate of insurance shallstate 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 orchanges from date of commencement of the PROJECT until finalpayment and termination of any coverage required to be maintained after
final payments.
1.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 ARCHITECT shall be
required by the ARCHITECT to maintain the same or reasonablyequivalent insurance coverage as required for the ARCHITECT. Whensub consultants/subcontractors maintain insurance coverage,
ARCHITECT shall provide CITY with documentation thereof on acertificate of insurance.
K. Independent Consultant
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The ARCHITECT agrees to perform all services as an independent consultant and not asa subcontractor, agent, or employee of the CITY. The doctrine of respondeat superior
shall not apply.
L. Disclosure
The ARCHITECT 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 financialinterest, direct or indirect, in property abutting the proposed PROJECT and business
relationships with abutting property cities. The ARCHITECT further acknowledges that itwill make disclosure in writing of any conf]icts of interest that develop subsequent to thesigning 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 ARCHITECT 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 ARCHITECT to assist in obtaining the services of a qualifiedsubcontractor 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 designcriteria and/or current architectural practice standards which the ARCHITECT should havebeen aware of at the time this AGREEMENT was executed, the ARCHITECT shall revise
plans and specifications, as required, at its own cost and expense. However, if designchanges 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 thisAGREEMENT which the ARCHITECT could not have been reasonably aware of, the
ARCHITECT shall notify the CITY of such changes and an adjustment in compensationwill be made through an amendment to this AGREEMENT.
O. Schedule
ARCHITECT shall manage the PROJECT in accordance with the schedule developed perAttachment A to this AGREEMENT.
P. Equal Opportunity
(1) Equal Employment Opportunity: ARCHITECT and ARCHITECT’s agentsshall engage in any discriminatory employment practice. No person shall, onthe grounds of race, sex, sexual orientation, age, disability, creed, color, genetic
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testing, or national origin, be refused the benefits of, or be otherwise subjectedto discrimination under any activities resulting from this AGREEMENT.
(2) Americans with Disabilities Act (ADA) Compliance: ARCHITECT and
ARCHITECT’s agents shall not engage in any discriminatory employmentpractice against individuals with disabilities as defined in the ADA.
SECTION 5
Obligations of the City
A. City-Furnished Data
ARCHITECT may rely upon the accuracy, timeliness, and completeness of the informationprovided by the CITY.
B. Access to Facilities and Property
The CITY will make its facilities accessible to the ARCHITECT as required for theARCHITECT 's performance of its services. The CITY will perform, at no cost to theARCHITECT, such tests of equipment, machinery, pipelines, and other components of the
CITY's facilities as may be required in connection with the ARCHITECT 's services. TheCITY 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 theARCHITECT 's services or PROJECT construction.
D. Timely Review
The CITY will examine the ARCHITECT 's studies, reports, sketches, drawings,
specifications, proposals, and other documents; obtain advice of an attorney, insurancecounselor, 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 timelymanner in accordance with the PROJECT schedule prepared in accordance withAttachment A.
E. Prompt Notice
The CITY will give prompt written notice to the ARCHITECT whenever CITY observes or
becomes aware of any development that affects the scope or timing of the ARCHITECT 'sservices or of any defect in the work of the ARCHITECT or construction contractors.
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F. Asbestos or Hazardous Substances Release.
(1) CITY acknowledges ARCHITECT will perform part of the work at CITY'sfacilities that may contain hazardous materials, including asbestos containingmaterials, or conditions, and that ARCHITECT had no prior role in the
generation, treatment, storage, or disposition of such materials. Inconsideration of the associated risks that may give rise to claims by thirdparties or employees of City, City hereby releases ARCHITECT 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, releaseor escape of hazardous substances, contaminants, or asbestos is a result ofARCHITECT’s negligence or if ARCHITECT brings such hazardous substance,contaminant or asbestos onto the PROJECT.
G. Contractor Indemnification and Claims
The CITY agrees to include in all construction contracts the provisions of Article IV.E.regarding the ARCHITECT 's Personnel at Construction Site, and provisions providing for
contractor indemnification of the CITY and the ARCHITECT for contractor’s negligence.
H. Contractor Claims and Third-Party Beneficiaries
(1) The CITY agrees to include the following clause in all contracts withconstruction contractors and equipment or materials suppliers:
"Contractors, subcontractors and equipment and materialssuppliers on the PROJECT, or their sureties, shall maintain no
direct action against the ARCHITECT, its officers, employees, andsubcontractors, for any claim arising out of, in connection with, or
resulting from the architectural services performed. Only the CITY
will be the beneficiary of any undertaking by the ARCHITECT."
(2) This AGREEMENT gives no rights or benefits to anyone other than the CITYand the ARCHITECT and there are no third-party beneficiaries.
(3) The CITY will include in each agreement it enters into with any other entity orperson regarding the PROJECT a provision that such entity or person shallhave no third-party beneficiary rights under this AGREEMENT.
(4) Nothing contained in this Section H. shall be construed as a waiver of any rightthe CITY has to bring a claim against ARCHITECT.
1.CITYs Insurance
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associated with the PROJECT
(2) The CITY may secure Builders Risk/Installation insurance at the replacementcost value of the PROJECT. The CITY may provide ARCHITECT a copy of the
policy or documentation of such on a certificate of insurance.
J. Litigation Assistance
The Scope of Services does not include costs of the ARCHITECT for required orrequested assistance to support, prepare, document, bring, defend, or assist in litigationundertaken or defended by the CITY. In the event CITY requests such services of the
ARCHITECT, 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 ARCHITECT 's cost of or time required forperformance 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
ARCHITECT shall be authorized to proceed with this AGREEMENT upon receipt of awritten Notice to Proceed from the CITY.
B. Reuse of Project Documents – are we OK with this?
All designs, drawings, specifications, documents, and other work products of the
ARCHITECT, whether in hard copy or in electronic form, are instruments of service for thisPROJECT, 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 ofservice without the written permission of the ARCHITECT will be at the CITY's sole risk.
The CITY shall own the final designs, drawings, specifications and documents.
C. Force Majeure
The ARCHITECT is not responsible for damages or delay in performance caused by actsof God, strikes, lockouts, accidents, or other events beyond the control of the ARCHITECT
that prevent ARCHITECT’s performance of its obligations hereunder.
D. Termination
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(1 ) This AGREEMENT may be terminated:
a. by the City for its convenience upon 30 days' written notice toARCHITECT.
b.by either the CITY or the ARCHITECT for cause if either party failssubstantially to perform through no fault of the other and thenonperforming party does not commence correction of such
nonperformance within 5 days’ written notice or thereafter fails todiligently complete the correction.
(2) if this AGREEMENT is terminated for the convenience of the City, theARCHITECT will be paid for termination expenses as follows:
a. Cost of reproduction of partial or complete studies, plans, specificationsor other forms of ARCHITECT '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 ARCHITECT 'S personnel to documentthe 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 ARCHITECT will submit to the
CITY an itemized statement of all termination expenses. The CITYS 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 ARCHITECT for theconvenience of the CITY. In the event of such suspension, delay, or interruption, anequitable adjustment in the PROJECT's schedule, commitment and cost of the
ARCHITECT s personnel and subcontractors, and ARCHITECT 's compensation will bemade
F. Indemnification
IN ACCORDANCE WITH TEXAS LOCAL GOVERNMENT CODE SECTION 271.904,THE ARCHITECT SHALL INDEMNIFY OR HOLD HARMLESS THE CITY AGAINSTLIABILITY FOR ANY DAMAGE COMMiTrED BY THE ARCHITECT OR ARCHITECT’S
AGENT, CONSULTANT UNDER CONTRACT, OR ANOTHER ENTITY OVER WHICHTHE ARCHITECT EXERCISES CONTROL TO THE EXTENT THAT THE DAMAGE ISCAUSED BY OR RESULTING FROM AN ACT OF NEGLIGENCE, INTENTIONAL
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TORT, INTELLECTUAL PROPERTY INFRINGEMENT, OR FAILURE TO PAY ASUBCONTRACTOR OR SUPPLIER. CITY IS ENTITLED TO RECOVER ITSREASONABLE ATrORNEY’S FEES IN PROPORTION TO THE ARCHITECT’SLIABILITY.
G. Assignment
Neither party shall assign all or any part of this AGREEMENT without the prior writtenconsent of the other party.
H. Jurisdiction
The law of the State of Texas shall govern the validity of this AGREEMENT, itsinterpretation and performance, and any other claims related to it. The venue for anylitigation 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 unenforceabilitywill 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 6.1. shall survive termination of this AGREEMENT for any cause.
J. Observing and Complying
ARCHITECT shall at all times exercise the standard of care in observing and complyingand 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 ormay be enacted later by governing bodies having jurisdiction or authority for suchenactment. No plea of misunderstanding or ignorance thereof shall be considered.ARCHITECT AGREES TO DEFEND, INDEMNIFY AND HOLD HARMLESS CITY ANDALL OF ITS OFFICERS, AGENTS AND EMPLOYEES FROM AND AGAINST ALLCLAIMS OR LIABILITY ARISING OUT OF THE VIOLATION OF ANY SUCH ORDER,LAW, ORDINANCE, OR REGULATION, WHETHER IT BE BY ITSELF OR ITSEMPLOYEES.
K. Immigration Nationality Act
ARCHITECT shall verify the identity and employment eligibility of its employees whoperform work under this AGREEMENT, including completing the Employment EligibilityVerification Form (1-9). Upon request by CITY, ARCHITECT shall provide CITY with
copies of all 1-9 forms and supporting eligibility documentation for each employee whoperforms work under this AGREEMENT. ARCHITECT shall adhere to all Federal and
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State laws as well as establish appropriate procedures and controls so that no serviceswill be performed by any ARCHITECT employee who is not legally eligible to performsuch services. ARCHITECT SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS
FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THISPARAGRAPH BY ARCHITECT, ARCHITECT’S EMPLOYEES, SUBCONTRACTORS,AGENTS, OR LICENSEES. CITY, upon written notice to ARCHITECT, shall have theright to immediately terminate this AGREEMENT for violations of this provision byARCHITECT.
L. Prohibition On Contracts With Companies Boycotting Israel
Architect acknowledges that in accordance with Chapter 2271 of the Texas GovernmentCode, City is prohibited from entering into a contract with a company for goods orservices 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 thoseterms in Section 808.001 of the Texas Government Code. By signIng this agreement,
Architect certifies that Architect’s signature provides written verification to theCity that Architect: (1) does not boycott Israel; and (2) will not boycott Israel
durIng the term of the agreement. Failure to meet or maintain the requirementsunder this provision will be considered a material breach.
M. Prohibition On Contracts With Companies Doing Business with Iran, Sudan, or
a Foreign Terrorist Organization
Sections 2252 and 2270 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, Architect certifies that Architect’s signature provideswritten verification to the City that Architect, pursuant to Chapters 2252 and 2270,
is not ineligible to enter into this agreement and will not become ineligible toreceive payments under this agreement by doing business with Iran, Sudan, or aforeIgn terrorIst organization . Failure to meet or maintain the requirements under this
provision will be considered a material breach.
N. Prohibition on Contracts with Companies Boycotting Certain EnergyCompanies
Architect acknowledges that in accordance with Chapter 2274 of the Texas Government
Code, City is prohibited from entering into a contract with a company for goods orservices unless the contract contains written verification from the company that it (1 )
does not boycott energy companies; and (2) will not boycott energy companies duringthe term of the contract. The terms “boycott energy company” and “company” shall
have the meanings ascribed to those terms in Section 809.001 of the TexasGovernment Code. By signing this agreement, Architect certifies that Architect’ssignature provides written verification to the City that Architect: (1) does not
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boycott energy companies; and (2) will not boycott energy companies during theterm of the agreement. Failure to meet or maintain the requirements under this
provision will be considered a material breach.
O. Prohibition on Contracts with Companies Boycotting Certain Firearm Entitiesand Firearm Trade Associations
Architect acknowledges that in accordance with Chapter 2274 of the Texas Government
Code, City is prohibited from entering into a contract with a company for goods orservices unless the contract contains written verification from the company that it (1 )does not have a practice, policy, guidance, or directive that discriminates against a
firearm entity or firearm trade association; and (2) will not discriminate during the term ofthe contract against a firearm entity or firearm trade association. The terms“discriminate against a firearm entity or firearm trade association,” “firearm entity” and
“firearm trade association” shall have the meanings ascribed to those terms in Chapter2274 of the Texas Government Code. By signIng this agreement, ArchItect certifiesthat Architect’s signature provides written verification to the City that Architect:(1) does not have a practice, policy, guidance, or directive that discriminatesagainst a firearm entity or firearm trade association; and (2) will not discriminateduring the term of the contract against a firearm entity or firearm trade
associatIon. Failure to meet or maintain the requirements under this provision will beconsidered a material breach.
P. Termination Right for Contracts with Companies Doing Business with CertainForeign-Owned Companies
The City of Denton may terminate this Contract immediately without any further liabilityif the City of Denton determines, in its sole judgment, that this Contract meets the
requirements under Chapter 2274, and Engineer is, or will be in the future, (i) owned by
or the majority of stock or other ownership interest of the company is held or controlledby individuals who are citizens of China, Iran, North Korea, Russia, or other designatedcountry (ii) directly controlled by the Government of China, Iran, North Korea, Russia, orother designated country, or (iii) is headquartered in China, Iran, North Korea, Russia,
or other designated country.
Q. 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 beexecuted in one or more counterparts and each counterpart shall, for all purposes, bedeemed 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 ofthis AGREEMENT:
CIty of Denton, TexasProfessional Services AgreementRevised Date: 3/22/22Page 16 of 18
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Attachment A - Scope of Services, Compensation, Project Schedule
These documents make up the AGREEMENT documents and what is called for by oneshall be as binding as if called for by all. In the event of an inconsistency or conflict inany of the provisions of the AGREEMENT documents, the inconsistency or conflict shallbe resolved by giving precedence first to the written AGREEMENT then to the
AGREEMENT documents in the order in which they are listed above.
The parties agree to transact business electronically. Any statutory requirements thatcertain terms be in writing will be satisfied using electronic documents and signing.
Electronic signing of this document will be deemed an original for all legal purposes.
[W17e€B9uted by each party’s designated representative to be effective on
BY:
CUXP{nJIENTON, TEXAS
BYARCHITECTThe John R bIn&g:>.mpany
Incorporated AnIb PihsalFF;”HTII Jameson Pinson
05/17/2022Date:
THIS AGREEMENT HAS BEEN
BOTH REVIEWED AND APPROVED
as to financial and operational
2022-874772
TEXAS ETHICS COMMISSIONCERTIFICATE NUMBER
and business termsQorIIla
danI P&cLAWm-;ibm
APPROVED AS TO LEGAL FORM:MACKR M&ND, CITY ATrORNEY
Director of Parks and Recreation
TitleParks & Recreation
Department
A1–rEST:
RO9ARLen, ,CITY SECRETARY
R++R&%By:
05/17/2022Date Signed:
City of Denton, TexasProfessional Services AgreementRevised Date: 3/22/22Page 17 of 18
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U MCADAMS Attachment A P202231327 > PROPOSAL
March 15, 2022
Mr. Chris Escoto
City of Denton Parks and Recreation
601 East Hickory Street
Denton, Texas 76205
Ft E B RFQ 7850 Pre-Qualified List: Landscape Architect Services
Briercliff Park - Master Plan
Denton, Texas
P202231327
Dear Mr. Escoto,
We are pleased to offer this proposal for landscape architectural, surveying and engineering services for the
Briercliff Park site in Denton, Texas.
PROJECr UNDERSTANDING
SITE
The site of Briercliff Park is located at 3200 State School Road, Denton, Texas.
PROPOSED DEVELOPMENT
The current park is 9.62 acres and existing features include a .27-mile concrete trail, basketball court, soccer field,
backstop, pavilion, standard park furnishings, and playground. Park Master Plan to include, but is not limited to
splashpad, relocated existing backstop, expanded parking lot, trail additions, lighting and restroom facilities.
ASSUIVIPTIONS
This proposal is based on the following assumptions:
> if off-site road improvements are required, they will be quoted once improvements are defined.
> Geotechnical engineering services will be by others. Coordination with geotechnical engineering firm will be
provided at preliminary stages for determining key design elements, including subsurface conditions.
Environmental reports for the property (concurrence documents, Phase 1, Phase 2, or similar) will be provided
by the Client.
Wetland delineation and concurrence by federal, state and local authorities is not required and existing
concurrence documents will be provided.
A traffic impact analysis (TIA) will not be required.
If off-site utility improvements are required, they will be quoted once improvements are defined
Entire project will be designed and submitted in a single phase.
>
>
>
>
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creating experiences through experience 111 Hillside Drive, Lewisville, TX 75057 / 972. 436. 9712
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a McADAMS P202231327 > PROPOSAL
PROPOSED SERVICES + FEES
We propose the following services (Alphanumeric task numbers are for internal coding purposes):
LANDSCAPE ARCHITECTURAL SCHEMATIC DESIGN AND PLANNING:
FEE: S 19,900 jbilled percent complete, based on progress)
Based upon the drawings provided by the Client, Architect and Civil Engineer, the Consultant will provide
Landscape Architecture Concept Planning Deliverables. Coordination with the client and professional
design team will be conducted during this phase to identify existing site features, create site elements and
analyze systems necessary for the overall function of the design.
DELIVERABLES:
All.11 Existing Park Inventory + Analysis: The project team will conduct a site visit to gain a sense of the existing
character and condition of the park. The goal is to observe general park conditions as a basis for planning
and to inform general recommendations. This task will include documentation of overall park conditions,
safety, visual appearance, maintenance, and equipment condition. This task will also use data provided by
the City and the GIS mapping to inventory the location and size of the existing park, facilities, playground,
and sports fields.
A3.11 Civil Engineering Due Diligence – Provide due diligence and preliminary engineering input on the
proposed conceptual plan. Including research on water and sewer availability and capacity, as well as
coordination with the Client and team on revisions to the layout that may be required.
All.13 Spatial + Functional Diagram – Prepare Spatial and Functional Diagram to show recommendations on how
the park could provide recreational opportunities for the community, locations within the site and how
the recreational opportunities interact with each other. Diagrams to assist during community input
meetings.
All.14 Park Design Concepts – Prepare (2) rendered park design concept plans based on existing park inventory
and analysis, programming and feasibility studies, and functional diagram. Prepare design documents
needed to facilitate community input.
All.15 Concept Illustrations - Prepare (2) Concept Illustrations based upon park design concepts approved by the
client from 3-D model.
All.16 Coordination Meetings (3) – Per direction from client, attend design coordination meetings with client,
engineer, city staff or other consultants to review project progress and next steps.
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All.17 Cost Estimates – Prepare Preliminary Opinion of Probable Cost for hardscape, landscape, irrigation,
lighting improvements, and site utilities associated with proposed park concept design.
SURVEYING SERVICES:
B2.10 Boundary Verification and Topographic Map Survey:
FEE: $ 7,000 (billed percent complete, based on progress)
Perform boundary verification and prepare a topographic map survey. Services include conducting a
perimeter field survey check for the affected tracts in accordance with the General Rule and Procedures
promulgated by the Texas Board of Professional Engineering and Land Surveying. Horizontal Control will
be referenced to Texas Coordinate System, North Central Zone (4202), NAD '83. McAdams will retrace the
boundary of subject property for construction drawing preparation and planing. The survey will also
create a digital terrain model to define existing topography and grades for use in determining earthwork
and property impacts, collect planimetric information, existing features and conditions within the survey
limits identified above. Planimetric information necessary for design includes, but is not limited to above
ground improvements, drives, swales, ditches, and visible evidence of utilities.
LANDSCAPE ARCHITECTURAL DESIGN DEVELOPMENT:
FEE: $ 17,000 (billed percent complete, based on progress)
Based upon the drawings provided by the Client, Architect and Civil Engineer, the Consultant will provide
Landscape Architecture Design Development Deliverables. Coordination with the client and professional
design team will be conducted during this phase to integrate site elements and systems necessary for the
overall function of the design. Scope of work does not include structural design services nor hydrology
study services.
DELIVERABLES:
All.19 Park Master Plan – Prepare Park Master Plan based on direction from the Client provided through review
of the park design concepts.
A3.12 Engineering Preliminary Design Development – Prepare preliminary paving and utility design for site
access and infrastructure requirements per park design concepts.
All.20 Preliminary Landscape Plan – Prepare a preliminary landscape plan which will provide compliant
landscaping per the City of Denton Ordinance as well as conceptual massing for enhanced landscape.
All.21 Preliminary Hardscape Plan – Prepare a preliminary hardscape plan which will provide a conceptual
design for pedestrian movement and uses within the development.
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A MCADAMS P202231327 > PROPOSAL
All.22 Preliminary Grading + Drainage Plan – Prepare a Preliminary Grading + Drainage Plan which will provide
existing topography with proposed spot elevations and/or topography.
All.24 Preliminary Opinion of Probable Cost – Prepare Preliminary Opinion of Probable Cost estimate based
upon available industry data and proposed preliminary development design.
All.25 Coordination Meetings (3) – Per direction from client, attend design coordination meetings with client,
engineer, city staff or other consultants to review project progress and next steps.
All.26 Concept Illustrations - Prepare Concept Illustration based upon Park Master Plan approved by the client.
3-D illustration process includes up to (2) minor changes based on development of park design and Client
review
LANDSCAPE ARCHITECTURAL CONSTRUCTION DOCUMENTATION:
FEE: $ 34,750 Lbilled percent complete, based on progress)
Based upon the drawings provided by the Client, the Firm will provide Landscape Architectural
Construction Documentation. Coordination with the Client and Professional Design Team will be
conducted during this task to integrate site elements necessary for a functional design. The LA
Construction Documents shall set forth, in detail, the requirements of construction for the Hardscape and
Landscape elements and include the following:
DELIVERABLES:
Dll.30 Tree Preservation and Mitigation Plan– Prepare a Tree Preservation Plan which shall conform to the City
of Denton requirements and include, labeling of existing specimen or protected trees with common and
botanical names, measured caliper sizes, classification according to City of Denton Code, future status (i.e.
will it be removed), and mitigation resolution. Mitigation requirements may be met through fees paid by
client or delineated on the Construction Landscape Plans with new tree plantings. Please note that any
tree removal permit application is not included in scope of work.
Dll.31 Site Plan - Prepare Site Plan based upon site footprint being received from Client. Said Site Plan will
contain the project name, subdivision name, north arrow, drawing scale, vicinity map, property
boundaries, existing and proposed surface topography, proposed driveway approach(es), fire lane(s),
parking calculations, existing and proposed water and sewer services, erosion control plan, standard
details, existing and proposed fire hydrant locations, dimensional control plan, drainage calculations, and
detention plan. This task also includes all copies required by City for review and approval. This task does
not include, but is not limited to, building sprinkler design, variance exhibits, screening wall design, offsite
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U MCADAMS P202231327 > PROPOSAL
utility extensions (if necessary), retaining wall design (if necessary), nor submittal to State for handicapped
accessibility compliance.
B3.11 Civil Construction Documents – Prepare Construction Plans of Project based upon site footprint being
received from Client. Said Construction Plans will contain Dimensional Control Plan, Utility Plan, Drainage
Area Map/Erosion Control Plan, and Water, Sewer and Storm Profiles. This task also includes all copies
required by Town for review and approval. This task does NOT include, but is not limited to, building
sprinkler design, variance exhibits, screening wall design, offsite utility extensions (if necessary), retaining
wall design (if necessary), nor submittal to State for handicapped accessibility compliance.
Dll.32 Hardscape Plan – Hardscape plan includes pedestrian paving and dimensional control plan with paving
details and material specifications related to site furnishings. Site elements may include shade structures,
restroom facility, plaza, splash pad, fences, gates, columns, seat walls, retaining walls 3 ft. or less (not
including structural retaining walls), steps, ramps and rails, sidewalks and trails, and other hardscape
related improvements.
Dll.33 Landscape Plan – Landscape Plan will be designed in substantial conformance with City of Denton
requirements to provide city compliant and enhanced planting plan. Said plan to include landscaping
within buffers, parking fields, building foundations, and landscape associated with open space or
pedestrian circulation area. Landscape Plan to include detailed planting plan; plant list with quantity,
common name, botanical name, plant specifics and landscape specifications.
Dll.34 Irrigation Plan – Irrigation Plan will be designed in substantial conformance with City of Denton
requirements for the proposed landscape improvement areas suitable for the proposed site plan. Said
plan will include sprinkler heads, lateral lines, valves, main lines, controllers, point of connection, sleeving
plan, details and specifications. This Task does NOT include, but is not limited to, water meter connection
or electrical power supply.
Dll.35 Lighting Plan – Lighting plan will include City compliant light fixture locations for circulation and
pedestrian safety associated with the hardscape plans for areas such as parking areas, seating areas,
pedestrian circulation areas, stairs or ramps, or other pedestrian gathering areas, light fixture schedule,
light fixture cut sheets and general coordination with the MEP Electrical Plan. This Task does NOT include a
signed Photometric plan by a licensed Electrical Engineer.
Dll.36 Final Grading Plan – Final Grading and Drainage Plan will provide proposed grading to provide drainage
through project in conjunction with engineered storm system. Plan will include existing and proposed
contours, spot grades, surface drain/yard inlet locations, french drain. This Task does NOT include
Engineered Storm Water Plan and Erosion Control (SWPPP).
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A MCADAMS P202231327 > PROPOSAL
Dll.37 Bid Tabs – Prepare estimate based on City approved Construction Plans along with bid tabs suitable for
Client to use for bidding purposes.
Dll.38 TDLR – Prepare ADA/TDLR review and filing of project based upon construction documents and site
footprint. Said ADA/TDLR review and filing contains TDLR project registration, proof of submission filing,
and coordination with Registered Accessibility Specialist (RAS) for all initial and final reviews along with
initial and final inspections. This task also includes all required copies for registration required by TDLR
and RAS for review and inspection purposes.
**If Client does not accept agreement to use Firm for ADA/TDLR review and filing the Client shall provide
Firm with Project TDLR registration number. The TDLR registration number shall be provided within 20
days of date issued for regulatory review. If the Client fails to provide Firm with TDLR registration number,
the Client shall be responsible for late registration fees, which are set by TDLR.
Dll.40 Coordination Meetings (3) –Per direction from client, attend design coordination meetings with client,
engineer, city staff or other consultants to review project progress and next steps.
LANDSCAPE ARCHITECrURAL PROJECT ASSISTANCE:
FEE: $ 6,500 (billed percent complete, based on progress)
Dll.80 Grant Writing Assistance- McAdams shall provide assistance to the City of Denton in identifying and
pursuing available grant monies to aid in the construction of the proposed improvements. the
construction of the proposed improvements. This shall include, but not be limited to a Texas Parks and
Wildlife Department (TPWD) grant application. Specific tasks associated with preparation of a TPWD grant
application include:
>
>
>
>
>
>
Documentation of the public input process. McAdams will gather information from the City’s public input
process from preliminary park improvement planning and programming and format it for inclusion in grant
applications.
Preparation of an environmental review per the requirements listed in the TPWD grant application.
Participation in up to three (3) meetings (teleconference or at McAdams offices or City offices) with City staff
as part of the application process. During the process there shall be one point of contact with city staff for
informational coordination
Preparation of the Master Plan graphic (TPWD Exhibit) that meets the requirements listed in the TPWD grant
application.
Preparation and submittal of the grant application.
Does not include preparation of Environmental review or Phase I investigation. These services can be
provided at City’s request.
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a McADAMS P202233327 > PROPOSAL
Similar tasks can be performed as required for grant applications, other than TPWD, that are determined to be
applicable and requested by the City at an additional cost.
EXTRA SERVICES
J.11.90 Additional Services
When requested by the Client and confirmed by the Client and/or Firm in writing, the Firm shall perform
services in addition to those described above in this Agreement and the Client shall compensate the Firm
by hourly charges in accordance with the attached Rate Schedule.
PROJECr SCHEDULE
The Firm’s services shall be performed as expeditiously as is consistent with professional skill and care and the
orderly progress of the project. The following is the expected schedule for completion of work on this project:
Schedule to be mutually agreed upon between Client and Firm.
The time limits and schedule set forth above have been agreed to by the Client and Firm, but the time limits and
schedule shall be extended for (1) reasonable cause, or for (2) any delays associated with the Firm’s work on the
project that are not the sole responsibility of the Firm.
CLIENT RESPONSIBILITIES
Client shall be responsible for the following:
> Notification to proceed
> Timely approval of sketches presented for Client approval
> Timely providing of information from other professional services (architect, geotechnical engineer, etc.), as
described hereinabove
> Payment of all application, permit and filing fees, as well as any other required fees incurred.
> Payment of invoices in accordance with Item 1 of Terms and Conditions
> Notification to Firm of any problems, in accordance with Item 2 of Terms and Conditions
Coordination with any subconsultants related to this Agreement will be provided by Firm as additional services
based on subconsultant fee(s) plus 12.5%.
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a McADAMS P202231327 > PROPOSAL
EXCLUSIONS
The following services are not included in this Agreement:
> Off-site utility extensions or roadway improvements (will be quoted if required)
> Off-site stormwater management facilities, revisions to the existing stormwater infrastructure or analysis of
“downstream” stormwater system (will be quoted if required)
> Subsurface Utility Location
> Wetlands delineation and permitting (will be quoted if required)
> Structural design of retaining walls, headwalls or stormwater facilities or structures
> Permit application, plans review or re-review fees
> Revised directives from Client after design has begun
> Acquisition ofeasements; preparation of off-site easements
> Flood study.
> Court appearances for litigation, or preparation for same
> Legal advertisements for construction contracts
> Soils investigations, borings, or compaction tests
> Environmental investigations, wetlands permitting, wetlands surveying
> Any costs incurred by Client or Contractor due to changes required by the approving authority or their
inspectors after construction drawings have been approved.
GENERAL CONDITIONS
> The attached “Terms and Conditions" shall apply to this Agreement.
> This proposal is valid for 30 days from the above date.
> Reimbursable expenses will be billed in accordance with the attached Rate Schedule.
> Client is responsible for all application and permit fees.
CONCLUSION
We appreciate this opportunity to propose our services. We are eager to pursue this project further and thank you
for your consideration.
Sincerely,
Jameson Pinson, RLA
Director, Landscape Architecture
JP/mh
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W MCADAMS P202231327 > PROPOSAL
ACCEPTANCE
DocuSlgned bv~: [?,:f?
Name: Sara Hensley
Title: 1 Y anager
Date: 5/18/2022
ACCOUNTING INFORMATION
Billing Contact:
Billing Contact Email Address:
Billing Contact Phone Number:
Billing Address:
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A MCADAMS HOURLY RATE SCHEDULE > 2022
1. Specifications for contract by hourly charge, the following rates apply
ROLE ROLE
Principal-in-Ch.le
Senior Project Manager
Project Manager
Senior Project neer
Project Engineer
Intern
Senior Landsca Architect
Landscape Architect
Landscape Designer
Senior Planner
Planner
GIS Manager
GIS Technician
Graphics / Media Design
Technical / Grant V=
Technical Manager
$210 / hour
$190 / hour
$150 / hour
$150 / hour
$140 / hour
$80 / hour
$150 / hour
$140 / hour
$120 / hour
$185 / hour
$130 / hour
5180 / hour
$110 / hour
$100 / hour
$100 / hour
$150 / hour
;ner II
Designer I
Senior CAD Technician
CAD Technician
Survey Director
Survey Project Manager
Survey Technician
Survey Crew (2 Man)
SUE Project Manager
SUE Technician
UAS Crew
Senior Project Coordinator
Construction Services Manager
Construction Services Professional
Construction Observation
$120 / hour
$105 / hour
$110 / hour
$90 / hour
$190 / hour
$150 / hour
$105 / hour
$145 / hour
$150 / hour
$85 / hour
$225 / hour
$95 / hour
$210 / hour
$150 / hour
$140 / hour
Hourly services are recorded and rounded to the nearest 1/4 hour.
2. The following charges apply on all contracts, for copies of plans and specifications sent out of the
Engineer’s office (to Owner, City regulatory agencies, bidders, contractor, other consultants, etc.):
FEE
$3.00 / each
$2.00 / each
$0.10 / each
Oversize + Color Rep,
Paper Re uctions
Specifications
Oversize Mylar Sepia
Mytar Sepia
Paper Sepia
$20.00 / each
$15.00 / each
$5.00 / each
3. The following rates are charged in addition to the above fees:
Fees Paid for Permits and Applications
Outside Photocopying, Travel, Overnight Delivery, Postage for Mass Mailings
Subcontractor Invoices
Cost Plus 10%
Cost Plus 5%
Cost Plus 12.5%
4. Fees are subject to adjustment at the beginning of each calendar year.
5. Projects are billed on a monthly basis and invoices are due upon receipt. Invoices which have been not
been paid within 30 days are past due and subject to finance charges of 1.5% per month.
creating experiences through experience REV2022.01.10 1
DocuSign Envelope ID: 3AAE68CA-0044J157E-B888-023990D3C7AF
CONFLICT OF INTEREST QUESTIONNAIRE -For vendor or other person doing business with local governmental enti'
This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session.
FORM CIQ
This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as definedby Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a) and by City of DentonEthics Code, Ordinance 18-757.By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after thIdate 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.misdemeanor.a My.The ]ohn R MCAdams company, Incorporated
An offense under this section is a
2 n 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 dayafter the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.)
d Name of loca1 government officer about whom the information in this section is being disclosed.
Name of Officer
Describe each employment or other business relationship with the local government officer, or a family member of the officer, as described by Section
176.003(a)(2)(A). Also describe any family relations hip with the local government officer. This section, (item 3 including subparts A, B, C & D), must becompleted for each officer with whom the vendor has an employment or other business relationship as cleaned by Section 176.00 1(1-a), Local Govemment 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?n ,“m ~.
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 inthis section AND the taxable income is not received from the local governmental entity?n ,"m ,„,
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?n *“m ,“
D.Describe each employment or business and family relationship with the local government officer named in this section.
4
5
Ld 1 have no Conflict of lnterest to disclose.
bBIHOW rikUA
r
4/18/2022
WMvm) th the governmental entity Date
DocuSign Envelope ID: 3AAE68CA-0044457E-B888-023990D3C7AF
CONFLICT OF INTEREST QUESTIONNAIRE
For vendor doing business with local governmental entity
A complete copy ofChapter 176 ofthe Local Government Code may be found at http://www.statutes.legis.state.tx.us/ Docs/LG/htm/LG 176.htm. For easyreference, below are some of the sections cited on this form.
Local Government Code $ 176.001(1-a): "Business relationship" means a connection between two or more parties based on commercial activity of one of the
parties. The term does not include a connection based on:
(A) a transaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an agency of a federal, state, or local
governmental entity;
(B) a transaction conducted at a price and subject to terms available to the public; or
(C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by,
and reporting to, that agency.
Local Government Code $ 176.003{a){2){A) and (B):
(A) Alocal government officer shall file a conflicts disclosure statement with respect to a vendor if:(2) the vendor:
(A) has an employment or other business relationship with the local government officer or a family member of the officer that
results in the officer or family member receiving taxable income, other than investment income, that exceeds $2,500 during
the 12-month period preceding the date that the officer becomes aware that(i) a contract between the local govemmental entity and vendor has been executed; or
(ii) the local governmental entity is considering entering into a contract with the venan
(B) has given to the local govemment officer or a family member ofthe officer one or more gifts that have an aggregate value ofmorethan $ 100 in the 12-month periodpreceding the date the officer becomes aware that:
(i) a contract between the local governmental entity and vendor has been executed; or
(ii) the local governmental entity is considering entering into a contract with the vendor.
Local Government Code $ 176.006(a) and {a-1 )
(a) A vendor shall file a completed conflict of interest questionnaire ifthe vendor has a business relationship with a local governmental entity and:
( 1) has an employment or other business relationship with a local government officer of that local govemmental entity, or a family memberofthe officer, described by Section 176.003(a)(2)(A);
(2) has given a local government officer of that local governmental entity, or a family member of the officer, one or more gifts with theaggregate value specified by Section 176.003(a)(2)(B), excluding any gift described by Section 176.003(a-1); or
(3) has a family relationship with a local government officer of that local governmental entity.
(a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator not later than the seventh business dayafter the later of:
(1) the date that the vendor:
(A) begins discussions or negotiations to enter into a contract with the local governmental entity; or
(B) submits to the local governmental entity an application, response to a request for proposals or bids, correspondence, or another
writing related to a potential contract with the local govemmental entity; or
(2) the date the vendor becomes aware
(A) of an employment or other business relationship with a local government officer, or a family member of the officer,
described by Subsection (a);
(B) that the vendor has given one or more gifts described by Subsection (a); or
(C) of a family relationship with a local government oMcer.
City of Denton Ethics Code Ordinance Number 18-757
Definitions
Relative: a family member related to a City Oflicial within the third 3“i degree of affinity (marriage) or consanguinity (blood or adoption)
City Official: for purpose of this article, the term consists of the Council Members, Department Heads, or member of the Board of Ethics, Planning
and zoning Commission Members, Board of Adjustment, Historic Landmark Conunission, or Public Utilities Board
Vendor: a person who provides or seeks to provide goods, services, and/or real property to the City in exchange for compensation. This definition
does not include those property owners from whom the City acquires public right+)f-way or other real property interests for public use.
Per the City of Denton Ethics Code, Section 2-273. – Prohibitions
(3) it shall be a violation of this Article for a Vendor to offer or give a Gift to City Official exceeding fifty dollars (850,00) per gift, or multiple gift
cumulatively valued at more than two hundred dollars ($200.00) per a single fiscal year.
Per the City of Denton Ethics Code, Section 2-282. – Disposition (b), (5) Ineligibility
If the Board of Ethics finds that a Vendor has violated this Article, the Board may recommend to the City Manager that the Vendor be deemed
ineligible to enter into a City contract or other arrangement for goods, services, or real property, for a period of one (1) year.
:orm provided by Texas Ethics Commission www. ethics .state . tx . us Revised 11/30/2015
[k>cuSign
Certificate Of Completion
Envelope Id: 3AAE68CA0044457EB888023990D3C7AF
Subject: Please DocuSign: City Council Contract 7850-002
Source Envelope:
Status: Completed
Document Pages: 31
Certificate Pages: 6
AutoNav: Enabled
Signatures: 7
Initials: 1
Envelope Originator:
Erica Garcia
Envelopeld Stamping: Enabled
Time Zone: (UTC-06:00) Central Time (US & Canada)
901B Texas Street
Denton, TX 76209
erica.garcia@cityofdenton.com
IP Address: 198.49.140.104
Record Tracking
Status: Original
4/14/2022 2:29:27 PM
Holder Erica Garcia
erica.garcia@cityofdenton.com
Location: DocuSign
Signer Events
Erica Garcia
erica.garcia@cityofdenton.com
Buyer
City of Denton
Security Level: Email, Account Authentication(None)
Signature Timestamp
Sent: 4/14/2022 2:31 :32 PM
Viewed: 4/14/2022 2:31 :39 PM
Signed: 4/14/2022 2:31 :59 PM
Completed
Signed by link sent to
erica.garcia@cityofdenton.com
Using IP Address: 198.49.140.104
Electronic Record and Signature Disclosure:Not Offered via DocuSign
Erica Garcia
erica.garcia@cityofdenton.com
Buyer
City of Denton
Security Level: Email, Account Authentication(None)
Completed Sent: 4/14/2022 2:34:45 PM
Viewed: 4/14/2022 2:35:31 PM
Signed: 4/14/2022 2:35:38 PMSigned by link sent to
erica.garcia@cityofdenton.com
Using IP Address: 198.49.140.104
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)
Sent: 4/14/2022 2:32:01 PM
Viewed: 4/1 5/2022 8:39:53 AM
Signed: 4/1 5/2022 8:46:08 AM
Signature Adoption: Pre-selected Style
Signed by link sent to lori.hewell@cityofdenton.com
Using IP Address: 198.49.140.10
ElectronIc Record and Signature Disclosure:Not Offered via DocuSign
Marcella Lunn
marcella.lunn@cityofdenton.com
Deputy City Attorney
City of Denton
Security Level: Email, Account Authentication(None)
-DoGuSlgn&d br
IMartLLLAhab,4B070831B&AA438.
Sent: 4/1 5/2022 8:46:11 AM
Viewed: 4/18/2022 11 :47:11 AM
Signed: 4/1 8/2022 11 :M:28 AM
Signature Adoption: Pre-selected Style
Signed by link sent to
marcella.lunn@cityofdenton.com
Using IP Address: 198.49.140.10
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Signer Events
Jameson Pinson
jpinson@mcadamsco.com
Security Level: Email, Account Authentication(None)
Signature
'Docu8igrud bIC
I hugh piILUh'3CIOB9E777DA4C9.
Timestamp
Sent: 4/1 8/2022 1 1 :54:32 AM
Viewed: 4/1 8/2022 12:15:31 PM
Signed: 4/1 8/2022 2:45:04 PM
Signature Adoption: Pre-selected Style
Signed by link sent to jpinson@mcadamsco.com
Using IP Address: 12.238.39.122
Electronic Record and Signature Disclosure:Accepted: 4/1 8/2022 12:15:31 PMID: 9526e9d9-9c83,+44d-a544-398bf5d074b1
Gary Packan
Gary.Packan@cityofdenton.com
Director of Parks and Recreation
Parks and Recreation
Security Level: Email, Account Authentication(None)
'DocuSlgrnd bVLqu,£:st Sent: 4/18/2022 2:45:08 PM
Resent: 4/19/2022 8:26:14 AM
Viewed: 4/1 9/2022 8:58:03 AM
Signed: 4/1 9/2022 8:58:57 AMSignature Adoption: Pre-selected Style
Signed by link sent to
Gary.Packan@cityofdenton.com
Using IP Address: 198.49.140.10
Electronic Record and Signature Disclosure:
Accepted: 4/1 9/2022 8:58:03 AMID: b86da7e9-d12e21141 -bc14-ae5603957476
Cheyenne Defee
cheyenne.defee@cityofdenton.com
Procurement Administration Supervisor
City of Denton
Security Level: Email, Account Authentication(None)
Completed Sent: 4/19/2022 8:59:01 AM
Viewed: 5/18/2022 12:50:59 PM
Signed: 5/18/2022 12:51 :33 PMSigned by link sent to
cheyenne.defee@cityofdenton.com
Using IP Address: 198.49.140.10
Electronic Record and Signature Disclosure:Not Offered via DocuSign
Sara Hensley
sara.hensley@cityofdenton.com
City Manager
City of Denton
Security Level: Email, Account Authentication(None)
Sent: 5/1 8/2022 12:51 :37 PM
Viewed: 5/18/2022 12:54:56 PM
Signed: 5/1 8/2022 12:55:04 PM
Signature Adoption: Pre-selected Style
Signed by link sent to
sara.hensley@cityofdenton.com
Using IP Address: 198.49.140.10
Electronic Record and Signature Disclosure:Not Offered via DocuSign
Rosa Rios
rosa.rios@cityofdenton.com
City Secretary
Security Level: Email, Account Authentication(None)
Sent: 5/1 8/2022 12:55:08 PM
Viewed: 5/1 8/2022 1 :52:14 PM
Signed: 5/1 8/2022 1:52:33 PM
Signature Adoption: Pre-selected Style
Signed by link sent to rosa.rios@cityofdenton.com
Using IP Address: 198.49.140.10
Electronic Record and Signature Disclosure:
Accepted: 5/1 8/2022 1 :52:14 PMID: 69b181af-9260-46e1 -8b55-0cd3336709ef
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status
Status
Timestamp
Intermediary Delivery Events Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events
Cheyenne Defee
cheyenne.defee@cityofdenton.com
Procurement Administration Supervisor
City of Denton
Security Level: Email, Account Authentication(None)
Electronic Record and Signature Disclosure:Not Offered via DocuSign
Status Timestamp
Sent: 4/14/2022 2:32:01 PM
Gretna Jones
gretna.jones@cityofdenton.com
Legal Secretary
City of Denton
Security Level: Email, Account Authentication(None)
Electronic Record and Signature Disclosure:Not Offered via DocuSign
Sent: 4/19/2022 8:59:01 AM
Viewed: 4/1 9/2022 10:50:39 AM
City Secretary Office
citysecretary@cityofdenton.com
Security Level: Email, Account Authentication(None)
Electronic Record and Signature Disclosure:Not Offered via DocuSign
Sent: 5/18/2022 1 :52:37 PM
Viewed: 5/18/2022 2:07:31 PM
Chris Escoto
Chris.Escoto@cityofdenton.com
Recreation Supervisor
City of Denton
Security Level: Email, Account Authentication(None)
Electronic Record and Signature Disclosure:Not Offered via DocuSign
Sent: 5/1 8/2022 1 :52:38 PM
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events
Envelope Sent
Certified Delivered
Signing Complete
Completed
Status Timestamps
4/14/2022 2:31 :32 PM
5/1 8/2022 1 :52:14 PM
5/1 8/2022 1 :52:33 PM
5/1 8/2022 1:52:38 PM
Hashed/Encrypted
Security Checked
Security Checked
Security Checked
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: Jameson Pinson, Gary Packan, Rosa Rios
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