Loading...
22-2297ORDINANCE NO. 22-2297 AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICIPALCORPORATION, AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONALSERVICES AGREEMENT WITH QUORUM ARCHITECTS, INC., FOR PROFESSIONALDESIGN SERVICES FOR THE SOLID WASTE FLEET MAINTENANCE SHOP FOR THEFACILITIES MANAGEMENT DEPARTMENT; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFQ 7818-o04 – AWARDED TO QUORUM ARCHITECTS, INC., IN THE NOT-TO-EXCEED AMOUNT OF $663,800.OO). WHEREAS, on November 16, 2021, the City Council approved a pre-qualified professional services list of state certified firms to provide architectural, engineering, and other services as customarily provided for municipal and vertical construction projects for the Facilities Management Department (Ordinance 2 1-2435), 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 Quorum Architects, 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 ofDenton 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 byreference. SECTION 5. This ordinance shall become effective immediately upon its passage and approval. The motion9 approve this ordinance was made by Brian mk and seconded by a eg;e baH\9 . This ordinance was passed and approved bythe following vote U - 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: / W/ P/ b/\/r br PASSED AND APPROVED this the ISIE day of JaVernbQr‘, 2022. dEiRRiinmEmMitbR ATTEST: ROSA RIOS, CITY SECRETARY b\\t 11111111 JS,a;oJ APPROVED AS TO LEGAL FORM: MACK RErNWAND, CITY ATTORNEY Digitally signed by MaKellaLunn DN: cn=Marcella Lunn, o, liNk :r£::LF,nX„@dmfd,„t Date: 2022.1 1.01 18:04:47 4)5'00' I )\NwcM£lBY: DocuSign Envelope ID: 134C32AA-683748A2-A090-04CCEE6E3316 DENTON Docusign City Council Transmittal Coversheet 7818–004 File Name I Solld Waste Ma1 ntenance Fac11i tySe rvi ces P„,h„i,g C,,t„t c h’1=t; c h'1;ti’- City C,,„,iI T,rg,t Dat, ~ '“="’=- 15’ 2022 11 cab1 ePiggy Back Option Contract Expiration Ordinance PSA Not App N/A 22-2297 DocuSign Envelope ID: 134C32AA-683748A2-A090-C>lCCEE6E3316 STANDARD AGREEMENT FOR ARCHITECTURAL RELATED PROFESSIONALSERVICES This AGREEMENT is between the City of Denton, a Texas home-rule municipality("CITY"), and QUORUM ARCHITECTS, INC., with its corporate office at 825 W. VickeryBlvd., Suite 100. Fort Worth, Texas 76104 and authorized to do business in Texas, ("ARCHITECT"), for a PROJECT generally described as: PROFESSIONAL DESIGNSERVICES FOR THE SOLID WASTE FLEET MAINTENANCE FACILITY SERVICES (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 7818 –Architectural Pre-Qualified List, which is on file at the purchasing office, and theScope of Services attached hereto as Attachment A. These services shall beperformed in connection with 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 $663,800 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 City of Denton. TexasProfessional Services AgreementRevised Date: 3/22/22 Page 1 of 19 DocuSign Envelope ID: 134C32AA-683748A2-A090-C4CCEE6E3316 SECTION 3 Terms of Payment Payments to the ARCHITECT will be made as follows: A. Invoice and Payment (1) The Architect shall provide the City sufficient documentation, including but not limited to meeting the requirements set forth in the PROJECT schedule as set forth in Attachment 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 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 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 furnishing customary services incidental thereto. City of Denton, TexasProfessional Services AgreementRevised Date: 3/22/22 Page 2 of 19 DocuSign Envelope ID: 134c32AA-6837=t8A2-A090-alCCEE6E3316 B. Standard of Care The ARCHITECT shall perform its services: (1) with the professional skill and care ordinarily provided by competent architects practicing in the same or similar locality and under the same or similar circumstances and professional license; and (2) as expeditiously as is prudent considering the ordinary professional skill 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 be performed 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 andsample 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 by CITY, which shall become the property of the CITY. CITY may use such drawings in any manner it desires; provided, however, that the ARCHITECT shall not be liable for the useof 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, andresponsibilities, including, but not limited to, all construction methods, means, City of Denton, TexasProfessional Services AgreementRevised Date: 3/22/22Page 3 of 19 DocuSign Envelope ID: 134C32AA-6837-48A2-A090-C4CCEE6E3316 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. (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 orresponsibility to visit the construction site to become famiIIar 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 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 a deviation 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 such certification to establish materials, systems or equipment and performancecriteria 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 current available 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 equipmentor 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. City of Denton, TexasProfessional Services AgreementRevised Date: 3/22/22 Page 4 of 19 DocuSign Envelope ID: 134C32AA-683748A2-A090-C4CCEE6E3316 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 ascertainthat the construction contractor has completed the work in exact accordance with theAGREEMENT Documents; that the final work will be acceptable in all respects; that theARCHITECT 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 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. The ARCHITECT is not responsible for any errors or omissions in the information from othersthat is incorporated into the record drawings. 1.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 agreements hereunder 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) City of Denton, TexasProfessional Services AgreementRevised Date: 3/22/22 Page 5 of 19 DocuSign Envelope ID: 134C32AA-683748A2-A090-C4CCEE6E3316 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 thecost of copies at the rate published in the Texas Administrative Code in effect as of the time copying is performed. J. INSURANCE (1 ) ARCHITECT’S INSURANCE a.Commercial General Liability – the ARCHITECT shall maintaincommercial 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 GeneralLiability insurance contains a general aggregate limit, it shall apply separately to this PROJECT or location. i.The CITY shall be included as an additional insured with all rights of defense under the CGL, using ISO additional insured endorsement or a substitute providing equivalent coverage, andunder the commercial umbrella, if any. This insurance shall apply as primary insurance with respect to any other insurance or self-insurance programs afforded to the CITY. The CommercialGeneral Liability insurance policy shall have no exclusions or endorsements that would alter or nullify: premises/operations,products/completed operations, contractual, personal injury, or advertising injury, which are normally contained within the policy,unless the CITY specifically approves such exclusions in writing. 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 general liability or commercial umbrella liability insurance maintained inaccordance with this AGREEMENT. b Business Auto – the ARCHITECT 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 architect owns no vehicles, coverage for hired or non-owned isacceptable. City of Denton, TexasProfessional Services AgreementRevised Date: 3/22/22Page 6 of 1 9 DocuSign Envelope ID: 134C32AA-683748A2-A090-CHCCEE6E3316 1.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 business auto liability orcommercial umbrella liability insurance obtained by ARCHITECTpursuant to this AGREEMENT or under any applicable autophysical damage coverage. C.Workers’ Compensation – ARCHITECT shall maintain workerscompensation 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 the extent 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, a claims-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 of insurance 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 AdditionalInsured thereon, subject to any defense provided by the policy, as its interests may appear. The term CITY shall include its employees,officers, officials, agents, and volunteers as respects the 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 insurance City of Denton, TexasProfessional Services AgreementRevised Date: 3/22/22 Page 7 of 19 DocuSign Envelope ID: 134C32AA-683748A2-A090-C4CCEE6E3316 documentation hereto shall not constitute a waiver of the insurance requirements. e.A minimum of thirty (30) days notice of cancellation shall be provided to the CITY. A ten (10) days notice shall be acceptable in the event of non-payment of premium. Notice shall be sent to the respective DepartmentDirector (by name), City of Denton, 901 Texas Street, Denton, Texas76209 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 strength and solvency to the satisfaction of Risk Management. g.Any deductible or self insured retention in excess of $25,000.00 thatwould change or alter the requirements herein is subject to approval bythe 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 subrogation in favor of the CITY as respects the PROJECT. i.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 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 ARCHITECT shall be City of Denton, TexasProfessional Services AgreementRevised Date: 3/22/22 Page 8 of 19 DocuSign Envelope ID: 134C32AA-6837+8A2-A090-C4CCEE6E3316 required by the ARCHITECT to maintain the same or reasonablyequivalent insurance coverage as required for the ARCHITECT. When sub consultants/subcontractors maintain insurance coverage,ARCHITECT shall provide CITY with documentation thereof on acertificate of insurance. K. Independent Consultant The ARCHITECT 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 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 businessrelationships with abutting property cities. The ARCHITECT further acknowledges that it will make 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 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 design criteria 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 designcriteria and/or practice standards criteria which are published after the date of thisAGREEMENT which the ARCHITECT could not have been reasonably aware of, theARCHITECT shall notify the CITY of such changes and an adjustment in compensation will be made through an amendment to this AGREEMENT. City of Denton. TexasProfessional Services AgreementRevised Date: 3/22/22 Page 9 of 19 DocuSign Envelope ID: 134C32AA-6837+8A2-A090-C4CCEE6E3316 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 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 andARCHITECT’s agents shall not engage in any discriminatory employment practice against individuals with disabilities as defined in the ADA. SECTION 5 Obligations of the City A. City-Furnished Data ARCHITECT 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 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 theCITY's facilities as may be required in connection with the ARCHITECT 's services. The CITY will be responsible for all acts of the CITY's personnel. C. Advertisements, Permits, and Access Unless otherwise agreed to in the Scope of Services, the CITY will obtain, arrange, andpay for all advertisements for bids; permits and licenses required by local, state, or federal authorities; and land, easements, rightsof-way, and access necessary for theARCHITECT 's services or PROJECT construction. City of Denton, TexasProfessional Services AgreementRevised Date: 3/22/22 Page 10 of 19 DocuSign Envelope ID: 134C32AA-683748A2-A090-C4CCEE6E3316 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 orbecomes 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. F. Asbestos or Hazardous Substances Release. (1) CITY acknowledges ARCHITECT will perform part of the work at CITY's facilities that may contain hazardous materials, including asbestos containingmaterials, or conditions, and that ARCHITECT 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 ARCHITECT 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 of ARCHITECT’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 with construction 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, orresulting from the architectural services performed. Only the CITYCity of Denton, TexasProfessional Services AgreementRevised Date: 3/22/22 Page 1 1 of 19 DocuSign Envelope ID: 134C32AA-683748A2-A090-C4CCEE6E3316 will be the beneficiary of any undertaking by the ARCHITECT." (2) This AGREEMENT gives no rights or benefits to anyone other than the CITY and the ARCHITECT and there are no third-party beneficiaries. (3) The CITY will include in each agreement it enters into with any other entity or person regarding the PROJECT a provision that such entity or person 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. I. CITYs Insurance (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 replacement cost value of the PROJECT. The CITY may provide ARCHITECT a copy of thepolicy 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 or requested assistance to support, prepare, document, bring, defend, or assist in litigationundertaken or defended by the CITY. In the event CITY requests such services of theARCHITECT, 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 amendmentto 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. City of Denton, TexasProfessional Services AgreementRevised Date: 3/22/22Page 12 of 19 DocuSign Envelope ID: 134C32AA-683748A2-A090-C4CCEE6E3316 B. Reuse of Project Documents 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 (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 suchnonperformance 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, 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 document the work underway at the time of the CITY’S termination for convenience so that the work effort is suitable for long time storage. (3) Prior to proceeding with termination services, the ARCHITECT will submit to theCITY an itemized statement of all termination expenses. The CITY'S approval will be obtained in writing prior to proceeding with termination services. City of Denton, TexasProfessional Services AgreementRevised Date: 3/22/22Page 13 of 19 DocuSign Envelope ID: 134C32AA-6837-+8A2-A090-C4CCEE6E3316 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 theARCHITECT 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 COMMITED 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, INTENTIONALTORT. 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 any litigation related to this AGREEMENT shall be Denton County, Texas. 1.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. Observe and Comply ARCHITECT 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 this City of Denton, TexasProfessional Services AgreementRevised Date: 3/22/22 Page 14 of 19 DocuSign Envelope ID: 134C32AA-683748A2-A090-C4CCEE6E3316 AGREEMENT and the work hereunder, and shall observe and comply with all orders, lawsordinances and regulations which may exist at the time the Documents are submitted for permitting by governing bodies having jurisdiction or authority for such enactment. Noplea of misunderstanding or ignorance thereof shall be considered. ARCHITECTAGREES TO DEFEND, INDEMNIFY AND HOLD HARMLESS CITY AND ALL OF ITSOFFICERS, AGENTS AND EMPLOYEES FROM AND AGAINST ALL CLAIMS ORLIABILITY ARISING OUT OF THE VIOLATION OF ANY SUCH ORDER, LAW,ORDINANCE, OR REGULATION, WHETHER IT BE BY ITSELF OR ITS EMPLOYEES. K. Immigration Nationality Act 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 andState laws as well as establish appropriate procedures and controls so that no services will 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 the right 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 Government Code, 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 the City that Architect: (1) does not boycott Israel; and (2) will not boycott Israelduring 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, ora 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, Architect certifies that Architect’s signature provideswritten verification to the City that Architect, pursuant to Chapters 2252 and 2270, City of Denton, TexasProfessional Services AgreementRevised Date: 3/22/22 Page 15 of 19 DocuSign Envelope ID: 134C32AA-683748A2-A090-C4CCEE6E3316 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 during the term of the contract. The terms “boycott energy company” and “company” shallhave the meanings ascribed to those terms in Section 809.001 of the Texas Government Code. By signing this agreement, Architect certifies that Architect’ssignature provides written verification to the City that Architect: (1) does notboycott energy companies; and (2) will not boycott energy companies during theterm of the agreement. Failure to meet or maintain the requirements under thisprovision 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 GovernmentCode, City is prohibited from entering into a contract with a company for goods 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 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 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 Certain Foreign-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 the requirements under Chapter 2274, and Engineer is, or will be in the future, (i) owned by City of Denton, TexasProfessional Services AgreementRevised Date: 3/22/22Page 16 of 19 DocuSign Envelope ID: 134C32AA-683748A2-A090-C4CCEE6E3316 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 2252.908 of the Government Code. The law states that the City may not enter into this contract unless the Contractor submits a disclosure of interested parties (Form 1295) to the Cityat the time the Contractor submits the signed contract. The Texas Ethics Commissionhas adopted rules requiring the business entity to file Form 1295 electronically with theCommission. Contractor will be required to furnish a Certificate of Interest Parties before the contractis awarded, in accordance with Government Code 2252.908. The contractor shall: 1. 2 3 4 5 6. 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 thesubject line. (EX: Contract 7818-004 – Form 1295) The City must acknowledge the receipt of the filed Form 1295 not later than the 30thday after Council award. Once a Form 1295 is acknowledged, it will be posted to the Texas Ethics Commission’s website within seven business days. R. Agreement Documents This AGREEMENT, including its attachments and schedules, constitutes the entire AGREEMENT, which supersedes all prior written or oral understandings, and may only bechanged by a written amendment executed by both parties. This AGREEMENT may be executed in one or more counterparts and each counterpart shall, for all purposes, 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: Attachment A - Scope of ServicesAttachment B – Conflict of Interest Questionnaire City of Denton, TexasProfessional Services AgreementRevised Date: 3/22/22 Page 17 of 19 DocuSign Envelope ID: 134C32AA-6837-48A2-A090-C4CCEE6E3316 These documents make up the AGREEMENT documents and what is called for by one shall be as binding as if called for by all. In the event of an inconsistency or conflict 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 that certain 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. City of Denton, TexasProfessional Services AgreementRevised Date: 3/22/22Page 18 of 19 DocuSign Envelope ID: 134C32AA-683748A2-A090-C4CCEE6E3316 Dulyll9}?f2BW by each party’s designated representative to be effective on BY:CITY OF DENTON, TEXAS BY:ARCHITECT DocuSlgned by: SMA quoth ';gg%flghsley, City Manager QUI 2BuygM,4:RCHITECTSDAI PKHNL INC 6801:i’Heirnan Principal Date. 10/28/2022 THIS AGREEMENT HAS BEENBOTH REVIEWED AND APPROVED as to financial and operational 9bliga@££ygnd business terms.7+„aCnn 9497142022-TEXAS ETHICS COMMISSIONCERTIFICATE NUMBERiT#m Interim Director of Facilities Title Faci 11 ties Mai ntenance Department Date Signed: 10/28/2022 APPROVED AS TO LEGAL FORM: MAP£ELHMAND, CITY ATrORNEY ArrEST: ROSAB!£a#HGITY SECRETARY R@4RLmBy: City of Denton, TexasProfessional Services AgreementRevised Date: 3/22/22Page 19 of 19 DocuSign Envelope ID: 134C32AA-683748A2-A09C)-C4CCEE6EI\1: 1 nCH MENT A ARCHITECTURE ' INTERIOR DESIGN May 2, 2022 Marissa Barrett Administration Manager City of Denton Airport & Facilities Management 215 E. McKinney St Denton, TX 76201 RE:Denton Solid Waste Fleet Maintenance Facility Services Quorum No: 22063 Quorum Proposal Revision 2 Marissa, We are pleased to respond to your request for a proposal for Professional Design Services for the Solid Waste Fleet Maintenance Facility Services. We anticipate developing a design working closely with the City’s leadership and guidance, along with the users, in a collaborative effort. Generally, we understand the project will include approximately 11,500 sq. ft., with three vehicle bays wide (3 end to end for a total of 6 vehicle bays) plus a support bay – roughly 105 x 100’ plus a mezzanine for general parts storage. Based on the published scope we are thinking 3-25’ bays and a 30’ bay, plus an exterior covered bay likely 25’ or 30’ wide. Generally, the scope is as listed in the Scope of Work Exhibit A provided by the City. Additionally, We anticipate a few site items like site lighting, fencing and gates, and a generator. We understand here is no fuel facility in this scope but it will have standard lubrication distribution and hose reels, and a simple power hose sprayer outside to wash off vehicles before working on them when necessary. We have attached Exhibits A, B, C and D. As discussed in our Teams call April 15 we will at this point plan to provide the topo survey and the Geotech (through our consultants) even though the Agreement provided by the City as currently written indicates Geotech and Survey being provided by Owner. BASIC DESIGN SERVICES A. Schematic Design – Based on the mutually agreed upon program, schedule and construction budget requirements, the Architect shall prepare, for approval by the City, Programming and Schematic Design Documents consisting of drawings and other documents illustrating the scale and relationship of Project components. Master Planning / Programming will be performed at the beginning of Schematic Design. Quorum will perform a Site Assessment and develop a program and Master Plan. The intent of this exercise will be to develop concept plans and work flow, analyzing pedestrian and work flow processes as program is being confirmed with the Owner. We have included one site visit and Owner meeting with this Schematic Design phase as well as up to three options for discussion with the Owner. Conceptual design during this phase will include up to three schemes for Owner’s consideration. We anticipate three client meetings during this phase. Architect will utilize related unit costs for similarly constructed facilities as a ARCHITECTURE ' INTERIOR DESIGN 825 W Vickery BFvd ' Suite 1 C)0 - Fort Worth, TX 76104 - 817.738.809S - www.qarch.com DocuSign Envelope ID: 134C32AA-683748A2-A090-C4CCEE6E3316 ARCHITECTURE ' INTERIOR DESiGN basis for using square foot costing methods. During Schematic Design, there shall be a topographic survey geotechnical work will both be initiated by Architect’s consultant based on conceptual preliminary drawings. Two preliminary renderings of the Facility showing proposed design will be included. Note that these will be very conceptual to be refined in later design phases. Deliverables for this phase will consist of preliminary drawings and a Design Narrative. B. Design Development – Based on the approved Schematic Design Document and any adjustments authorized by the city in the program, schedule or construction budget, the Architect shall prepare, for approval by the City, Design Development Documents consisting of drawings and other documents to fix and describe the size and character of the Project as to architectural, structural, mechanical, and electrical systems, site civil layouts, materials and such other elements as may be appropriate. Generally, most of the drawing sheets will be started. Architect shall update the two renderings from Schematic Design. Work during this phase will be coordinated with the City’s planning and development department as well as IT, Fire Marshall, and Facilities. City’s IT department will provide specific direction for IT, technology and security directing Architect what to include in the bidding and construction documents. The Architect shall advise the City of any adjustments to the preliminary estimate of Construction Cost. We have included three meetings with the City during this phase. Deliverables for this phase will consist of preliminary drawings and outline Specifications as well as an updated Design Narrative with the updated estimate. C. Construction Documents – Based on the approved Design Development Documents and any further adjustments in the scope or quality of the Project or in the construction budget authorized by the City, the Architect shall prepare, for approval by the City, Construction Documents consisting of Drawings and Specifications setting forth the requirements for the construction of the project. The Architect shall advise the City of known adjustments to previous preliminary estimates of Construction Cost indicated by changes in requirements or general market conditions. The Architect shall assist the City in preparation of the necessary bidding information, bidding forms, the Conditions of the Contract, and the form of Agreement betweenthe City and Contractor. Architect will assist in permit application and submission with final permit being obtained in the name of the selected contractor. We have included five meetings with the City during this phase. Deliverables for this phase will consist of final drawings and Specifications as well as an updated cost estimate. D. Bidding – The Architect will assist the City in bidding, including attending Pre-proposal meeting, development of addenda as necessary and answering bidder's RFI’s, questions of clarifications on the Documents, and other concerns. Architect will, as a part of the City’s review team, review and analyze proposals. Bidding documents will be electronic however Architect will provide a maximum of five (5) copies of conformed Documents and coordinate with Contractorto execute contracts. E. Construction Administration –The Architect shall provide administration of the Contractfor Construction as set forth below and in the General Conditions of the Contract for ARCHITECTURE ' INTERIOR DESIGN 825 W Vickery Blvd ' Suite 1 OO - Fort Worth, TX 761 04 - 817.738.8095 ' www.qarch.com DocuSign Envelope ID: 134C32AA-683748A2-A090-C4CCEE6E3316 ARCHITECTURE ' INTERIOR DESIGN Construction, unless otherwise provided in this Agreement. The Architect, as a representative of the City, shall visit the site at intervals appropriate to the stage of the Contractor’s operations, or as otherwise agreed by the City and the Architect, (1) to become generally familiar with and to keep the City informed about the progress and quality of the portion of the Work completed, (2) to endeavor to guard the City against defects and deficiencies in the Work, and (3) to determine, in general, if the Work is being performed in a manner indicating that the Work, when fully completed, will be in accordance with the Contract Documents. However, the Architect shall not be required to make exhaustive or continuous on-site inspections to check the quality or quantity of the Work. The Architect shall neither have control over or charge of, nor be responsible for, the construction means, methods, techniques, sequences nor procedures, or for safety precautions and programs in connection with the Work, since these are solely the Contractor’s rights and responsibilities under the Contract Documents. Architect will provide a maximum of five (5) copies of conformed Documents for use by the City and contractor (2 copies and 3 copies respectively). Architect shall also provide electronic copies of the Documents. The Architect shall report to the City known deviations from the Contract Documents. However, the Architect shall not be responsible for the Contractor’s failure to perform the Work in accordance with the requirements of the Contract Documents. The Architect shall not have control over or charge of and shall not be responsible for acts or omissions of the Contractor,Subcontractors, or their agents or employees, or of any other persons or entities performing portions of the Work. For the purpose of this proposal, we have assumed a maximum of eighteen (18) site visits and four (4) virtual OAC meetings over a twelve (12) month total construction period, including a pre-construction meeting, one (1) substantial completion inspection, and one (1) final review visit. Additional visits may be performed as Additional Services. At completion of construction Architect shall coordinate with Contractor and use their provided as-built drawings along with the architect’s changes during construction, to produce hard copy and electronic Record Documents, as required by the City. SPECIAL SERVICES A.Geotechnical - As requested by the City, the Architect will be required to procure the services of Geotechnical engineer to provide a geotechnical report. Our proposal assumes four building borings up to 25’ as well as four pavement borings at 5’ deep in this area with underground relying on the Owner’s data for utility coordination. B Civil Engineer - As directed by the City, the Architect shall procure the services of civil engineer to include necessary site civil design as part of the construction documents, including on-site work such as grading, drainage, storm, paving, and utility plans, as well as erosion control, Stormwater detention / hydrology and drainage calculations if required, for the area disturbed and affected by development of a new facility on site. Detention design assumes Architect’s consultants will prepare detention calculations and size a dry detention pond for the proposed site meeting current City requirements. Detention calculations, volume cross sections and the detention outfall will be provided ARCHITECTURE ' INTERIOR DESIGN 825 W Vickery Blvd . Suite I00 - Fort Worth, TX 761 Q4 - 817.738.8095 •www.qarch .com DocuSign Envelope ID: 134C32AA-6837+8A2-A090-C4CCEE6E3316 ARCHITECTURE ' INTERIOR DESIGN on the storm sewer plan. This scope assumes that all detention can be contained in a gravity drained dry detention pond, and that underground detention and a lift station will not be required. It also assumes that the city will not require Platting, FEMA or wetlands studies for the proposed outfall. C.Survey - As requested by the City, the Architect will be required to procure the services of professional surveyor for a topographic survey. We have assumed the Owner has a recent boundary survey from which the topo survey may be developed using boundary and monument information provided by the Owner. We also assume the area to be surveyed includes that area generally within the existing fenced area out to and including the access roadway to the North. D. E. Landscape Architect - Architect shall procure the services of a Landscape Architect to provide landscape and irrigation drawings to code required minimum standards. Interior Design – Architect will utilize the services of an Interior Designer to propose materials and finishes during Design Development and Construction Documents, as well as to review certain submittals during Construction Administration. F.Cost Estimating - As requested by the City, the Architect will be required to procure the services for professional cost estimating, providing a square foot cost from recent similar projects for Schematic Design, then detailed estimates as part of DD and CD deliverables. G.TDLR Review and Inspection - Architect to coordinate TDLR review and inspection with local TDLR RAS (likely either Sharon or Kevin Krueger at K+K, or Mary Davies at RED Ink) or a preferred RAS of choice by City of Denton. H.FFE Procurement (as an alternate) - As requested by the City, the Architect may be required to procure the services for FFE procurement using the City’s State purchasing contracts. This will be provided by our Interior Designer, if requested, as supplemental or special services. ARCHITECTURE ' INTERIOR DESIGN 825 W Vickery Blvd - Suite 1 OO - Fort Worth. TX 761 C)4 - 817.738.8095 . www.qarch.com DocuSign Envelope ID: 134C32AA-683748A2-A090-C4CCEE6E3316 ARCHITECTURE ' INTERIOR DESIGN COMPENSATION Compensation for Basic and Special Services as described herein is proposed to be a lump sum fee as described below, invoiced on percent complete each month: 1.BASIC DESIGN and CONSTRUCTION PHASE SERVICES A. Schematic Design $ 89000 B. Design Development $ 114,000 C. Construction Documents $ 147,000 D. Bidding $ 20,000 E. Construction Admin $129,000 Total Basic Services $499,000 2.SPECIAL SERVICES Geotechnical B. Civil Engineering C. Survey D. Landscape Architecture E. Interior Design (fixed) F. Cost Estimating G. TDLR review and inspection Total Special Services A $ 15,000 $ 75,000 $12,000 $ 14,000 $16,000 $23,000 $ 2,800 $157,800 + Total of all proposed design services $656,800 + Plus estimated reimbursable expenses of $7,000 *Proposed Alternates requested by the City are not indicated here but are in Exhibit D 3. The following 2022 hourly rate schedule will be utilized for additional services if such services are requested by the City. Rates are subject to change each calendar year. Principal Project Manager Project ArchitectArchitect Intern Architect/DesignerTechnical Staff Project ClericalAdministration Project DesignerStudent Intern 215.00 185.00 160.00 140.00 130.00 120.00 80.00 80.00 150.00 60.00 ARCHITECTURE ' INTERIOR DESIGN 825 W Vickery Blvd - Suite 1 OO - Fort Worth, TX 761 C)4 . 817.738.809S • www.qarch.com DocuSign Envelope ID: 134C32AA-683748A2-A090-C4CCEE6E3316 ARCHITECTURE ' INTERIOR DESIGN 4. Additional Services (Optional) – if there is a request to expand the scope of Basic Services, or to include Additional Services in the future, the fee will be negotiated based on the specific scope. This may include may include, but not be limited to, Coordination or permitting with TCEQ based on site location in a Landfill area, FFE selection and procurement, videos, additional renderings, extensive site plan submittals if required by the City, design of fuel / wash facilities, permanent lifts (mobile lifts included), or lube pits, fees paid for approvals of authorities having jurisdiction, Life-Cycle cost analysis, Commissioning, LEED Compliance, revisions to previously approved work, Platting, off-site utility design or other off-site work, Left turn lane or deceleration lanes, subsurface utility locations as part of surveying, LOMR and CLOMR studies, water quality analysis, easement abandonment& environmental or wetland studies, coordination or permitting with USACE or TCEQ and multiple designs for comparison or bidding after Schematic Design. Additional Services work shall not be completed unless and untilapproved by the City. 5. Payments shall be made within 30 days of receipt of invoice. Accounts unpaid 30 days after the receipt of the invoice may be subject to a monthly service charge of 1.5% (or the legal rate) on the then unpaid balance. Although the original requested schedule by staff was to complete CDs by February 12th, we feel a proposed overall schedule of starting June 15 and completing documents by March 3, 2023, seems more reasonable at this point, assuming we have a Notice to Proceed by June 15, 2022 and are able to schedule meetings with City personnel and various departments within two weeks of when requested, including a DRC type meeting in Design Development. Of course we will continue to target early completion of each phase in an effort to align more closely with the requested schedule. This proposed schedule may be affected or extended, based on scheduling of various meetings and response times or additional work such as TCECI coordination, platting, USCAE studies, or other additional services not included in our proposal. Once we receive the Notice to Proceed, we will convert this schedule to a calendar type schedule and update it with each submittal. Architect shall not be held responsible for delays caused by the City such as changes in Design after approval, delays in returning review comments or delays in the City scheduling interim review meetings within each phase. SCHEDULE CITY RESPONSIBILITIES 1. City shall provide copies of any pertinent information, which affects the property including, but not limited to, an Environmental Assessment of the site, information on hazardous materials, a current Title Commitment, asbestos survey of building to be demolished, flood information, Zoning and Development Ordinances, etc. ARCHITECTURE ' INTERIOR DESIGN 825 W Vickery Blvd - Suite 1 OO - Fort Worth, TX 761 04 - 817.738.8095 ' www.qarch.com DocuSign Envelope ID: 134C32AA-683748A2-A090-C4CCEE6E3316 ARCHITECTURE ' INTERIOR DESIGN ADDITIONAL INFORMATION 1. Quorum Architects, Inc. will provide the City with architectural services as required and agreed upon for satisfactory and normal completion of this project. The Architect shall exercise usual and customary professional care in his efforts to comply with those laws, codes, ordinances, and regulations, which are in effect as of the date of this agreement. 2. The Architect and its Consultants shall have no responsibility for the discovery, presence, handling, removal or disposal of or exposure of persons to hazardous materials in any form at the Project site. 3. In performing Architectural Services, the Architect shall use that degree of care and skill ordinarily exercised under similar circumstances by competent members of the architecture profession. Notwithstanding compliance with this standard of care, the City can normally anticipate that some changes and adjustments in the project will be required either during or after construction. The City agrees to establish a construction contingency fund of no less than 5% of the estimated construction cost to cover the reasonably anticipated costs of these changes and adjustments as well as, changes due to code revisions and field conditions. The City agrees not to seek any costs from the design team for changes or additions during construction unless aforementioned contingency funds are exhausted by non-City initiated changes. 4. Texas law requires registrants to provide all clients with the following written statement: “The Texas Board of Architectural Examiners, P.O. Box 12337, Austin, Texas 78711-2337 or 333 Guadalupe, Suite 2-350, Austin, Texas 78701-3942, (512) 305-9000, has jurisdiction over individuals licensed under the Architect’s Registration Law, Texas Civil Statutes, and Article 249a”. 5. Architect shall not be liable for or be deemed in breach because of delays caused by any factor outside of its reasonable control. Due to the circumstances surrounding COVID-19, situations may arise during the performance of this Agreement that affect availability of resources and staff of Architect, the client, other consultants, and public agencies. There could be changes in anticipated delivery times, jurisdictional approvals, and project costs. Architect will exercise reasonable efforts to overcome the challenges presented by current circumstances, but shall not be liable to Client for any delays, expenses, losses, or damages of any kind outside of its complete control. Thank you for trusting Quorum Architects, Inc. to assist you in this endeavor. Sincerely, Quorum Architects, Inc.L216£lDavid G. [>uman, AIA Texas registration #14305 Quorum Architects, Inc ARCHITECTURE ' INTERIOR DESIGN 825 W Vickery Btvd ' Suite 1 OO - Fort Worth. TX 76104 - 817.738.8095 ' www.qarch.com DocuSign Envelope ID: 134C32AA-683748A2-A090-C4CCEE6E3316 lth Peak Program Value, LLC CITY OF DENTON SOLID WASTE MAINTENANCE FACILITY (DSWF) 3 MAR 2022 SCOPE OF WORK - REV 05.00 I. PROJECT INFORMATION A.SITE 1. This project is located in City of Denton’s Municipal Solid Waste & Public Disposal Facility at 1527 South Mayhill Road. 2. Reference the attached site plan for location of new Fleet Services Facility. The existing 2 bay structure will be demolished to accommodate the new building & site footprint. B.PROJ ECT OVERVIEW 1. The existing 2 bay Fleet Annex is a converted metal building for temporary 2 bay Fleet Services for minor repairs & services to get trucks back on the road. 2. Major repairs are now done at Texas Street Facility causing downtime, lost productivity & operational inefficiency. 3. A new Fleet Services Maintenance Facility will make it convenient for drivers to drop off trucks immediately for repairs and preventative maintenance as needed. C PROJECT SCOPE 1. The new facility will include six maintenance bays & one support bay for heavy equipment with the following configuration:J V Two (2) 30’-0" W x 50’-0” D maintenance bays (back-to-back w/ total depth of 100’-0"). Four (4) 25’-0” W x 50’-0” D maintenance bays (back-to-back w/ total depth of 100’).0"); and opening out to a fenced storage yard. One (1) 25’-0” W x 100-0" D support & office space.J 105 x 100 = 10,500sf plusrnezzanlne 2. 3. 4. 5. 6. All maintenance bays will have 10’-0” W x 14’-0” H overhead doors The support bay will only have one (1) 10’-0” W x 14’-0” H overhead door. Provide a canopy the full length of the building, projecting out 5’-0" to cover bay door entrance. Provide eight (8) employee parking spaces w/ one being TAS/ADA compliant. Support services will include but are not limited to, air compressor room; parts room w/ mezzanine; break room; storage; 2 unisex restrooms; each to have two 5’-0” H x 15" W x 12" D lockers & uniform racks; parts room & counter adjacent to corridor leading to outside. Other program elements include: A mobile “spider” lift; LED bay lighting; pendant CHU heating; Methane monitors in enclosed areas; & overhead 5-ton crane. Provide truck “ready line" space for 6 trucks; & truck “down line” space for 15 trucks. Provide a 50’-0” W turning space & 10’-0” W alley for truck parking behind the building. 7. 8. 9. DocuSign Envelope ID: 134C32AA-6837-48A2-A090-C4CCEE6E3316 DSWF Scope of Work – 3 MAR 2022 REV 05.00 Page 2 of 2 D. EXCLUSIONS 1. There will be no cooling in the service bays. 2. Removal of the existing Methane Generator from proposed site is City of Denton. 11.BUDGET Budget is to be determined. 111.SCHEDULE 15 JUN 2022 12 FEB 2023 12 JUN 2023 12 MAR 2023 12 MAY 2023 Notice to proceed with design services 100% Construction Documents complete Notice to Proceed with Construction Construction Substantial Completion Facility Fully Operational DocuSign Envelope ID: 134C32AA483748A2.A090.C4CCEE6E3316 City of Denton's Solid Waste Fleet Maintenance Facility PSA - - Basic and Additional Services Updated on 30 MAR 2022 Printed on 3/30/2022 @ 4:26 PM aE }{Ui} Clarifications & Assumptions V) ri .01 .02 .03 .04 .05 .06 .07 .08 .09 10 .01 .02 .03 .04 .05 .06 .07 .01 .02 .03 .04 ,05 ,06 ,07 .08 ,09 .09 10 11 01 02 03 04 05 .06 ,07 .08 ,09 10 ,11 ,12 13 14 15 © Management of Owner's Consultants Public Agency Consulting/Review/Approval Owner-Supplied Data Coordination Design Team Schedule Development/Monitoring Presentation to City Council for Project Approval Presentation(s) to Owner's Stakeholders Meetings with Owner's Stakeholders Preliminary Estimate of Cost of the Work r Preliminary Programming Programming Verification Space Schematics/Flow Diagrams Existing Facilities Surveys Marketing Studies Economic Feasibility Studies Project Financing Site Analysis and Selection Site Development Planning Detailed Site Utilization Studies Multiple Preliminary Site Designs On-Site Utility Studies Environmental Studies and Reports Site Surveying Zoning Processing Assistance Final Approvals by AHJs and Building Permit Landscape Design Civil Engineering e ng Multiple Preliminary Building Designs Finalize Selected Preliminary Design Conceptual Cost Estimating Interior Design - Fixed Finishes + Furnishings Layout Telecommunications/Data Design Audiovisual Systems Design Security Systems Design Industry Standard Environmentally Responsible Design Detailed Cost Estimating Value Engineering Life Cycle Cost Analysis Schematic Design Documents Design Development Documents Fine Arts and Crafts Construction Documents City at mtgs; approval responsibility is AE's A IA AE ; graphic mat’I + attend/support City staff A C A A hi tn 3 Viable Schemes for City Choice\To NP Building, Ped & Vehicular Options on Pad Site Location of Tie-ins & Distribution on Pad Site Preliminary & Other Studies by CityC C Assume Use by Right for in Place for this Facility City Has AHJ List; AE to Get Project Approvalsla cd Tma R-m C Systems & Parametric Estimating Approach i :F; IT/Internet Access/WAPs , VOIP Systems, etc. HDTV, Audio System & Media Access Systems Bldg Access Cntrl, CCTV & Motion Detection Basis Services; LEED Certification = Add Alternate Level of Detail per Standards of the Industry A NA IA 1 NA Public Art Design by City; Coordination by AE \\ not sure why this is needed for this project and not sure what City wants - therefore we excluded this RFP Exhibit C - Scope of Services . Solid Waste Fleet Page 1 of 3 O 2021 All Rights Reserved by Peak Program Value, LIC. DocuSign Envelope ID: 134C32AA4837-48A2-A090-C4CCEE6E3316 City of Denton's Solid Waste Fleet Maintenance Facility PSA . - Basic and Additional Services Updated on 30 MAR 2022 Printed on 3/30/2022 @ 4:26 PM S)it!El{{{ i!!! i Clarifications & Assumptions:C grIba Includes On-site Observatiome ConstructionAA AE to Get Project ApprovalsCity Has AHJ ADA Compliant DesIgn Final A vals by AHJs and Building Permitma== Addenda Procurement Process & Document Management Analysis of Alternates Pre-Bid Conf & Bid Evaluation Assistance tAwardBid An RFP Exhibit C - Scope of Services . Solid Waste Fleet Page 2 of 3 © 2021 All Rights Reserved bY Peak Program Value, LLC DocuSign Envelope ID: 134C32AA€83748A2-A090-C4CCEE6E3316 City of Denton's Solid Waste Fleet Maintenance Facility PSA - - Basic and Additional Services Updated on 30 MAR 2022 Printed on 3/30/2022 @ 4:26 PM ,e - Clarifications & Assumptions ,01 ,02 03 .04 .05 .06 ,07 .08 09 .01 .02 .03 .04 .05 .06 .01 .02 .03 .04 .05 .06 .07 .08 .09 jxqdl.I.Ir+q.I,n11'[,11.],1.]!HJrva tm Construction Meetings On-site Submittal Processing & Review Information Request Response & Clarification Application for Payment Review and Certification On-going Site Observations During Construction Furnishings Acceptance After Delivery & Installatiol Punchlist at Substantial Completion + Final Inspection 11-Month Warranty Observation Building Information Modeling Renderings Building Energy Modeling Building Commissioning (B211) Furnishings Procurement, & Installation Management s Off-Site Utility Studies Area-wide Security Evaluation and Planning (B206) Formal Value Analysis & Value Studies LEED Certification (B214) Historic Preservation (B205) Tenant-Related Services Full Time Representation Onsite Post -Occupancy Project Performance Evaluation a !'i LP)Observation of Readily Apparent Defects td AS AS A{ E See Fee & Reimbursables AS I AS Assume Contractor's "Redlines" Will be Provided 8] }; o6 @ 6 beRM AS I AS AS Assume Site Has Sufficient Existing Utility Feeds Threat Assessment Study for Off-site Area AS ms Fee TBD if Needed; No Fee Req'd w/RFP Response AS Basic Services Include Standard CA Observations Fee TBD if Needed; No Fee Req'd w/RFP Response Responsibility Key Architect's Basic Services Architect's Additional Services AS 0 C NP NA Owner's Responsibility (Either In-House or Contracted) Completed Previous to this Agreement Not Provided by Either the Owner or Architect Not Applicable to the Project RFP Exhibit C - Scope of Services . Solid Waste Fleet Page 3 of 3 © 2021 All Rights Reserved by Peak Program Value, LIC. IE 8la gEL3 : VI g6 B 3i }iI i $2i 31 C)eu 11-U)e)U :e)U)RC9 hEla <laCISC)V)ISon <10a ineBCQ)a6a LS q)C)etBCBC'aE3aaBinegB in 7)8i L) <E2a =a b la6Ul iii : : Hi id C)OC)gg gJ F#g tS8 6aB :111 tB 1g =a ggE dr8Si)g g-ea 8)S 3i ii & I DocuSign Envelope ID: 134c32AA-6837+8A2-A090-c4ccEE6E3;a- ' ATrACH MENT B 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. An offense under this section is amisdemeanor.a Mig. QUORUM ARCHITECTS, 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 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 subparls A, B, C & D), must be completed for each officer with whom the vendor has an employment or other business relationship as defined by Section 176.00 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 a 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?a Yes E 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? D Yes H No 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. 10/28/2022 ltal entityEIHM\ M Date DocuSign Envelope ID: 134C32AA-683748A2-A090-C4CCEE6E3316 CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity Acomplete copy of Chapter 176 ofthe Local Government Code may be found at http://www.statutes.legis.state.tx.us/ Docs/LG/htm/LG 176.htm. For easy reference, 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 ofa 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) A local 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 52,500 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 valdoc (B) has given to the local government officer or a family member ofthe officer one or more gifts that have an aggregate value ofmore 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 govemmental entity is considering entering into a contract with the vendor. Local Government Code $ 176.006{a) and (a-1) (a) Avendor 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 governmental entity, or a family member ofthe 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 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 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 govemmentai 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 omcer. City of Denton Ethics Code Ordinance Number 18-757 Definitions Relative: a family member related to a City Official within the third 3d degree of affinity (marriage) or consanguinity fblood 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 owners from whom the City acquires public rightnf-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 ($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 [kx:uSign Certificate Of Completion Envelope Id: 134C32AA683748A2A090C4CCEE6E3316 Subject: Please DocuSign: City Council Contract 7818-004 Solid Waste Source Envelope: Document Pages: 35 Certificate Pages: 6 AutoNav: Enabled Status: Completed Fleet Maintenance Facility Services Signatures: 6 Initials: 1 Envelope Originator: Christa Christian 901 B Texas Street Denton, TX 76209 Christa.Christian@cityofdenton.com IP Address: 198.49.140.10 Envelopeld Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) Record Tracking Status: Original 10/26/2022 2:30:50 PM Holder: Christa Christian Christa.Christian@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Sent: 10/26/2022 2:36:23 PM Viewed: 10/26/2022 2:36:40 PM Signed: 10/26/2022 2:37:04 PM Christa Christian christa.christian@cityofdenton.com Completed Senior Buyer City of Denton Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure:Not Offered via DocuSign 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: 10/26/2022 2:37:08 PM Viewed: 10/26/2022 2:37:49 PM Signed: IQ/26/2022 2:38:06 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) 'Doa6bned br IhaytL£hbAhb.48070831B4M438 Sent: 10/26/2022 2:38:11 PM Viewed: 10/27/2022 10:10:19 PM Signed: 10/27/2022 10:13:32 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.104 Electronic Record and Signature Disclosure: Not Offered via DocuSign David Duman davidd@qarch.com Principal, Vice President Security Level: Email, Account Authentication(None) Sent: 10/27/2022 10:13:37 PM Viewed: 10/28/2022 7:51 :02 AM Signed: 10/28/2022 8:45:19 AM Signature Adoption: Pre-selected Style Using IP Address: 74.112.121.69 Electronic Record and Signature Disclosure:Accepted: 10/28/2022 7:51 :02 AMID: b0053cac-985c4fd4-b297ebe737b9170d Signer Events Trevor Crain trevor.crain@cityofdenton.com Interim Director of Facilities Security Level: Email, Account Authentication(None) Signature Timestamp Sent: 10/28/2022 8:45:23 AM Viewed: 10/28/2022 9:18:31 AM Signed: 10/28/2022 9:19:27 AM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Accepted: 10/28/2022 9:18:31 AMID: 9d54beb3-1 15b-+b9e-900946430303c340 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: 10/28/2022 9:19:31 AM Viewed : 11/1 6/2022 9:19:15 AM Signed: 11/16/2022 9:19:34 AMUsing IP Address: 198.49.140.10 Sara Hensley sara.hensley@cityofdenton.com City Manager City of Denton Security Level: Email, Account Authentication(None) Sent: 11/1 6/2022 9:19:38 AM Viewed: 11/1 6/2022 9:20:02 AM Signed: 11/16/2022 9:20:12 AM Signature Adoption: Pre-selected Style Using IP Address: 107.77.198.132 Signed using mobile Electronic Record and Signature Disclosure:Not Offered via DocuSign Rosa Rios rosa.rios@cityofdenton.com City Secretary Security Level: Email, Account Authentication(None) 'DocuSlgned bH I R+++ R&# ,IC5CA8C5EI 75493. Sent: 11/16/2022 9:20:16 AM Viewed: 11/1 6/2022 4:40:08 PM Signed: 11/16/2022 4:40:39 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Accepted: 11/1 6/2022 4:40:08 PMID: efb984ae-0b594f23-9792-3a20b7cc528f In Person Signer Events Signature Status Timestamp Editor Delivery Events Timestamp Agent Delivery Events Status 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: 10/26/2022 2:37:08 PM 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: 10/28/2022 9:19:31 AM Viewed: 10/28/2022 9:58:51 AM City Secretary Office citysecretary@cityofdenton.com Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Sent: 11/16/2022 4:40:44 PM Viewed: 11/17/2022 10:21 :12 AM Hailey Payne hailey.payne@cityofdenton.com Administration Manager City of Denton Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure:Not Offered via DocuSign Sent: 11/16/2022 4:40:47 PM Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Envelope Sent Certified Delivered Signing Complete Completed Status Timestamps 10/26/2022 2:36:23 PM 11/1 6/2022 4:40:08 PM 11/1 6/2022 4:40:39 PM 11/1 6/2022 4:40:47 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: David Duman, Trevor Crain, Rosa Rios ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through your DocuSign, Inc. (DocuSign) Express user account. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to these terms and conditions, please confirm your agreement by clicking the 'I agree’ button at the bottom ofthis document Getting paper copies At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. For such copies, as long as you are an authorized user of the DocuSign system you will have the ability to download and print any documents we send to you through your DocuSign user account for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a $0.00 per-page fee. You may request delivery of such paper copies from us by following the procedure described below. Withdrawing your consent If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below. Consequences of changing your mind If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format,and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. To indicate to us that you are changing your mind, you must withdraw your consent using the DocuSign 'Withdraw Consent' form on the signing page of your DocuSign account. This will indicate to us that you have withdrawn your consent to receive required notices and disclosures electronically from us and you will no longer be able to use your DocuSign Express user account to receive required notices and consents electronically from us or to sign electronically documents from us. All notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through your DocuSign user account all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. How to contact City of Denton: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: purchasing@cityofdenton.com To advise City of Denton of your new e-mail address To let us know of a change in your e-mail address where we should send notices and disclosures electronically to you, you must send an email message to us at melissa.kraft@cityofdenton.com and in the body of such request you must state: your previous e-mail address, your new e-mail address. We do not require any other information from you to change your email address.. In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected in your DocuSign account by following the process for changing e-mail in DocuSign. To request paper copies from City of Denton To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an e-mail to purchasing @cityofdenton.com and in the body of such request you must state your e-mail address, full name, US Postal address, and telephone number. We will bill you for any fees at that time, if any.To withdraw your consent with City of Denton To inform us that you no longer want to receive future notices and disclosures in electronic format you may: i. decline to sign a document from within your DocuSign account, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may; ii. send us an e-mail to purchasing@cityofdenton.com and in the body of such request you must state your e-mail, full name, IS Postal Address, telephone number, and account number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process.. Required hardware and software Operating Systems Browsers (for SENDERS Browsers (for SIGNERS): Windows2000? or WindowsXP? Internet Explorer 6.0? or above mlet Explorer 6.o?, Mozilla FireFox 1.oNetScape 7.2 (or above Access to a valid email account xScreen Resolution Enabled Security Settings •Allow per session cookies •Users accessing the internet behind a Proxy Server must enable Hmp 1.1 settings via roxy connection ## These minimum requirements are subject to change. If these requirements change, we will provide you with an email message at the email address we have on file for you at that time providing you with the revised hardware and software requirements, at which time you will have the right to withdraw your consent. Acknowledging your access and consent to receive materials electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please verify that you were able to read this electronic disclosure and that you also were able to print on paper or electronically save this page for your future reference and access or that you were able to e-mail this disclosure and consent to an address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format on the terms and conditions described above, please let us know by clicking the ’I agree' button below. By checking the ’I Agree' box, I confirm that: • I can access and read this Electronic CONSENT TO ELECTRONIC RECEIPT OF ELECTRONIC RECORD AND SIGNATURE DISCLOSURES document; and • I can print on paper the disclosure or save or send the disclosure to a place where I can print it, for future reference and access; and • Until or unless I notify City of Denton as described above, I consent to receive from exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to me by City of Denton during the course of my relationship with you. br r • • ; a I q b V F e