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22-2073ORDINANCENO. 22-2073 AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICIPALCORPORATION, AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONALSERVICES AGREEMENT WITH KIMLEY-HORN AND ASSOCLATES, INC., FOR DESIGN SERVICES RELATED TO THE HIGHWAY SAFETY MPROVEMENT PROGRAM (HSIP)PROJECT FOR THE CITY OF DENTON AS SET FORTH IN THE CONTRACT; PROVIDINGFOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVEDING AN EFFECTIVE DATE (RFQ 7292-o07 – PROFESSIONAL SERVICES AGREEMENT FOR DESIGN SERVICESAWARDED TO KIMLEY-HORN AND ASSOCIATES, INC., IN THE NOT-TO-EXCEED AMOUNT OF $298,000.00). WHEREAS, on March 23, 2021, the City Council approved a pre-qualified professional services list of state certified Transportation Engineers for various improvements and public safety- related projects within the City of Denton (Ordinance 21-554), 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, this procurement was undertaken as part of the City’s governmental function; 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 to Kimley-Horn and Associates, Inc., 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. The motion to approve this ordinance was made by fU and seconded by Jess& h tS . This ordinance was passed and approved by the following vote [X - a : Aye Nay Abstain Absent 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: ,/ V/V U’ V/ PASSED AND APPROVED this the \?fhday of October , 2022. r GERARb'H annX–oR 1\\\t 11111111 ATTEST: BOOT?ao#Fmd$. CITY SECRETARY4Bus rAWAt APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY Digitally signed by Marcella DN: cn=Marcella Lunn. o.W& :HI:rFpTtrmrmprlt on.com, c=US Date: 2022.09.29 10:31 :05 -05'00' AIBY, \N,LVcMJ\ DocuSign Envelope ID: E019B8DD-50D24C25-81C8-FBAE426060A8 DENTON Docusign City Council Transmittal Coversheet PSA 1 7292-o07 File Name FY22 Highway Safety Improvements Program (HSIP) Deslgn P.„h„i,g C,„t„t ' ''1 - ""'‘ City Council Target Date OCTOBER 18’ 2022 App1 1 cab1 ePiggy Back Option NOt Contract Expiration Ordinance N/A 22–2073 DocuSign Envelope ID: E019B8DD-50D2=lC25-81C8-FBAE426060A8 CITY OF DENTON, TEXAS STANDARD AGREEMENT FOR ENGINEERING RELATED PROFESSIONALSERVICES This AGREEMENT is between the City of Denton, a Texas home-rule municipality ("CITY"), and Kimley-Horn and Associates, Inc., with its corporate office at 421 FayettevilleStreet, Suite 600, Raleigh, NC 27601 and authorized to do business in Texas, ("ENGINEER"), for a PROJECT generally described as: FY2022 Highway SafetyImprovements Program (HSIP) Design (the "PROJECT"). SECTION 1 Scope of Services A. The CITY hereby agrees to retain the ENGINEER, and the ENGINEER hereby agreesto perform, professional engineering services set forth in 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 not pay for any work performed by ENGINEER or its consultants, subcontractors and/orsuppliers that has not been ordered in advance and in writing. It is specifically agreed that ENGINEER shall not be compensated for any additional work resultingfrom oral orders of any person. SECTION 2 Compensation and Term of Agreement A.The ENGINEER shall be compensated for all services provided pursuant to thisAGREEMENT in an amount not to exceed $298,000 in the manner and in accordance with the fee schedule as set forth in Attachment B. 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 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 theCITY, whichever occurs first. ENGINEER shall proceed diligently with the PROJECT tocompletion 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: City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 1 of 19 DocuSign Envelope ID: E019B8DD-50D24C25-81C8-FBAE426060A8 A. Invoice and Payment (1 ) The Engineer shall provide the City sufficient documentation, including but notlimited 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 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 30days 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 CITY will 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 ENGINEER for billings contested ingood faith within 60 days of the amount due, the ENGINEER may, after giving 7days' written notice to CITY, suspend services under this AGREEMENT until paid in full. In the event of suspension of services, the ENGINEER shall haveno liability to CITY for delays or damages caused the CITY because of suchsuspension of services. SECTION 4 Obligations of the Engineer A. General The ENGINEER will serve as the CITY's professional engineering representative underthis AGREEMENT, providing professional engineering consultation and advice andfurnishing 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 similarcircumstances and professional license; and (2) as expeditiously as is prudent considering the ordinary professional skill and City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 2 of 19 DocuSign Envelope ID: E019B8DD-50D24C25-81C8-FBAE426060A8 care of a competent engineer. C. Subsurface Investigations (1) The ENGINEER 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 engineering work to beperformed 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, 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. Theseconditions and cost/execution effects are not the responsibility of theENGINEER. 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 byCITY, which shall become the property of the CITY. CITY may use such drawings in anymanner it desires; provided, however, that the ENGINEER shall not be liable for the use ofsuch 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 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, andresponsibilities, including, but not limited to, all construction methods, means,techniques, sequences, and procedures necessary for coordinating andcompleting all portions of the construction work in accordance with theAGREEMENT Documents and any health or safety precautions required by such construction work. The ENGINEER and its personnel have no authority toexercise 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 inAttachment A, the ENGINEER or its personnel shall have no obligation or City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 3 of 19 DocuSign Envelope ID: E019B8DD-50D2=lC25-81C8-FBAE426060A8 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, ifthe 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 thisAGREEMENT between CITY and ENGINEER be construed as requiringENGINEER 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 ENGINEER makes on-site observation(s) of adeviation from the AGREEMENT Documents, the ENGINEER 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 ENGINEER 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 ENGINEER 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 ENGINEER has no control over cost or price of labor and materials; unknown or latent conditions of existing equipmentor 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; andother economic and operational factors that may materially affect the ultimatePROJECT 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 progresspayments to the construction contractor will be based on the ENGINEER's knowledge, information, and belief from selective sampling and observation that the work hasprogressed to the point indicated. Such recommendations do not represent that continuous or detailed examinations have been made by the ENGINEER to ascertain thatthe construction contractor has completed the work in exact accordance with theAGREEMENT Documents; that the final work will be acceptable in all respects; that the City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 4 of 1 9 DocuSign Envelope ID: E019B8DD-50D24C25-81C8-FBAE426060A8 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, 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 compiledand furnished by others, and may not always represent the exact location, type of variouscomponents, or exact manner in which the PROJECT was finally constructed. TheENGINEER 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 afterfinal payment under this AGREEMENT, have access to and the right to examine and photocopy any directly pertinent books, documents, papers andrecords 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 andappropriate work space in order to conduct audits in compliance with theprovisions of this section. The CITY shall give ENGINEER reasonable advancenotice of intended audits. (2) ENGINEER 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 haveaccess 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) ENGINEER and subconsultant agree to photocopy such documents as may berequested 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 ofthe time copying is performed. City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 5 of 19 DocuSign Envelope ID: E019B8DD-50D2z;C25-81C8-FBAE426060A8 J. INSURANCE (1) ENGINEER’S INSURANCE a.Commercial General Liability – the ENGINEER shall maintaincommercial 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 GeneralLiability 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 CommercialGeneral Liability insurance policy shall have no exclusions or endorsements 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.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 generalliability or commercial umbrella liability insurance maintained inaccordance with this AGREEMENT. b.Business Auto – the ENGINEER shall maintain business auto liability and, 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 the engineer owns no vehicles, coverage for hired or non-owned isacceptable. 1.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 orcommercial umbrella liability insurance obtained by ENGINEERpursuant to this AGREEMENT or under any applicable autophysical damage coverage. c. Workers’Compensation – ENGINEER shall maintain workers City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 6 of 19 DocuSign Envelope ID: E019B8DD-50D24C25-81C8-FBAE426060A8 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.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 andemployer’s liability or commercial umbrella insurance obtained byENGINEER pursuant to this AGREEMENT. d.Professional Liability – ENGINEER 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 earlier. Coverage shall be maintained for a period of 5 yearsfollowing the completion of the AGREEMENT. An annual certificate ofinsurance 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 allrequired 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 coverage specified 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 in coverage 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. City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 7 of 1 9 DocuSign Envelope ID: E019B8DD-50D24C25-81C8-FBAE426060A8 f. Insurers for all policies must be authorized to do business in the State of Texas and have a minimum rating of A:V or greater, in the current A.M.Best Key Rating Guide or have reasonably equivalent financial 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 by the CITY in writing, if coverage is not provided on a first-dollar basis. TheCITY, at it sole discretion, may consent to alternative coverage maintained 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 incurring expense, to review the ENGINEER's insurance policies includingendorsements thereto and, at the CITY's discretion; the ENGINEER maybe 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 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 orchanges from date of commencement of the PROJECT until final payment and termination of any coverage required to be maintained afterfinal payments. 1.The CITY shall not be responsible for the direct payment of anyinsurance 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 reasonablyequivalent insurance coverage as required for the ENGINEER. Whensub consultants/subcontractors maintain insurance coverage,ENGINEER shall provide CITY with documentation thereof on acertificate of insurance. K. Independent Consultant City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 8 of 19 DocuSign Envelope ID: E019B8DD-50D2zlC25-81C8-FBAE426060A8 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 superiorshall not apply. L. Disclosure The ENGINEER acknowledges to the CITY that it has made full disclosure in writing of any existing conflicts of interest or potential conflicts of interest, including personal financialinterest, direct or indirect, in property abutting the proposed PROJECT and business relationships with abutting property cities. The ENGINEER further acknowledges that it willmake disclosure in writing of any conflicts 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 ENGINEER will stop its own work in the affected portions of the PROJECTto 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 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 engineering practice standards which the ENGINEER should havebeen 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 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 ENGINEER could not have been reasonably aware of, theENGINEER shall notify the CITY of such changes and an adjustment in compensation willbe made through an amendment to this AGREEMENT. O. Schedule ENGINEER shall manage the PROJECT in accordance with the schedule developed perAttachment C to this AGREEMENT. P. Equal Opportunity (1) Equal Employment Opportunity: ENGINEER and ENGINEER’s agentsshall engage in any discriminatory employment practice. No person shall, on the grounds of race, sex, sexual orientation, age, disability, creed, color, genetic City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 9 of 19 DocuSign Envelope ID: E019B8DD-50D2-+C25-81C8-FBAE426060A8 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: ENGINEER andENGINEER’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 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 theENGINEER'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 theCITY's facilities as may be required in connection with the ENGINEER'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, andpay 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 theENGINEER'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, 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 C. E. Prompt Notice The CITY will give prompt written notice to the ENGINEER whenever CITY observes orbecomes 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. City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 10 of 19 DocuSign Envelope ID: E019B8DD-50D24C2541 C8-FBAE426060A8 F. Asbestos or Hazardous Substances Release. (1) CITY acknowledges ENGINEER will perform part of the work at CITY'sfacilities that may contain hazardous materials, including asbestos containingmaterials, or conditions, and that ENGINEER had no prior role in thegeneration, 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 ENGINEER from anydamage 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 ofENGINEER’s negligence or if ENGINEER brings such hazardous substance,contaminant or asbestos onto the PROJECT. G. Contractor Indemnification and Claims The CITY agrees to include in all construction contracts the provisions of Article IV.E.regarding the ENGINEER's Personnel at Construction Site, and provisions providing forcontractor 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 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 ENGINEER, its officers, employees, andsubcontractors, for any claim arising out of, in connection with, or resulting from the engineering services performed. Only the CITYwill 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 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 ENGINEER. I. CITY's Insurance City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 11 of 19 DocuSign Envelope ID: E019B8DD-50D24C25-81C8-FBAE426060A8 (1) The CITY may maintain property insurance on certain pre-existing structuresassociated with the PROJECT. (2) The CITY may secure Builders Risk/Installation insurance at the replacementcost value of the PROJECT. The CITY may provide ENGINEER a copy of the policy or documentation of such on a certificate of insurance. J. Litigation Assistance The Scope of Services does not include costs of the ENGINEER for required or requested assistance to support, prepare, document, bring, defend, or assist in litigation undertaken or defended by the CITY. In the event CITY requests such services of the ENGINEER, thisAGREEMENT 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 thisAGREEMENT. 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 awritten Notice to Proceed from the CITY. B. Reuse of Project Documents All designs, drawings, specifications, documents, and other work products of theENGINEER, 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 ENGINEER will be at the CITY's sole risk.The CITY shall own the final designs, drawings, specifications and documents. City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22Page 12 of 19 DocuSign Envelope ID: E019B8DD-50D2zlC25-81C8-FBAE426060A8 C. Force Majeure The ENGINEER is not responsible for damages or delay in performance caused by acts of God, strikes, lockouts, accidents, or other events beyond the control of the ENGINEER that prevent ENGINEER’s performance of its obligations hereunder. D. Termination (1 ) This AGREEMENT may be terminated: a. by the City for its convenience upon 30 days' written notice toENGINEER. b.by either the CITY or the ENGINEER for cause if either party fails substantially to perform through no fault of the other and thenonperforming party does not commence correction of suchnonperforrnance 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 thework 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 approvalwill 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, anequitable adjustment in the PROJECT's schedule, commitment and cost of theENGINEER's personnel and subcontractors, and ENGINEER's compensation will bemade F. Indemnification City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 13 of 19 DocuSign Envelope ID: E019B8DD-50D2JIC25-81C8-FBAE426060A8 IN ACCORDANCE WITH TEXAS LOCAL GOVERNMENT CODE SECTION 271.904,THE ENGINEER SHALL INDEMNIFY OR HOLD HARMLESS THE CITY AGAINSTLIABILITY FOR ANY DAMAGE COMM11-FED BY THE ENGINEER OR ENGINEER’SAGENT. CONSULTANT UNDER CONTRACT, OR ANOTHER ENTITY OVER WHICHTHE ENGINEER EXERCISES CONTROL TO THE EXTENT THAT THE DAMAGE ISCAUSED BY OR RESULTING FROM AN ACT OF NEGLIGENCE, INTENTIONALTORT. INTELLECTUAL PROPERTY INFRINGEMENT, OR FAILURE TO PAY ASUBCONTRACTOR OR SUPPLIER. CITY IS ENTITLED TO RECOVER ITSREASONABLE ATrORNEY’S FEES IN PROPORTION TO THE ENGINEER’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 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 beinvalid, 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 suchinvalid, 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. Observe and Comply ENGINEER shall at all times observe and comply with all federal and State laws andregulations and with all City ordinances and regulations which in any way affect thisAGREEMENT 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 bodieshaving jurisdiction or authority for such enactment. No plea of misunderstanding orignorance thereof shall be considered. ENGINEER AGREES TO DEFEND, INDEMNIFYAND HOLD HARMLESS CITY AND ALL OF ITS OFFICERS, AGENTS ANDEMPLOYEES FROM AND AGAINST ALL CLAIMS OR LIABILITY ARISING OUT OFTHE VIOLATION OF ANY SUCH ORDER, LAW. ORDINANCE, OR REGULATION,WHETHER IT BE BY ITSELF OR ITS EMPLOYEES. K. Immigration Nationality Act City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 14 of 19 DocuSign Envelope ID: E019B8DD-50D2dlC25-81C8-FBAE426060A8 ENGINEER 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, ENGINEER shall provide CITY with copies of all 1-9 forms and supporting eligibility documentation for each employee whoperforms 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 performsuch services. ENGINEER SHALL INDEMNIFY CITY AND HOLD CITy HARMLESSFROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THISPARAGRAPH BY ENGINEER, ENGINEER’S EMPLOYEES, SUBCONTRACTORS,AGENTS, OR LICENSEES. CITY, upon written notice to ENGINEER, shall have theright to immediately terminate this AGREEMENT for violations of this provision byENGINEER L. Prohibition On Contracts With Companies Boycotting Israel Engineer acknowledges that in accordance with Chapter 2271 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 companythat 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 tothose terms in Section 808.001 of the Texas Government Code. By signing thisagreement, Engineer certifies that Engineer’s signature provides written verification to the City that Engineer: (1) does not boycott Israel; and (2) will notboycott Israel durIng the term of the agreement. Failure to meet or maintain therequirements 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 Sections 2252 and 2270 of the Texas Government Code restricts CITY from contractingwith companies that do business with Iran, Sudan, or a foreign terrorist organization.By signing this agreement, Engineer certifies that Engineer’s signature provideswritten verification to the City that Engineer, 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 a foreIgn terrorist organization. Failure to meet or maintain the requirements under thisprovision will be considered a material breach. N. Prohibition on Contracts with Companies Boycotting Certain EnergyCompanies Engineer acknowledges that in accordance with Chapter 2274 of the Texas Government Code, City is prohibited from entering into a contract with a company for City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 15 of 19 DocuSign Envelope ID: E019B8DD-50D2=lC25-81C8-FBAE426060A8 goods or services unless the contract contains written verification from the companythat it (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the contract. The terms “boycott energy company” and company” shall have the meanings ascribed to those terms in Section 809.001 of theTexas Government Code. By signing this agreement, Engineer certifies thatEngineer’s signature provides written verification to the City that Engineer: (1)does not boycott energy companies; and (2) will not boycott energy companiesduring the term 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 Engineer acknowledges that in accordance with Chapter 2274 of the Texas Government Code, City is prohibited from entering into a contract with a company forgoods or services 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 duringthe term of the 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, Engineer certifiesthat Engineer’s signature provides written verification to the City that Engineer:V) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminateduring the term of the contract against a firearm entity or firearm tradeassociation. 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 liability if the City of Denton determines, in its sole judgment, that this Contract meets therequirements 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, or other designated country, or (iii) is headquartered in China, Iran, North Korea, Russia,or other designated country. Q. Certificate of Interested Parties Electronic Filing In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908of the Government Code. The law states that the City may not enter into this contract City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 16 of 19 DocuSign Envelope ID: E019B8DD-50D24C25-81C8-FBAE426060A8 unless the Contractor submits a disclosure of interested parties (Form 1295) to the Cityat the time the Engineer submits the signed contract. The Texas Ethics Commission has adopted rules requiring the business entity to file Form 1295 electronically with theCommission. Engineer will be required to furnish a Certificate of Interest Parties before the contract isawarded, in accordance with Government Code 2252.908. The contractor shall: 1. 2 3 4 56. Log onto the State Ethics Commission Website at : https://www.ethics.state.tx.us/filinginfo/1295/ Register utilizing the tutorial provided by the StatePrint a copy of the completed Form 1295 Enter the Certificate Number on page 2 of this contract.Complete and sign the Form 1295Email the form to purchasing@cityofdenton.com with the contract number in the subject line. (EX: Contract 1234 – Form 1295) The City must acknowledge the receipt of the filed Form 1295 not later than the 30th day after Council award. Once a Form 1295 is acknowledged, it will be posted to theTexas Ethics Commission’s website within seven business days. O. Prohibition Against Personal Interest in Contracts No officer, employee, independent consultant, or elected official of the City who is involved in the development, evaluation, or decision-making process of the performance of any solicitation shall have a financial interest, direct or indirect, in the Contractresulting from that solicitation as defined in the City’s Ethic Ordinance 18-757 and in the City Charter chapter 2 article XI(Ethics). Any willful violation of this section shall constitute impropriety in office, and any officer or employee guilty thereof shall be subject to disciplinary action up to and including dismissal. Any violation of this provision, with the knowledge, expressed or implied, of the Contractor shall render theContract voidable by the City. The Engineer shall complete and submit the City’sConflict of Interest Questionnaire. P. 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 thesame instrument. The following attachments and schedules are hereby made a part ofthis AGREEMENT: City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 17 of 19 DocuSign Envelope ID: E019B8DD-50D2-+C25-81C8-FBAE426060A8 Attachment A - Scope of ServicesAttachment B - CompensationAttachment C – Changes and Amendments to Standard Agreement Attachment D - 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 theAGREEMENT 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. Duly executed by each party’s designated representative to be effective on 10/18/2022 EN(,INEER DacuSigned by: BY mD CITY OF DENTON, TEXAS Printed Name: Scott Arnold Sara Hensley C1 ty Manager Title. vlce Presldent 817–335–6511 ATTEST: ROSA RIOS. CITY SECRETARY /--'•DocuSigned bF BY:1 RMARi% L– IC5CA8C5E 1 75493 PHONE NUMBER Scott .arno1 dQki m1 ey–horn . com EMAH, ADDRESS 2022-936332 APPROVED AS TO LEGAL FORM:MACK REmqWAND. CITY ATTORNEYTEXAS ETHICS COMMISSION1295 CERTIFICATE NUMBER DocuSigned by: A&ArtLLLaABY 48070831 B4AA438... City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 18 of 19 DocuSign Envelope ID: E019B8DD-50D2ztC25-81C8-FBAE426060A8 THIS AGREEMENT HAS BEEN BOTH REVEEWED AND APPROVED as to financial and operational obligations andbusiness terms. Rebecca Dlvi ney PRINTED NAME Director of Caplta1 projects/clty EngineerTITLE Capita1 Projects/Engineering DEPARTMENT City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 19 of 19 DocuSign Envelope ID: E019B8DD-50D2-+C25-81C8-FBAE426060A8 ATrACHMENT ADESIGN SERVICES FORFY 20a HSIP DESIGN PROJECT ATTACHMENT "A" Scope for Engineering Design Related Services for: FY 2022 Highway Safety Improvements Program (HSIP) Design The ENGINEER will perform its services pursuant to the requirements delineated below. Services under this attachment consist of engineering services for the preparation of conceptual, preliminary, final plans, and construction phase for the traffic signal and paving improvements approved under TxDOT 202 1 HSIP program at the following locations: • • • • • US 377 at UNT Discovery Park (Letting FY 2023) W Windsor Drive and N Bonnie Brae St (Letting FY 2024) FM 428 at Kings Row (Letting FY 2025) US 377 (Fort Worth Dr) and Carroll Blvd (Letting FY 2025) US 377 (Fort Worth Dr) and UD 77 (Eagle Dr) (Letting FY 2025) Project Understanding ENGINEER will provide engineering services for the design of a traffic signal and paving improvements at the intersections specified above as per the approved scope of work under TxDOT 2021 HSIP Projects. The ENGINEER will develop plans for the proposed improvements consisting of traffic signal poles including pedestrian poles, controller, turn lane modifications, curb ramps, sidewalk and driveway, and crosswalk for the pedestrian accommodations at these intersections. Following is our understanding of the project • • • • • • • • • • • • The above specified locations are approved for the TxDOT Highway Safety Improvements Program (HSIP) Funding. The traffic signal installations are approved by TxDOT, CITY is looking to install/update curb ramps and push buttons as necessary to bring it to ADA compliance. Eastbound turn lane improvements will be provided at Windsor and Bonnie Bare intersection. Driveway modification will be included at the intersection of FM 428 and Kings Row. Approximately 350 feet of sidewalk design is included along Eagle Drive to close the gap on existing sidewalk gap. Roadway and pedestrian lighting evaluations are not required. Luminaires will be provided on signal poles if there are no overhead conflicts. TDLR review will be required. These projects will be TxDOT Iet and services for bidding and construction phase is required. The project will be let on different fiscal year as specified above. The project will not require any permanent easement and temporary constnrction easement. Environmental clearance will be completed by TxDOT. ENGINEER will only provide EPIC and SW3P sheets with design for TxDOT to complete environmental process. City of Denton, TexasAttachment A Page 1 of 10 DocuSign Envelope ID: E019B8DD-50D2ztC25-81C8-FBAE426060A8 ATrACHMENT ADESIGN SERVICES FORFY 20a HSIP DESIGN PROJECT Work under this agreement consists of project management, topographic survey, conceptual design, preliminary and fInal design, bid phase services, and construction phase services. The work also includes assisting CITY with the project letting. WORK TO BE PERFORNrF,D Design Management Conceptual Design (30%) Preliminary Design (60%) Final Design (90% and 100%) Topographic Survey Services Bidding Phase ServicesConstruction Phase Services TDLR Permitting Task 1 Task 2Task 3 Task 4 Task 5Task 6 Task 7Task 8. TASK 1. DESIGN MANAGEMENT. ENGINEER will manage the work outlined in this scope to ensure efficient and effective use of ENGINEER’s and CITY’s time and resources. ENGINEER will manage change, communicate effectively, coordinate internally and externally as needed, and proactively address issues with the CITY’s Project Manager and others as necessary to make progress on the work. 1.1.Managing the Team: • • • • Lead, manage and direct design team activities Ensure Quality Control / Quality Assurance (QC/QA) is practiced in performance ofthe work. Communicate internally among team members.Task and allocate team resources. 1.2.Communications and Reporting: •Attend three (3) pre-design project kickoff/charter meeting with crrY staff to confirm and clarify scope, understand CITY’s objectives, and ensure economical and functional designs that meet CITY’s requirements. • • • Attend three (3) field meetings with CITY representatives prior to the 60% submittal. Conduct and document monthly project update meetings with CITY’s Project Manager and CITY staff. Conduct review meetings with CITY at the end of each design phase. • Conduct QC/QA reviews and document those activities. • Prepare invoices and submit monthly in the format requested by the CITY. City of Denton, TexasAttachment A Page 2 of 10 DocuSign Envelope ID: E019B8DD-50D2-+C25-81C8-FBAE426060A8 ATrACHMENT ADESIGN SERVICES FORFY 20a HSIP DESIGN PROJECT • Prepare and submit monthly project status reports in the format provided by theCITY • • Prepare and submit baseline project schedule initially, and project schedule updates with a schedule narrative monthly. Complete TxDOT Project Information Form (PIF) and budget summary to AFA executron. • • Provide necessary TxDOT forms for TxDOT letting. Coordinate with other agencies and entities as necessary for the design of the proposed infrastructure, and provide and obtain information needed to prepare the design •With respect to coordination with permitting authorities, ENGINEER shall communicate with permitting authorities such that their regulatory requirements are appropriately reflected in the designs. ENGINEER shall work with regulatory authorities to obtain approval of the designs, and make changes necessary to meet their requirements, as part of the design scope. ASSUMPTIONS • • • • • Three (3) pre-design project kickoff/chartering meeting Three (3) field review meeting Nine (9) plan review meetings; Three (3) plan review meeting each for each letting year Project design phase is estimated to be four (4) months for FY 23 letting, twelve (12) months for FY 24 letting and twenty (20) months for FY 25 letting. Thirty (30) monthly updates of project status reports. DELIVERABLES • • • • • Meeting summaries with action items Baseline design schedule Monthly schedule updates with schedule narrative describing any current or anticipated schedule changes Monthly project status reports Monthly invoices TASK 2. PRELIMINARY DESIGN (60 PERCENT). Preliminary plans and specifications shall be submitted to CITY per the approved ProjectSchedule. The purpose of the preliminary design is for the ENGINEER to identify, develop, communicate through the defined deliverables, and recommend the design concept that successfully addresses the design problem, and to obtain the CITY and TxDOT endorsement of the preliminary design. City of Denton, TexasAttachment A Page 3 of 1 0 DocuSign Envelope ID: E019B8DD-50D24C25-81C8-FBAE426060A8 ArrACHMENT ADESIGN SERVICES FOR FY 2022 HSIP DESIGN PROJECT ENGINEER will develop the preliminary design of the infrastructure as follows. 2.1.Data Collection •In addition to data obtained from the CITY, ENGINEER will research and make efforts to obtain pertinent information to aid in coordination of the proposed improvements with any planned future improvements that may influence the project. ENGINEER will also identify and seek to obtain data for existing conditions that may impact the project including; utilities, agencies (CITY, TxDOT, etc), CITY Master Plans, and property ownership as available from the Tax Assessor's office. • The ENGINEER will consult with the CITY’s Public Works Department, public utilities, private utilities, and government agencies to determine the approximate location of above and underground utilities, and other facilities (current and future) that have an impact or influence on the project. 2.2.Utility Clearance • ENGINEER will develop the design of CITY facilities to avoid or minimize conflicts with existing utilities, and where known and possible consider potential future utilities in designs. Where conflicts cannot be avoided, coordination of Utility Conflicts will begin at the Preliminary Design phase. • in the case of a public utility conflict, the ENGINEER will design CITY facilities to avoid or minimize conflicts with existing utilities, and where known and possible consider potential fUture utilities in designs. 2.3.The Preliminary Design Package will consist of the following: • Preliminary cover and index of sheets including project limits, area location map and beginning and end station limits. • • • Quantity Summary page. Existing topography of the project area which will consist of existing ROW, existing curbs, sidewalks, and curb ramps. Preliminary design plan sheets showing existing and proposed imprQvements consisting of curb ramps, signal poles, foundations, conduit, service connection, controller etc. The preliminary plans also consist of existing and proposed ROW, existing and proposed drainage structures, and CITY owned and $anchise utilities. • • Documentation of key design decisions. Opinion of probable construction cost (OPCC). 2.4.Constructability Review • After 60% percent submittal with the CITY, the ENGINEER shall schedule and attend a project site visit with the CITY Project Manager and CITY staff to walk the City of Denton, TexasAttachment A Page 4 of 10 DocuSign Envelope ID: E019B8DD-50D24C25-81C8-FBAE426060A8 ATrACHMENT ADESIGN SERVICES FORFY 20a HSIP DESIGN PROJECT project. The ENGINEER shall summarize the comments from the field visit and submit this information to the CFFY in writing. ASSUMPTIONS • Three (3) sets of ll“x17” size plans will be delivered to CITY for the 60% design. ENGINEER shall not proceed with Final Design activities without written approval by the CITY of the 60% Design Package. •The ENGINEER has no control over the cost of labor, materials, equipment, or over the Contractor’s methods of determining prices or over competitive bidding or market conditions. Opinions of probable costs provided herein are based on the information known to ENGINEER at this time and represent only the ENGINEER's judgment as a design professional familiar with the construction industry. The ENGINEER cannot and does not guarantee that proposals, bids, or actual construction costs will not vary from its opinions of probable costs. DELIVERABLES • Preliminary Design drawings• OPCC • Key Design Decision Documents TASK 4. FINAL DESIGN (90 PERCENT) AND FINAL CONSTRUCTIONDOCUMENTS (100 PERCENT). Upon approval of the Preliminary plans, ENGINEER will prepare construction plans as follows: • Final draft construction plans (90%) including specifications will be submitted to CITY per the approved Project Schedule. • Following a 90% construction plan review meeting with the CITY, the ENGINEERshall submit Final Plans (100%) to the CITY per the approved Project Schedule. Each plan sheet shall be stamped, dated, and signed by the ENGINEER registered inState of Texas. • • A Quantity Summary page will be included in both the 90% and 100% design packages. Each design sheet of those packages will include a quantity take off table. The ENGINEER shall submit an OPCC with both the 90% and 100% design packages. This estimate will use TxDOT’s bid items. ASSUMPTIONS • Three (3) sets of ll“x17” size drawings will be delivered for the 90% Design package. • Three (3) sets of ll“x17” size drawings will be delivered for the 100% Degign package. City of Denton, TexasAttachment APage 5 of 10 DocuSign Envelope ID: E019B8DD-50D24C25-81C8-FBAE426060A8 ArrACHMENT ADESIGN SERVICES FORFY 20a HSIP DESIGN PROJECT DELIVERABLES • 90% construction plans. • 100% construction plans and applicable letting forms and documents.• Detailed OPCC including summaries of bid items and quantities using CITY’sstandard bid items and format. Original 11”x 17” size cover mylar for the signatures of authorized CITY officials. TASK 4.TOPOGRAPHIC SURVEY SERVICES. ENGINEER will provide survey support as follows. 4.1 Design SUIvey ENGINEER will perform field surveys to collect horizontal and vertical elevations and other information needed by ENGINEER in design and preparation of plans for the project. Information gathered during the survey will consist of topographic data, elevations of all sanitary and adjacent storm sewers, rim/invert elevations, location of buried utilities, structures, trees (measure caliper, identify overall canopy, and have qualified arbodst identify species of trees), and other features relevant to the final plan sheets. Existing drainage at intersections will be verified by field surveys. Spot elevations will be shown On intersection layouts with cro§s slope to fit intersecting grade lines. • • The minimum survey information to be provided on the plans shall consist of the following: A Project Control Sheet, showing ALL Control Points, used or set while gathering data. Generally, on a scale of not less than 1 :400: The following information about each Control Point; a. Identified (Existing. CITY Monument #8901, PK Nail, 5/8” Iron Rod) b. X, Y and Z Coordinates, in an identified coordinate system, and a referred bearing base. Z coordinatd on CITY Datum only. c. Descriptive Location. Coordinates on all P.C.’s, P. T.’s, P.1. ’s, Manholes, Valves, etc., in the same coordinate system, as the Control. No less than two horizontal bench marks, per line or location. Bearings given on all proposed Qenterlines, or baselines. Station equations relating utili jies to paving, when appropriate. City of Denton, TexasAttachment A Page 6 of 10 DocuSign Envelope ID: E019B8DD-50D2-+C25-81C8-FBAE426060A8 ATrACHMENT ADESIGN SERVICES FORFY 2022 HSIP DESIGN PROJECT ASSUMPTIONS • Survey will extend approximately 200 feet from center of all five (5) intersection on all approaches. • Survey on west leg of Windsor and Bonnie Brae intersection will extend approximately 700 feet from the center of intersection. DELIVERABLES •Drawing of the project layout with dimensions and coordinate list. TASK 5. BIDDING PHASE SERVICES ENGINEER will complete the following tasks for the bidding phase of the project. 5.1. Bidding Support •Prepare TxDOT LGPP forms for the project letting for each project. • Prepare Addenda as necessary. • Assist with bidder questions DELIVERABLES • TxDOT LGPP forms• Addenda • Responses to bidder questions. TASK 6. CONSTRUCTION PHASE SERVICES. ENGINEER will support the construction phase of the project as follows. 6.1. Construction Support • • The ENGINEER shall attend the preconstruction conference. Visits fo Site and Observation of Construction. ENGINEER will make up to ten (10) visits as directed by CITY in order to observe the progress of the work. Such observations will not be exhaustive or extend to every aspect of Contractor's work. Observations will to be limited to spot checking, selective measurement, and similar methods of general observation. Based on information obtained during site visits, ENGINEER will evaluate whether Contractor's work is generally proceeding in accordance with the Contract Documents, and ENGINEER will keep CITY informed of the general progress of the work. ENGINEER will not supervise, direct, or have control over Contractor's work, nor shalIENGINEER have authority to stop the Work or have responsibility for the means, methods, techniques, equipment choice and usage, schedules, or procedures of construction selected by Contractor, for safety programs incident toContractor’s work, or for any failure of Contractor to comply with any laws. ENGINEER does not City of Denton, TexasAttachment A Page 7 of 10 DocuSign Envelope ID: E019B8DD-50D2zlC25-81C8-FBAE426060A8 ATrACHMENT ADESIGN SERVICES FORFY 20a HSIP DESIGN PROJECT guarantee the performance of any Contractor and has no responsibility for Contractor’s failure to perform its work in accordance with the Contract Documents. •ClarifIcations and Interpretations . ENGINEER will respond to reasonable and appropriate Contractor requests for information and issue necessary clarifications and interpretations of the Contract Documents. Any orders authorizing variations from the Contract Documents will be made by CITY or TxDOT. •Shop Drawings and Samples . ENGINEER will review and approve or take other appropriate action in respect to Shop Drawings and Samples and other data which Contractor is required to submit, but only for conformance with the information given in the Contract Documents. Such review and approvals or other action will not extend to means, methods, techniques, equipment choice and usage, schedules, or procedures of construction or to related safety programs. •Substantial Completion. ENGINEER will, after notice from Contractor that it considers the Work ready for its intended use, in company with City, TxDOT, and Contractor, conduct a site visit to determine if the Work is substantially complete. Work will be considered substantially complete following satisfactory completion of all items with the exception of those identified on a final punch list. •Final Notice of Acceptability of the Work. ENGINEER will conduct a final site visit to determine if the completed Work of Contractor is generally in accordance with the Contract Documents and the final punch list. ASSUMPTIONS • Six (6) site visits are assumed. Two (2) site visit for each letting year. • Six (6) submittal reviews are assumed. Two (2) submittal review each letting year. • Three (3) RFI’s are assumed. One (1) RFI for each letting year. DELIVERABLES • Response to Contractor’s Request for Information • Review of shop drawings• Final Punch List items TASK 7. TDLR PERMITTING. ENGINEER will provide permitting support for the CITY in an effort to obtain any and all agreements and/or permits normally required for a project of this size and type, as follows 7.1 Texas Department of Licensing and Regulation (TDLI{) • Identify and analyze the requirements of the Texas Architectural Barriers Act, Chapter 68 Texas Administrative Code, and become familiar with the governmental authorities having jurisdiction to approve the design of the Project. City of Denton, TexasAttachment A Page 8 of 1 0 DocuSign Envelope ID: E019B8DD-50D2zlC25-81C8-FBAE426060A8 ATrACHMENT ADESIGN SERVICES FORFY 2022 HSIP DESIGN PROJECT • ENGINEER is responsible for providing plans that are in compliance with TDLR requrrements. • Submit construction documents to the TDLR. • • • Completing all TDLR forms/applications necessary. Obtain the Notice of Substantial Compliance from the TDLR. Request an inspection from a TDLR locally approved Registered Accessibility Specialist no later than 30 calendar days after construction substantial completion. Advise the CITY in writing of the results of the inspection. • • Responding to agency comments and requests. All costs associated with TDLR project registration, plan review and inspections are to be paid by the ENGINEER during the course of the project. ASSUMPTIONS • Permit preparation will begin after approval of the Final Design. • Three (3) on-site meetings for the final TDLR inspection is assumed (One (1) each per letting year. DELIVERABLES A. Copies of Permit Applications B. Copies of Approved Permits ADDITIONAL SERVICES NOT INCLUDED IN THE EXISTING SCOPE OFSERVICES Additional Services not included in the existing Scope of Services – CITY and ENGINEER agree that the following services are beyond the Scope of Services desgribed in the tasks above. However, ENGINEER can provide these services, if needed, upon the CITY’s written request. Any additional amounts paid to the ENGINEER as a result of any material change to the Scope of the Project shall be agreed upon in writing by both parties before the services are performed. These additional services inClude the following: • • • • • Sub-surface Utility Engineering (SUE) Roadway design and drainage design Preparation of ROW acquisition or easement documents. Negotiation ofeasements or property acquisition. Additional traffic analysis including crash research, analysis aid crash exhibit City of Denton, TexasAttachment APage 9 of 10 DocuSign Envelope ID: E019B8DD-50D2=lC25-81C8-FBAE426060A8 ATrACHMENT ADESIGN SERVICES FORFY 20a HSIP DESIGN PROJECT • • • • • • • • • • • • Landscaping and Irrigation Design Environmental permitting or studies Submittal and permitting fees Color renderings and graphics Services related to development of the CITY’s project financing and/or budget. Construction management services Performance of materials testing or specialty testing services. Services necessary due to the default of the Contractor. Services related to damages caused by fire, flood, earthquake or other acts of God. Services related to warranty claims, enforcement and inspection after final completion. Services to support, prepare, document, bring, defend, or assist in litigation undertaken or defended by the CITY. Performance of miscellaneous and supplemental services related to the project as requested by the CITY. FEE AND EXPENSES The ENGINEER will perform the services in Tasks 1 – 7 for the total lump sum fee of $298,000.00. All permitting, application, and similar project fees will be paid directly by the CITY. Lump sum fees will be invoiced monthly based upon the overall percentage of services performed. Payment will be due within 30 days of your receipt of the invoice and should include the invoice nurhber and the ENGINEER project number. City of Denton, TexasAttachment A Page 10 of 1 0 DocuSign Envelope ID: E019B8DD-50D24C25-81C8-FBAE426060A8 ATrACHMENT BCOMPENSATION FORFY 20a HSIP DESIGN PROJECT ATTACHMENT ttB't Compensation for Engineering Design Related Services for: FY 2022 Highway Safety Improvements Program (HSIP) Design Total compensation for the ENGINEER contemplated under the terms of this agreement shall be lump sum total not-to-exceed $298,000 for all services including reimbursable expenses. TheCITY shall compensate the ENGINEER as follows: The total compensation for Task 1 – Task 7 shall be on a lump sum basis and not to exceed 8298,000. Progress payments for shall be paid monthly based on the actual work satisfactorily completed permonth. • • • • • • • Task 1 – Design Management Task 2 – Preliminary Design (60 Percent) Task 3 – Final Design (90 Percent and 100 Percent) Task 4 – Topographic Survey Services Task 5 – Bidding PhaseTask 6 – Construction Phase Services Task 7 – TDLR Permitting $ 22,000 $ 75,000 $ 127,000 $ 40,000S 6,000 $ 22,000 $ 6,000 Sub-total:1 298,000 Grand Total $298,000 ENGINEER will not exceed the total maximum fee shown without authorization from the CITY Individual task amounts are provided for budgeting purposes only. All permitting, application, and similar project fees will be paid directly by the CITY. Payment will be due within 30 days of your receipt of the invoice and should include the invoice number and ENGINEER project number. City of Denton, TexasAttachment BPage 1 of 1 DocuSign Envelope ID: E019B8DD.50D2zLC25-81C8-FBAE426060A8 ATTACHMENT “C” CHANGES AND AMENDMENTS TO STANDARD AGREEMENT Design Services for FY 2022 Highway Safety Improvements Program (HSIP) Design No modifications to the Standard Agreement are necessary for this project. City of Denton, TexasPage 1 of 1 DocuSign Envelope ID: E019B8DD-50D2-4C25-81C8-FBAE426060A8 Attachment "D" US 377 at UNT Discovery Park HSIP Design (FY 23 Let) Kimley-Horn and Associates, Inc. TASK START DATE Project Initiation Design Notice to Proceed Design Data Collection/Survey 60% Submittal City/TxDOT Review 90% Submittal City Review TxDOT Review Final Design Submittal Bid Package Submittal TxDOT Review Bi©M Bid Advertisement Aug-22 Aug-22 Aug-22 Aug-22 Oct-22 Nov-22 Jan-23 Feb-23 Mar-23 Apr-23 May-23 Aug-22 Oct-22 Nov-22 Jan-23 Feb-23 Mar-23 Apr-23 May-23 Aug-23 Aug-23 Sep-23 Nov-23 Sep-23 Nov-23Contractor Selection Conctractor Notice to Proceed Construction Construction Nov-23 May-24 Due to the everchanging circumstances surrounding the COVID-19 Virus, situations may arise during the performance of this Agreement that affect availability of resources and staff of ENGINEER, the CITY, other consultants, and public agencies. There could be changes in anticipated delivery times, jurisdictional approvals, and project costs. ENGINEER will exercise reasonable efforts to overcome the challenges presented by current circumstances, but ENGINEER will not be liable to CITY for any delays, expenses, losses, or damages of any kind arising out of the impact of the COVID-19 Virus. DocuSign Envelope ID: E019B8DD-50D24C25-81C8-FBAE426060A8 Attachment "D" Windsor and Bonnie Brae HSIP Design (FY 24 Let)Kimley-Horn and Associates, Inc. TASK START DATE Project Initiation Design Notice to Proceed Jan-23 Jan-23 Design Data Collection/Survey Jan-23 Jan-23 Mar-23 Apr-23 Jul-23 Aug-23 Nov-23 Dec-23 Jan-24 Jan-24 Feb-24 Jan-23 Mar-23 Apr-23 Jul-23 Aug-23 Nov-23 Dec-23 Jan-24 Jan-24 Feb-24 Jun-24 30% Submittal City Review 60% Submittal City/TxDOT Review 90% Submittal City Review TxDOT Review Final Design Submittal Bid Package Submittal TxDOT ReviewBicM Bid Advertisement Jun-24 Jul-24 Sep-24 Jul-24 Sep-24Contractor Selection Conctractor Notice to Proceed Construction Construction Sep-24 Mar-25 Due to the everchanging circumstances surrounding the COVID-19 Virus, situations may ariseduring the performance of this Agreement that affect availability of resources and staff of ENGINEER, the CITY, other consultants, and public agencies. There could be changes in anticipated delivery times, jurisdictional approvals, and project costs. ENGINEER will exercise reasonable efforts to overcome the challenges presented by current circumstances, but ENGINEER will not be liable to CITY for any delays, expenses, losses, or damages of any kind arising out of the impact of the COVID-19 Virus. DocuSign Envelope ID: E019B8DD-50D24C25-81C8-FBAE426060A8 Attachment "D" FM 428 at Kings Row, US 377 at Carroll and US 377 at Eagle HSIP Design (FY 25 Let)Kimley-Horn and Associates, Inc. TASK START DATE Project Initiation Design Notice to Proceed Jan-23 Jan-23 Design Data Collection/Survey Jan-23 Jan-23 Apr-23 Jun-23 Oct-23 Nov-23 Mar-24 May-24 Jun-24 Aug-24 Sep-24 Jan-23 Apr-23 Jun-23 Oct-23 Nov-23 Mar-24 May-24 Jun-24 Aug-24 Sep-24 Jan-25 30% Submittal City Review 60% Submittal City/TxDOT Review 90% Submittal City Review TxDOT Review Final Design Submittal Bid Package Submittal TxDOT Review Bidding Bid Advertisement Jan-25 Feb-25 Apr-25 Feb-25 Apr-25Contractor Selection Conctractor Notice to Proceed Construction Construction Apr-25 Oct-25 Due to the everchanging circumstances surrounding the COVID-19 Virus, situations may arise during the performance of this Agreement that affect availability of resources and staff of ENGINEER, the CITY, other consultants, and public agencies. There could be changes in anticipated delivery times, jurisdictional approvals, and project costs. ENGINEER will exercise reasonable efforts to overcome the challenges presented by current circumstances, but ENGINEER will not be liable to CITY for any delays, expenses, losses, or damages of any kind arising out of the impact of the COVID-19 Virus. DocuSign Envelope ID: E019B8DD-50D22lC25-81C8-FBAE42606C_)AQ ,_'- - –- -- ----- -–- –- --–-–– --–– -––- - - –- ’ –’ ’– ’–---Attachment CIQ CONFLICT OF INTEREST QUESTIONNAIRE For vendor or other person doing business with local governmental entit' 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 mU. An offense under this section is a Klm1 ey-Horn and Associates, Inc. 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 local government officer about whom the information in this section is being disclosed. N/A 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 be completed for each officer with whom the vendor has an employment or other busine§s relationship as defined by Section 176.00 1(1-a), Local Government CodeAttach 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?a Yes n 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?n ,“n .” D.Describe each employment or business and family relationship with the local government officer named in this section 4 5 LJ I have no Conflict of Interest to disclose. 9/23/2022 liSignature1 hisiness with the governmental entity Date DocuSign Envelope ID: E019B8DD-50D2-+C25-81C8-FBAE426060A8 CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity A complete copy of Chapter 176 ofthe Local Government Code may be found at http://www. statutes.legis.state.tx.ug Docs/LG/htm/LG 176.htm. For easyreference, below are some of the sections cited on this form Local Government Code q 176.001(1-a): "Business relationship" means a connection between two or more parties based on commercial activity of one of theparties. 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 ofgoods 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) acontract between the local governmental entity and vendor has been executed; or (ii) the local govemmental entity is considering entering into a contract with the venck)B (B) has given to the local govemmentomcer ora family member ofthe officer one or more gifts that have an aggregatevalueofmore than $ 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 if the 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 govemment officer of that local governmental entity, or a family member of the officer, one or more gifts with the aggregate 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 npt 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 forproposals or bids, correspondence, or another writing related to a potential contract with the local governmental entity; or(2) the date the vendor becomes aware: (A) of an employment or other business relationship with a local govemment 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 once= City of Denton Ethics Code Ordinance Number 18-757 Definitions Relative: a family member related to a City Official within the third 3'd 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 Commission, 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 ownersf rom whom the City acquires public right4f-way or other real property interests for ptlblic 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 ($50.00) 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: E019B8DD50D24C2581 C8FBAE426060A8 Subject: Please DocuSign: City Council Contract 7292-007 2022 HSIP Design PSA Source Envelope: Document Pages: 37 Status: Completed Certificate Pages: 6 Signatures: 6 Initials: 1 Envelope Originator:Cori Power 901 B Texas Street Denton, TX 76209 cori.power@cityofdenton.com IP Address: 198.49.140.10 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) Record Tracking Status: Original 9/20/2022 3:19:09 PM Holder: Cori Power cori .power@cityofdenton.com Location: DocuSign Signer Events Cori Power cori.power@cityofdenton.com Senior Buyer City of Denton Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure:Not Offered via DocuSign Signature Timestamp Sent: 9/22/2022 11:12:10 AM Viewed: 9/22/2022 1 1:12:19 AM Signed: 9/22/2022 11:15:03 AM Completed Using IP Address: 198.49.140.10 Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication(None) Sent: 9/22/2022 11:15:08 AM Viewed: 9/22/2022 3:10:08 PM Signed: 9/22/2022 3:10:59 PM Signature Adoption: Pre-selected Style 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) Sent: 9/22/2022 3:11 :03 PM Viewed: 9/22/2022 6:37:17 PM Signed: 9/22/2022 6:40:24 PM Signature Adoption: Pre-selected Style Using IP Address: 47.24.6.135 Electronic Record and Signature Disclosure:Not Offered via DocuSign Scott Arnold Scott.arnold@kimley-horn.com Vice President Kimley-Horn and Associates, Inc. Security Level: Email, Account Authentication(None) 'DoeuSlgn8d bHI J„#fAt.DIB5A8aa61EE4Eg, Sent: 9/22/2022 6:40:28 PM Viewed: 9/23/2022 6:38:38 AM Signed: 9/23/2022 6:39:11 AM Signature Adoption: Uploaded Signature Image Using IP Address: 134.238.171.64 Electronic Record and Signature Disclosure:Accepted: 3/27/2020 10:55:11 AMID: alf38400-e5cc-4b57-8548zldd7e031355d Signer Events Rebecca Diviney Rebecca.Diviney@cityofdenton.com Director of Capital Projects/City Engineer Capital Projects/Engineering Security Level: Email, Account Authentication(None) Signature Timestamp Sent: 9/23/2022 6:39:15 AM Resent: 9/27/2022 11 :37:17 AM Viewed: 9/27/2022 2:14:10 PM Signed: 9/27/2022 2:14:39 PMSignature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Accepted: 9/27/2022 2:14:10 PMID: 640fafab-07c8216d5-bc49-287a3209a6e7 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 Completed Sent: 9/27/2022 2:14:43 PM Viewed: 10/1 9/2022 7:26:08 AM Signed: 10/1 9/2022 7:26:21 AMUsing IP Address: 198.49.140.104 Sara Hensley sara.hensley@cityofdenton.com City Manager City of Denton Security Level: Email, Account Authentication(None) 'DocuSlgned by:i SMA H++% 5236DB296270423 Sent: 10/19/2022 7:26:26 AM Viewed: 10/1 9/2022 7:33:05 AM Signed: 10/1 9/2022 7:33:13 AM Signature Adoption: Pre-selected Style 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: 10/1 9/2022 7:33:18 AM Viewed: 10/1 9/2022 10:59:28 AM Signed: 10/1 9/2022 10:59:47 AM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Accepted: 10/19/2022 10:59:28 AMID: 14540140-d54b-437d-9a26-aOa37178aaf0 In Person Signer Events Signature Timestamp Editor Delivery Events Status + Status Timestamp Agent Delivery Events Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status 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 Timestamp Sent: 9/22/2022 1 1:15:09 AM Carbon Copy Events 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 Status Timestamp Sent: 9/27/2022 2:14:44 PM Viewed: 9/27/2022 2:39:24 PM City Secretary Office citysecretary@cityofdenton.com Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure:Not Offered via DocuSign Sent: 10/1 9/2022 10:59:52 AM Viewed: 10/1 9/2022 4:56:02 PM Brett Bourgeois Brett.Bourgeois@cityofdenton.com Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure:Not Offered via DocuSign Sent: 10/1 9/2022 10:59:54 AM 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 Sent: 10/1 9/2022 10:59:55 AM Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Envelope Sent Certified Delivered Signing Complete Completed Status Timestamps 9/22/2022 11:12:10 AM 10/1 9/2022 10:59:28 AM 10/1 9/2022 10:59:47 AM 10/19/2022 10:59:55 AM 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: Scott Arnold, Rebecca Diviney, Rosa Rios ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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