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22-2422ORDINANCE NO. 22-2422 AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICIPAL CORPORATION, AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONALSERVICES AGREEMENT WITH FREESE AND NICHOLS, INC., TO PROVIDE DESIGNSERVICES, BIDDING ASSISTANCE, AND CONSTRUCTION PHASE SERVICES FOR THERAY ROBERTS WATER TREATMENT PLANT CHEMICAL SYSTEMS IMPROVEMENTPROJECT FOR THE WATER UTILITIES DEPARTMENT; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFQ7574-014– PROFESSIONAL SERVICES AGREEMENT FOR DESIGN SERVICES AWARDED TO FREESE AND NICHOLS, INC ., IN THE NOT-TO-EXCEED AMOUNT OF $2,233,740.00). WHEREAS, on March 23, 2021, the City Council approved a pre-qualified engineer list for Water and Wastewater (Ordinance 21-546), and the professional services provider (the “Provider”) mentioned in this ordinance is being selected as the most highly qualified on the basis of its demonstrated competence and qualifications to perform the proposed professional services; and WHEREAS, this procurement was undertaken as part of the City’s governmental function; and WHEREAS, the fees under the proposed contract are fair and reasonable and are consistent with, and not higher than, the recommended practices and fees published by the professional associations applicable to the Provider’s profession, and such fees do not exceed the maximum provided by law; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Manager, or their designee, is hereby authorized to enter into an agreement with to Freese and Nichols, Inc., to provide design services, bidding assistance, and construction phase services for the Ray Roberts Water Treatment Plant Chemical Systems Improvement Project for the Water Utilities Department, a copy of which is attached hereto and incorporated by reference herein. SECTION 2. The City Manager, or their designee, is authorized to expend funds as required by the attached contract. SECTION 3. The City Council of the City of Denton, hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under this ordinance to the City Manager of the City of Denton, or their designee. SECTION 4. The findings in the preamble of this ordinance are incorporated herein byreference. SECTION 5. This ordinance shall become effective immediately upon its passage and approval. s e c o n d = rrn t i o n & F T E::= R& ag n a n c e \v a s r)[1 : thEoHthe following vote b - JI] : Aye Nay Abstain Absent Mayor Gerard Hudspeth: Vicki Byrd, District 1 : Brian Beck. District 2: Jesse Davis. District 3 : VACANT, District 4: Brandon Chase McGee, At Large Place 5 : Chris Watts, At Large Place 6: \/ V b/ P/ / P PASSED AND APPROVED this the bR day of .tbQc£„bar 2022 HOA ATTEST:D\\lULl II/I/ROSA RIOS BY LECW,TARY APPROVED AS TO LEGAL FORM:MACK REINWAND, CITY ATTORNEY BEi:anliiagr::IIa YuE::c: :uTcTry d BY: –\N,C\'ctU Date: 2022.1 1.18 17:0254 -06’(>0' \ \)N\Vb -:,an;„.,H, J„„„@,„y,rd,„“ DocuSign Envelope iD: AA7C06C9-2E38-4DD4-9790-F3547CC19A05 DENTON Docusign City Council Transmittal Coversheet 7574–014PSA File Name I RRMrp CHEMICAL SYSTEMS IMPROVEMENTS PROJECT P„,h„i,g C,„t„t c 'Y;t;1 w“tb’"k City Co,n,iI T„g,t D,t, ' ='="'=- 6 ’ 2022 Piggy Back Option Contract Expiration Ordinance Not Applicab1 e N/A 22-2422 DocuSign Envelope ID: AA7C06C9-2E38-4DD4-9790-F3547CC19A05 CITY OF DENTON, TEXAS STANDARD AGREEMENT FOR ENGINEERING RELATED PROFESSIONALSERVICES This AGREEMENT is between the City of Denton, a Texas home-rule municipality ("CITY"), and FREESE AND NICHOLS, INC., with its corporate office at 801 Cherry St.,STE 2800, Fort Worth, TX 76102 and authorized to do business in Texas, ("ENGINEER"), for a PROJECT generally described as: RRWTP Chemical Systems ImprovementsProject (the "PROJECT"). SECTION 1 Scope of Services A. The CITY hereby agrees to retain the ENGINEER, and the ENGINEER herebyagrees to perform, professional engineering services set forth in the Scope ofServices attached hereto as Attachment A. These services shall be performed inconnection with the PROJECT. B.Additional services, if any, will be requested in writing by the CITY. CITY shall notpay for any work performed by ENGINEER or its consultants, subcontractors and/or suppliers that has not been ordered in advance and in writing. It is specifically agreed that ENGINEER shall not be compensated for any additional work resultingfrom oral orders of any person. SECTION 2 Compensation and Term of Agreement A. The ENGINEER shall be compensated for all services provided pursuant to thisAGREEMENT in an amount not to exceed $2,233,740.00 in the manner and in accordance with the fee schedule as set forth in Attachment A. Payment shall beconsidered full compensation for all labor, materials, supplies, and equipmentnecessary to complete the services described in Attachment A. B.Unless otherwise terminated pursuant to Section 6. D. herein, this AGREEMENT shall be for a term beginning upon the effective date, as described below, and shall 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. ENGINEER shall proceed diligently with the PROJECT to completion as described in the PROJECT schedule as set forth in Attachment A. SECTION 3 Terms of Payment City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22Page 1 of 18 DocuSign Envelope ID: AA7C06C9-2E38-+DD4-9790-F3547CC19A05 Payments to the ENGINEER will be made as follows: A. Invoice and Payment (1 ) The Engineer shall provide the City sufficient documentation, including but notlimited to meeting the requirements set forth in the PROJECT schedule as set forth in Attachment A to reasonably substantiate the invoices. (2) The ENGINEER will issue monthly invoices for all work performed under thisAGREEMENT. Invoices for the uncontested performance of the particular services are due and payable within 30 days of receipt by City. (3) Upon completion of services enumerated in Section 1, the final payment of anybalance for the uncontested performance of the services will be due within 30 days of receipt of the final invoice. (4) in the event of a disputed or contested billing, only that portion so contested will be withheld from payment, and the undisputed portion will be paid. The CITYwill exercise reasonableness in contesting any bill or portion thereof. Nointerest will accrue on any contested portion of the billing until mutually resolved. (5) if the CITY fails to make payment in full to ENGINEER for billings contested ingood faith within 60 days of the amount due, the ENGINEER 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 ENGINEER shall haveno liability to CITY for delays or damages caused the CITY because of suchsuspension of services. SECTION 4 Obligations of the Engineer A. General The ENGINEER will serve as the CITY's professional engineering representative underthis AGREEMENT, providing professional engineering consultation and advice and furnishing customary services incidental thereto. B. Standard of Care The ENGINEER shall perform its services: (1) with the professional skill and care ordinarily provided by competent engineers practicing in the same or similar locality and under the same or similarcircumstances and professional license; and City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 2 of 18 DocuSign Envelope ID: AA7C06C9-2E384DD4-9790-F3547CC19A05 (2) as expeditiously as is prudent considering the ordinary professional skill andcare of a competent engineer. C. Subsurface Investigations (1) The ENGINEER shall advise the CITY with regard to the necessity forsubcontract work such as special surveys, tests, test borings, or other subsurface investigations in connection with design and engineering work to be performed hereunder. The ENGINEER 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, the actual characteristics may vary significantly between successive test points and sample intervals and at locations other than where observations, exploration,and investigations have been made. Because of the inherent uncertainties in subsurface evaluations, changed or unanticipated underground conditions mayoccur that could affect the total PROJECT cost and/or execution. These conditions and cost/execution effects are not the responsibility of theENGINEER. D. Preparation of Engineering Drawings The ENGINEER will provide to the CITY the original drawings of all plans in ink on reproducible mylar sheets and electronic files in .pdf format, or as otherwise approved by CITY, which shall become the property of the CITY. CITY may use such drawings in anymanner it desires; provided, however, that the ENGINEER shall not be liable for the use ofsuch drawings for any project other than the PROJECT described herein. E. Engineer's Personnel at Construction Site (1) The presence or duties of the ENGINEER's personnel at a construction site,whether as on-site representatives or otherwise, do not make the ENGINEER or its personnel in any way responsible for those duties that belong to the CITYand/or the CITY's construction contractors or other entities, and do not relieve the construction contractors or any other entity of their obligations, duties, andresponsibilities, including, but not limited to, all construction methods, means, techniques, sequences, and procedures necessary for coordinating andcompleting all portions of the construction work in accordance with theAGREEMENT Documents and any health or safety precautions required by such construction work. The ENGINEER and its personnel have no authority toexercise any control over any construction contractor or other entity or 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 ENGINEER or its personnel shall have no obligation or City of Denton. TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22Page 3 of 18 DocuSign Envelope ID: AA7C06C9-2E38-4DD4-9790-F3547CC19A05 responsibility to visit the construction site to become familiar with the progressor quality of the completed work on the PROJECT or to determine, in general, 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 this AGREEMENT between CITY and ENGINEER be construed as requiringENGINEER to make exhaustive or continuous on-site inspections to discoverlatent defects in the work or otherwise check the quality or quantity of the workon the PROJECT. If the ENGINEER makes on-site observation(s) of adeviation from the AGREEMENT Documents, the ENGINEER shall inform theCITY (3) When professional certification of performance or characteristics of materials,systems or equipment is reasonably required to perform the services set forth inthe Scope of Services, the ENGINEER shall be entitled to rely upon suchcertification to establish materials, systems or equipment and performancecriteria to be required in the AGREEMENT Documents. F. Opinions of Probable Cost, Financial Considerations, and Schedules (1) The ENGINEER shall provide opinions of probable costs based on the current available information at the time of preparation, in accordance withAttachment A. (2) in providing opinions of cost, financial analyses, economic feasibility projections,and schedules for the PROJECT, the ENGINEER has no control over cost or price of labor and materials; unknown or latent conditions of existing equipmentor structures that may affect operation or maintenance costs; competitive bidding procedures and market conditions; time or quality of performance by third parties; quality, type, management, or direction of operating personnel; andother economic and operational factors that may materially affect the ultimatePROJECT cost or schedule. Therefore, the ENGINEER makes no warranty that the CITY's actual PROJECT costs, financial aspects, economic feasibility,or schedules will not vary from the ENGINEER's opinions, analyses, projections,or estimates. G. Construction Progress Payments Recommendations by the ENGINEER to the CITY for periodic construction progresspayments to the construction contractor will be based on the ENGINEER's knowledge, information, and belief from selective sampling and observation that the work hasprogressed to the point indicated. Such recommendations do not represent that continuous or detailed examinations have been made by the ENGINEER to ascertain thatthe construction contractor has completed the work in exact accordance with theAGREEMENT Documents; that the final work will be acceptable in all respects; that theENGINEER has made an examination to ascertain how or for what purpose the City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 4 of 18 DocuSign Envelope ID: AA7C06C9-2E384DD4-9790-F3547CC19A05 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. TheENGINEER is not responsible for any errors or omissions in the information from others that is incorporated into the record drawings. I. Right to Audit (1) ENGINEER agrees that the CITY shall, until the expiration of five (5) years afterfinal payment under this AGREEMENT, have access to and the right to examine and photocopy any directly pertinent books, documents, papers andrecords of the ENGINEER involving transactions relating to this AGREEMENT. ENGINEER agrees that the CITY shall have access during normal workinghours to all necessary ENGINEER facilities and shall be provided adequate andappropriate work space in order to conduct audits in compliance with theprovisions of this section. The CITY shall give ENGINEER reasonable advancenotice of intended audits. (2) ENGINEER further agrees to include in all its subconsultant 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 suk)consultant, involving transactions to the subcontract, and further, that the CITY shall have access during normal working hours to all subconsultant facilities, and shall beprovided adequate and appropriate work space, in order to conduct audits in compliance with the provisions of this section together with subsection (3)hereof. CITY shall give subconsultant reasonable advance notice of intendedaudits (3) ENGINEER and subconsultant agree to photocopy such documents as may berequested by the CITY. The CITY agrees to reimburse ENGINEER for the costof copies at the rate published in the Texas Administrative Code in effect as of the time copying is performed. City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22Page 5 of 18 DocuSign Envelope ID: AA7C06C9-2E38-4DD4-9790-F3547CC19A05 J. INSURANCE (1) ENGINEER’S INSURANCE a.Commercial General Liability – the ENGINEER shall maintain commercial general liability (CGL) and, if necessary, commercialumbrella insurance with a limit of not less than $1,000,000.00 per each occurrence with a $2,000,000.00 aggregate. If such Commercial General Liability insurance contains a general aggregate limit, it shall applyseparately to this PROJECT or location. 1.The CITY shall be included as an additional insured with all rightsof defense under the CGL, using ISO additional insured endorsement or a substitute providing equivalent coverage, andunder the commercial umbrella, if any. This insurance shall applyas primary insurance with respect to any other insurance or self-insurance programs afforded to the CITY. The CommercialGeneral Liability insurance policy shall have no exclusions orendorsements 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 . 11.ENGINEER waives all rights against the CITY and its agents,officers, directors and employees for recovery of damages to the extent these damages are covered by the commercial general liability or commercial umbrella liability insurance maintained inaccordance with this AGREEMENT. b.Business Auto – the ENGINEER shall maintain business auto liability and, if necessary, commercial umbrella liability insurance with a limit ofnot less than $1,000,000 each accident. Such insurance shall cover liability arising out of “any auto”, including owned, hired, and non-ownedautos, when said vehicle is used in the course of the PROJECT. If the engineer owns no vehicles, coverage for hired or non-owned isacceptable. 1.ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the business auto liability orcommercial umbrella liability insurance obtained by ENGINEERpursuant to this AGREEMENT or under any applicable auto physical damage coverage. c. Workers’ Compensation – ENGINEER shallcompensation and employers liability insurance City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22Page 6 of 18 maintain workers and, if necessary, DocuSign Envelope ID: AA7C06C9-2E38-4DD4-9790-F3547CC19A05 commercial umbrella liability insurance with a limit of not less than $100,000.00 each accident for bodily injury by accident or $100,000.00each employee for bodily injury by disease, with $500,000.00 policy limit. 1.ENGINEER waives all rights against the CITY and its agents,officers, directors and employees for recovery of damages to the extent these damages are covered by workers compensation and employer’s liability or commercial umbrella insurance obtained byENGINEER pursuant to this AGREEMENT. d.Professional Liability – ENGINEER shall maintain professional liability, aclaims-made policy, with a minimum of $1,000,000.00 per claim andaggregate. The policy shall contain a retroactive date prior to the date of the AGREEMENT or the first date of services to be performed, whichever is earlier. Coverage shall be maintained for a period of 5 yearsfollowing the completion of the AGREEMENT. An annual certificate ofinsurance specifically referencing this PROJECT shall be submitted tothe CITY for each year following completion of the AGREEMENT. (2) GENERAL INSURANCE REQUIREMENTS a. Certificates of insurance evidencing that the ENGINEER has obtained allrequired insurance shall be attached to this AGREEMENT prior to itsexecution. b.Applicable policies shall be endorsed to name the CITY an Additional Insured thereon, subject to any defense provided by the policy, as itsinterests may appear. The term CITY shall include its employees, officers, officials, agents, and volunteers as respects the contractedservices. c. Certificate(s) of insurance shall document that insurance coveragespecified in this AGREEMENT are provided under applicable policiesdocumented thereon. d. Any failure on part of the CITY to attach the required insurancedocumentation hereto shall not constitute a waiver of the insurance requirements. e.A minimum of thirty (30) days notice of cancellation or material change in coverage shall be provided to the CITY. A ten (10) days notice shall beacceptable in the event of non-payment of premium. Notice shall be sentto the respective Department Director (by name), City of Denton, 901Texas Street, Denton, Texas 76209. f. Insurers for all policies must be authorized to do business in the State of City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22Page 7 of 18 DocuSign Envelope ID: AA7C06C9-2E38-4DD4-9790-F3547CC19A05 Texas and have a minimum rating of A:V or greater, in the current A.M. Best Key Rating Guide or have reasonably equivalent financial strengthand solvency to the satisfaction of Risk Management. g.Any deductible or self insured retention in excess of $25,000.00 that would change or alter the requirements herein is subject to approval bythe CITY in writing, if coverage is not provided on a first-dollar basis. The CITY, at it sole discretion, may consent to alternative coveragemaintained through insurance pools or risk retention groups. Dedicatedfinancial resources or letters of credit may also be acceptable to theCITY h. Applicable policies shall each be endorsed with a waiver of subrogationin favor of the CITY as respects the PROJECT. i. The CITY shall be entitled, upon its request and without incurringexpense, to review the ENGINEER's insurance policies including endorsements thereto and, at the CITY's discretion; the ENGINEER maybe required to provide proof of insurance premium payments. j. Lines of coverage, other than Professional Liability, underwritten on aclaims-made basis, shall contain a retroactive date coincident with or prior to the date of the AGREEMENT. The certificate of insurance 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 ENGINEER shall be required by the ENGINEER to maintain the same or reasonablyequivalent insurance coverage as required for the ENGINEER. When sub consultants/subcontractors maintain insurance coverage,ENGINEER shall provide CITY with documentation thereof on acertificate of insurance. K. Independent Consultant The ENGINEER agrees to perform all services as an independent consultant and not as a subcontractor, agent, or employee of the CITY. The doctrine of respondeat superiorshall not apply. City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 8 of 18 DocuSign Envelope ID: AA7C06C9-2E384DD4-9790-F3547CC19A05 L. Disclosure The ENGINEER acknowledges to the CITY that it has made full disclosure in writing of any existing conflicts of interest or potential conflicts of interest, including personal financialinterest, direct or indirect, in property abutting the proposed PROJECT and business relationships with abutting property cities. The ENGINEER further acknowledges that it willmake disclosure in writing of any conflicts of interest that develop subsequent to thesigning of this AGREEMENT and prior to final payment under the AGREEMENT. M. Asbestos or Hazardous Substances (1) if asbestos or hazardous substances in any form are encountered or suspected,the ENGINEER will stop its own work in the affected portions of the PROJECT to permit testing and evaluation. (2) if asbestos or other hazardous substances are suspected, the CITY mayrequest the ENGINEER to assist in obtaining the services of a qualifiedsubcontractor to manage the remediation activities of the PROJECT. N. Permitting Authorities - Design Changes If permitting authorities require design changes so as to comply with published design criteria and/or current engineering practice standards which the ENGINEER should havebeen aware of at the time this AGREEMENT was executed, the ENGINEER shall revise plans and specifications, as required, at its own cost and expense. However, if design changes 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 ENGINEER could not have been reasonably aware of, the ENGINEER shall notify the CITY of such changes and an adjustment in compensation willbe made through an amendment to this AGREEMENT. O. Schedule ENGINEER shall manage the PROJECT in accordance with the schedule developed perAttachment A to this AGREEMENT. P. Equal Opportunity (1) Equal Employment Opportunity: ENGINEER and ENGINEER’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: ENGINEER and City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 9 of 1 8 DocuSign Envelope ID: AA7C06C9-2E38-+DD4-9790-F3547CC19A05 ENGINEER’s agents shall not engage in any discriminatory employmentpractice against individuals with disabilities as defined in the ADA. SECTION 5 Obligations of the City A. City-Furnished Data ENGINEER may rely upon the accuracy, timeliness, and completeness of the information provided by the CITY. B. Access to Facilities and Property The CITY will make its facilities accessible to the ENGINEER as required for theENGINEER's performance of its services. The CITY will perform, at no cost to the ENGINEER, such tests of equipment, machinery, pipelines, and other components of theCITY's facilities as may be required in connection with the ENGINEER's services. TheCITY will be responsible for all acts of the CITY's personnel. C. Advertisements, Permits, and Access Unless otherwise agreed to in the Scope of Services, the CITY will obtain, arrange, andpay for all advertisements for bids; permits and licenses required by local, state, or federal authorities; and land, easements, rights-of-way, and access necessary for theENGINEER's services or PROJECT construction. D. Timely Review The CITY will examine the ENGINEER's studies, reports, sketches, drawings,specifications, proposals, and other documents; obtain advice of an attorney, insurancecounselor, accountant, auditor, bond and financial advisors, and other consultants as the CITY deems appropriate; and render in writing decisions required by the CITY in a timelymanner in accordance with the PROJECT schedule prepared in accordance withAttachment A. E. Prompt Notice The CITY will give prompt written notice to the ENGINEER whenever CITY observes or becomes aware of any development that affects the scope or timing of the ENGINEER'sservices or of any defect in the work of the ENGINEER or construction contractors. F. Asbestos or Hazardous Substances Release. City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 10 of 18 DocuSign Envelope ID: AA7C06C9-2E38-4DD4-9790-F3547CC19A05 (1) CITY acknowledges ENGINEER will perform part of the work at CITY'sfacilities that may contain hazardous materials, including asbestos containingmaterials, or conditions, and that ENGINEER had no prior role in thegeneration, treatment, storage, or disposition of such materials. Inconsideration of the associated risks that may give rise to claims by thirdparties or employees of City, City hereby releases ENGINEER from any damage or liability related to the presence of such materials. (2) The release required above shall not apply in the event the discharge, releaseor escape of hazardous substances, contaminants, or asbestos is a result ofENGINEER’s negligence or if ENGINEER brings such hazardous substance,contaminant or asbestos onto the PROJECT. G. Contractor Indemnification and Claims The CITY agrees to include in all construction contracts the provisions of Article IV.E. regarding the ENGINEER's Personnel at Construction Site, and provisions providing forcontractor indemnification of the CITY and the ENGINEER for contractor's negligence. H. Contractor Claims and Third-Party Beneficiaries (1) The CITY agrees to include the following clause in all contracts withconstruction contractors and equipment or materials suppliers: "Contractors, subcontractors and equipment and materials suppliers on the PROJECT, or their sureties, shall maintain nodirect action against the ENGINEER, its officers, employees, and subcontractors, for any claim arising out of, in connection with, or resulting from the engineering services performed, Only the CITYwill be the beneficiary of any undertaking by the ENGINEER." (2) This AGREEMENT gives no rights or benefits to anyone other than the CITYand the ENGINEER and there are no third-party beneficiaries. (3) The CITY will include in each agreement it enters into with any other entity orperson regarding the PROJECT a provision that such entity or person shall have no third-party beneficiary rights under this AGREEMENT. (4) Nothing contained in this Section H. shall be construed as a waiver of any rightthe CITY has to bring a claim against ENGINEER. I. CITY's Insurance (1) The CITY may maintain property insurance on certain pre-existing structuresassociated with the PROJECT. City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 11 of 18 DocuSign Envelope ID: AA7C06C9-2E38-4DD4-9790-F3547CC19A05 (2) The CITY may secure Builders Risk/Installation insurance at the replacement cost value of the PROJECT. The CITY may provide ENGINEER a copy of the policy or documentation of such on a certificate of insurance. J. Litigation Assistance The Scope of Services does not include costs of the ENGINEER for required or requested assistance to support, prepare, document, bring, defend, or assist in litigation undertakenor defended by the CITY. In the event CITY requests such services of the ENGINEER, thisAGREEMENT shall be amended or a separate agreement will be negotiated between the parties K. Changes The CITY may make or approve changes within the general Scope of Services in thisAGREEMENT. If such changes affect the ENGINEER's cost of or time required for performance of the services, an equitable adjustment will be made through an amendment to this AGREEMENT with appropriate CITY approval. SECTION 6 General Legal Provisions A. Authorization to Proceed ENGINEER shall be authorized to proceed with this AGREEMENT upon receipt of awritten Notice to Proceed from the CITY. B. Reuse of Project Documents All designs, drawings, specifications, documents, and other work products of theENGINEER, whether in hard copy or in electronic form, are instruments of service for this PROJECT, whether the PROJECT is completed or not. Reuse, change, or alteration bythe CITY or by others acting through or on behalf of the CITY of any such instruments ofservice without the written permission of the ENGINEER will be at the CITY's sole risk. The CITY shall own the final designs, drawings, specifications and documents. C. Force Majeure The ENGINEER is not responsible for damages or delay in performance caused by acts ofGod, strikes, lockouts, accidents, or other events beyond the control of the ENGINEER that prevent ENGINEER’s performance of its obligations hereunder. D. Termination City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22Page 12 of 18 DocuSign Envelope ID: AA7C06C9-2E384DD4-9790-F3547CC19A05 (1 ) This AGREEMENT may be terminated: a. by the City for its convenience upon 30 days' written notice toENGINEER. b.by either the CITY or the ENGINEER for cause if either party failssubstantially to perform through no fault of the other and thenonperforming party does not commence correction of such nonperformance within 5 days’ written notice or thereafter fails todiligently complete the correction. (2) if this AGREEMENT is terminated for the convenience of the City, theENGINEER will be paid for termination expenses as follows: a. Cost of reproduction of partial or complete studies, plans, specifications or other forms of ENGINEER'S work product; b. Out-of-pocket expenses for purchasing electronic data files and otherdata storage supplies or services; c. The time requirements for the ENGINEER'S personnel to document the work underway at the time of the CITY'S termination for convenience so that the work effort is suitable for long time storage. (3) Prior to proceeding with termination services, the ENGINEER will submit to the CITY an itemized statement of all termination expenses. The CITY'S approvalwill be obtained in writing prior to proceeding with termination services. E. Suspension, Delay, or Interruption to Work The CITY may suspend, delay, or interrupt the services of the ENGINEER for theconvenience of the CITY. In the event of such suspension, delay, or interruption, anequitable adjustment in the PROJECT's schedule, commitment and cost of the ENGINEER’s personnel and subcontractors, and ENGINEER's compensation will bemade F. Indemnification IN ACCORDANCE WITH TEXAS LOCAL GOVERNMENT CODE SECTION 271.904,THE ENGINEER SHALL INDEMNIFY OR HOLD HARMLESS THE CITY AGAINSTLIABILITY FOR ANY DAMAGE COMMITTED BY THE ENGINEER OR ENGINEER’S AGENT, CONSULTANT UNDER CONTRACT, OR ANOTHER ENTITY OVER WHICHTHE ENGINEER EXERCISES CONTROL TO THE EXTENT THAT THE DAMAGE IS CAUSED BY OR RESULTING FROM AN ACT OF NEGLIGENCE, INTENTIONALTORT, INTELLECTUAL PROPERTY INFRINGEMENT, OR FAILURE TO PAY ASUBCONTRACTOR OR SUPPLIER. CITY IS ENTITLED TO RECOVER ITS City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22Page 13 of 18 DocuSign Envelope ID: AA7C06C9-2E38'+DD4-9790-F3547CC19A05 REASONABLE ATrORNEY’S FEES IN PROPORTION TO THE ENGINEER’SLIABILITY. G. Assignment Neither party shall assign all or any part of this AGREEMENT without the prior writtenconsent of the other party. H. Jurisdiction The law of the State of Texas shall govern the validity of this AGREEMENT, its interpretation and performance, and any other claims related to it. The venue for anylitigation 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 ENGINEER shall at all times observe and comply with all federal and State laws andregulations and with all City ordinances and regulations which in any way affect thisAGREEMENT and the work hereunder, and shall observe and comply with all orders, lawsordinances and regulations which may exist or may be enacted later by governing bodies having jurisdiction or authority for such enactment. No plea of misunderstanding orignorance thereof shall be considered. ENGINEER AGREES TO DEFEND, INDEMNIFYAND HOLD HARMLESS CITY AND ALL OF ITS OFFICERS, AGENTS ANDEMPLOYEES FROM AND AGAINST ALL CLAIMS OR LIABILITY ARISING OUT OFTHE VIOLATION OF ANY SUCH ORDER, LAW, ORDINANCE, OR REGULATION,WHETHER IT BE BY ITSELF OR ITS EMPLOYEES. K. Immigration Nationality Act ENGINEER shall verify the identity and employment eligibility of its employees who perform work under this AGREEMENT, including completing the Employment EligibilityVerification Form (1-9). Upon request by CITY, ENGINEER shall provide CITY with copies of all 1-9 forms and supporting eligibility documentation for each employee whoperforms work under this AGREEMENT. ENGINEER shall adhere to all Federal andState laws as well as establish appropriate procedures and controls so that no services will be performed by any ENGINEER employee who is not legally eligible to performsuch services. ENGINEER SHALL INDEMNIFY CITY AND HOLD CITY HARMLESSFROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 14 of 18 DocuSign Envelope ID: AA7C06C9-2E384DD4-9790-F3917CC19A05 PARAGRAPH BY ENGINEER, ENGINEER’S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. CITY, upon written notice to ENGINEER, shall have the right to immediately terminate this AGREEMENT for violations of this provision byENGINEER. L. Prohibition On Contracts With Companies Boycotting Israel Engineer acknowledges that in accordance with Chapter 2271 of the Texas Government Code, City is prohibited from entering into a contract with a company forgoods or services unless the contract contains a written verification from the company that it: (1 ) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms “boycott Israel” and “company” shall have the meanings ascribed tothose terms in Section 808.001 of the Texas Government Code. By signIng thisagreement, Engineer certifies that Engineer’s signature provides writtenverification to the City that Engineer: (1) does not boycott Israel; and (2) will notboycott Israel during the term of the agreement. Failure to meet or maintain the requirements under this provision will be considered a material breach. M. Prohibition On Contracts With Companies Doing Business with Iran, Sudan, or a Foreign Terrorist Organization Sections 2252 and 2270 of the Texas Government Code restricts CITY from contractingwith companies that do business with Iran, Sudan, or a foreign terrorist organization.By signing this agreement, Engineer certifies that Engineer’s signature provideswritten verification to the City that Engineer, pursuant to Chapters 2252 and 2270, is not ineligible to enter into this agreement and will not become ineligible toreceive payments under this agreement by doing business with Iran, Sudan, or aforeign terrorist organization . Failure to meet or maintain the requirements under thisprovision will be considered a material breach. N. Prohibition on Contracts with Companies Boycotting Certain EnergyCompanies Engineer acknowledges that in accordance with Chapter 2274 of the Texas Government Code, City is prohibited from entering into a contract with a company forgoods or services unless the contract contains written verification from the companythat it (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the contract. The terms “boycott energy company” and “company” shall have the meanings ascribed to those terms in Section 809.001 of theTexas Government Code. By signing this agreement, Engineer certifies thatEngineer’s signature provides written verification to the City that Engineer: (1)does not boycott energy companies; and (2) will not boycott energy companiesdurIng the term of the agreement. Failure to meet or maintain the requirementsunder this provision will be considered a material breach. City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 15 of 18 DocuSign Envelope ID: AA7C06C9-2E38-+DD4-9790-F3547CC19A05 O. Prohibition on Contracts with Companies Boycotting Certain Firearm Entitiesand Firearm Trade Associations Engineer acknowledges that in accordance with Chapter 2274 of the TexasGovernment Code, City is prohibited from entering into a contract with a company for goods or services unless the contract contains written verification from the companythat it (1 ) does not have a practice, policy, guidance, or directive that discriminatesagainst a firearm entity or firearm trade association; and (2) will not discriminate duringthe term of the contract against a firearm entity or firearm trade association. The terms “discriminate against a firearm entity or firearm trade association,” “firearm entity” and“firearm trade association” shall have the meanings ascribed to those terms in Chapter2274 of the Texas Government Code. By signIng this agreement, Engineer certifiesthat Engineer’s signature provides written verification to the City that Engineer:(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 CertainForeign-Owned Companies The City of Denton may terminate this Contract immediately without any further liabilityif the City of Denton determines, in its sole judgment, that this Contract meets the requirements under Chapter 2274, and Engineer is, or will be in the future, (i) owned byor 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 designated country (ii) directly controlled by the Government of China, Iran, North Korea, Russia, orother designated country, or (iii) is headquartered in China, Iran, North Korea, Russia,or other designated country. Q. PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS No officer, employee, independent consultant, or elected official of the City who isinvolved in the development, evaluation, or decision-making process of the performance of any solicitation shall have a financial interest, direct or indirect, in the Contract resulting from that solicitation as defined in the City’s Ethic Ordinance 18-757 and in theCity Charter chapter 2 article XI(Ethics). Any willful violation of this section shall constitute impropriety in office, and any officer or employee guilty thereof shall be subject to disciplinary action up to and including dismissal. Any violation of this provision, with the knowledge, expressed or implied, of the Contractor shall render theContract voidable by the City. The Contractor shall complete and submit the City’sConflict of Interest Questionnaire. R. Agreement Documents City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 16 of 18 DocuSign Envelope ID: AA7C06C9-2E384DD4-9790-F3547CC19A05 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 beexecuted in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute but one and thesame instrument. The following attachments and schedules are hereby made a part ofthis AGREEMENT: Attachment A - Scope of Services, Compensation, Project Schedule 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. Duly executed byDECEMBER 6, 2022 each party’s designated representative to be effective on BY: CITY OF DENTON, TEXAS DocuSigned brI SMA H00% 5236DB296270423 Sara Hensley, City Manager BYENGINEER INCD NICHOLS CdS;;iF 3ames NaylorName: Title: Prlnclpa1/v1 ce Preslder't Date: 11/1/2022 2022–950254 TEXAS ETHICS COMMISSIONCERTIFICATE NUMBER City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 17 of 18 DocuSign Envelope ID: AA7C06C9-2E38-4DD4-9790-F3547CC19A05 THIS AGREEMENT HAS BEENBOTH REVIEWED AND APPROVED as to financial and operationalbahn& and business terms.rJttYlaw P. All9EBFF5658E56492... -Signature ATTEST: ROSA RIOS, CITY SECRETARY BY: D1 rector Title Water Uti11ti es Department APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY Date Signed: 11/1/2022 BY: City of Denton, TexasStandard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 18 of 18 DocuSign Envelope ID: AA7C06C9-2E384DD4-9790-F3547CC19A05ATTACHMENT A ATrACHMENT SC SCOPE OF SERVICES AND RESPONSIBILITIES OF OWNER RAY ROBERTS WATER TREATMENT PLANT DISINFECTION CONVERSION AND CHEMICAL IMPROVEMENTS PROJECT UNDERSTANDING The City of Denton (City) desires to conduct design, request for proposal (RFP), and construct the Disinfection Conversion and Chemical Systems Improvements at the Ray Roberts Water Treatment Plant (RRWTP). This project will include the conversion of bulk gas chlorine to bulk sodium hypochlorite, conversion of bulk anhydrous ammonia to liquid ammonium sulfate, replacement of polymer storage and feed systems to a new location, and miscellaneous chemical piping improvements throughout the RRWTP. Based on discussions with the City, this design project will include the following major work elements as part of Basic Services: Detailed Design: 1.Disinfection System Conversion a. Conversion of the existing bulk chlorine gas system to a bulk sodium hypochlorite (12.5 percent) storage and feed system. i. The bulk sodium hypochlorite storage system will be sized to accommodate an average chlorine dose of 5.6 mg/L (as Cl2) and a treated water flow of 30 million gallons per day (MGD). The 15-day storage volume required based on this design criteria is approximately 20,400 gallons of sodium hypochlorite (assuming a 12.5-percent solution). The average chlorine dose is based on data previously provided by the City. The sodium hypochlorite storage system will consist of two (2) fiberglass reinforced plastic (FRP) tanks. ii iii. To mitigate the sodium hypochlorite degradation associated with UV light and elevated temperatures, these two (2) tanks will be located within the proposed Disinfection Building in a dedicated enclosed room. iv. The sodium hypochlorite system design will include adequate instrumentation andprogramming (i.e., chemical flow meters) so that a day tank and transfer pump arrangement are not required. The sodium hypochlorite chemical feed system will provide dosing at the followingV locations: 1) Transfer Pump Station discharge header [primary] and 2) settled water piping before the Intermediate Ozone Contactor [emergency]. The emergency dosing location is intended to provide disinfection backup in the event the ozone system is outof service. vi. The sodium hypochlorite chemical feed system design will be based on the use of peristaltic (tube) pumps. To accommodate a flow of 30 MGD and a maximum chlorine dose of 10.8 mg/L (as Cl2) at the primary and secondary dosing points, the chemical feed system design will include three peristaltic pumps (1 duty primary location + 1 duty emergency location + 1 installed swing standby). The sodium hypochlorite metering pumps will be located within the proposed Disinfection Building in a dedicated, enclosed roo rn Conversion of the existing anhydrous ammonia system to a liquid ammonium sulfate (LAS) storage and feed system. The LAS bulk storage system will be sized to accommodate an average ammonia dose ofi 1.2 mg/L (as NH3) and a treated water flow of 30 MGD. The 15-day storage volume required based on this design criteria is approximately 4,300 gallons of LAS (assuming 40- SC-1 City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E38'+DD4-9790-F3547CC19A05 percent solution). The storage system will include two (2) FRP tanks to provide system redundancy. The average ammonia dose is based on data previously provided by the City. The LAS bulk storage tank will be contained within a cast-in-place concrete containment structure located adjacent to the proposed Disinfection Building described below. Thecontainment structure will be outdoors and will not include a canopy over thecontainment area. ii iii. The LAS system design will include adequate instrumentation and programming (i.e., chemical flow meters) so that a day tank and transfer pump arrangement are not required. iv. The LAS feed system will include the use of peristaltic pumps to dose at the following locations: 1) Transfer Pump Station discharge header [secondary], 2) Ammonia Injection Manhole located downstream of the Transfer Pump Station [primary]. The peristaltic pump configuration will include two (2) pumps (1 duty + 1 installed standby). This scope is based on a single dosing location being used at any one time. The LAS metering pumps will be located within the proposed Disinfection Building in a dedicated, enclosed room. Disinfection Building and LAS Containment Structure: The proposed Disinfection Building and Containment Structure will be located southwesti of the existing Transfer Pump Station on the south side of the existing plant road. The Disinfection Building will be divided into four (4) rooms within the structure:11 (1) Enclosed Room No. 1 – Sodium Hypochlorite Bulk Storage Tank Room: This room will be sized to accommodate four (4) bulk storage tanks. To support a capacity of up to 30 MGD, two (2) sodium hypochlorite bulk storage tanks will be designed as part of this Project a) The remaining two (2) bulk storage tanks for this room will be required when the plant is expanded beyond 30 MGD. b) To accommodate flows beyond 50 MGD, a second Sodium Hypochlorite Bulk Storage Room will need to be designed and constructed. c) The entrance to Enclosed Room No. 1 will be near grade and the containment will be sized to accommodate the release of up to two (2) full Sodium Hypochlorite Bulk Tanks. The standing-seam metal roof will be designed toaccommodate the installation and future replacement of the bulk storage tanks d) The intent of this enclosed room for the Sodium Hypochlorite Bulk Tanks is to minimize the impacts of UV light and elevated temperatures and reduce the sodium hypochlorite degradation potential. Enclosed Room No. 2 – Sodium Hypochlorite Metering Pump Room: The sodium hypochlorite metering pumps will be housed within this room, which will be adjacent to the Sodium Hypochlorite Bulk Storage Tank Room. The room will be sized to accommodate the metering pumps for the RRWTP buildout capacity of100 MGD. Enclosed Room No. 3 – LAS Metering Pump Room: The LAS metering pumps will be housed within this room. The room will be sized to accommodate the metering pumps for the RRWTP buildout capacity of 100 MGD. Enclosed Room No. 4 – Electrical and Programmable Logic Controller (PLC) Room: Electrical and PLC components will be housed within this room. iii. The LAS Containment Structure, located adjacent to the proposed Disinfection Building, will house the LAS bulk storage tanks. This structure will be a cast-in-place concrete structure, with walls approximately 3’-6“ above finished grade. C. (2) (3) (4) SC-2 City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E384DD4-9790-F3547CC19A05 iv.HVAC: The following heating, ventilation, and air conditioning will be required at the Disinfection Building: (1) Sodium Hypochlorite Bulk Storage Tank Room (Enclosed Room No. 1) of the Disinfection Building: Heated to maintain 50'F in the winter. The room will be air conditioned to maintain 80'F in the summer. Continuous ventilation will be provided. The conditioning system for Room No. 1 will be independent of the system for Room No. 4. Sodium Hypochlorite Metering Pump Room (Enclosed Room No. 2) of the Disinfection Building: Heated to maintain 60'F in the winter. The room will beventilated but not air conditioned. LAS Metering Pump Room (Enclosed Room No. 3) of the Disinfection Building:Heated to maintain 60'F in the winter. The room will be ventilated but not air conditioned Electrical and PLC Room (Enclosed Room No. 4) of the Disinfection Building: Heatedto maintain 70'F in the winter. The room will be air conditioned to maintain 80'F in the summer. The conditioning system for Room No. 4 will be independent of the system for Room No. 1. Smoke Detection System: The building will include smoke detection systems as required by code. Fire Suppression System: The building will include fire suppression equipment as required by code. (1) Clean agent fire suppression in the Electrical and PLC Room, via performance-based (2) (3) (4) VI. design. Wet pipe fire suppression in the other three (3) rooms, via performance-based design. vii. Plumbing Systems: Emergency shower/eyewash stations will be provided as needed to satisfy the Project needs. FNI will include the design of a pre-packaged tepid water system as part of the emergency eyewash/shower system. Disinfection Control Strategy: Sodium hypochlorite dosing will be flow-paced based on the desired chlorine dose. LAS dosing will be flow-paced based on the desired ammonia (NH3-N) dose.11 (2) d. 2.Civil and Yard Piping Improvements a. Chemical Injection Locations and Chemical Piping: Sodium Hypochlorite Piping and Injection Points:i (1) Design new sodium hypochlorite injection piping from the sodium hypochlorite feed room at the new Disinfection Building to the existing injection point at the existing Transfer Pump Station. A combination of existing and proposed pipe chases will be utilized for the pipe routing. Design a new sodium hypochlorite injection point at the outlet of the existing Flocculation/Sedimentation Basins prior to the Intermediate Ozone Contactor inlet. The sodium hypochlorite piping to this injection point will be run from the sodium hypochlorite feed room at the new Disinfection Building. A combination of existing and proposed pipe chases will be utilized for the pipe routing. LAS Piping and Injection Points: (1) Design a new LAS injection point in the valve vault for the 60-inch butterfly valve downstream of the existing Transfer Pump Station to increase duration of the free ii chlorine disinfection zone. A new injection quill will be installed on the existing 60-inch steel filter effluent piping upstream of the connection point for the future SC-3 (2) City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E38'+DD4-9790-F3547CC19A05 ground storage tanks. The LAS piping to this injection point will be run from the LAS feed room at the new Disinfection Building. To facilitate mixing, this LAS feed location will utilize carrier water. A combination of existing and proposed pipe chases will be utilized for the pipe routing. (2) Design new LAS injection piping from the LAS feed room at the new Disinfection Building to the existing injection point at the Transfer Pump Station. A combination of existing and proposed pipe chases will be utilized for the pipe routing. iii. Ferric Piping: (1) Replace the ferric piping from the existing ferric feed system within the Chemical Building to the ferric injection location at the existing Pumped Diffusion Vault. The ferric pipe routing will utilize the existing chemical pipe chase. iv. Caustic Piping: (1) Replace the caustic piping from the existing caustic feed system within the Chemical Building to the caustic injection location at the existing Transfer Pump Station. The caustic pipe routing will utilize the existing chemical pipe chase. (2) Design improvements to the caustic injection at the Transfer Pump Station to provide improved mixing. These improvements will be limited to hydraulic mixing systems and will not include mechanical mixers. v. Fluoride Piping: (1) Replace the fluoride piping from the existing fluoride feed system within the Chemical Building to the fluoride injection location at the existing Transfer Pump Station. The fluoride pipe routing will utilize the existing chemical pipe chase. vi. Cationic Polymer Piping: (1) Install new cationic polymer piping from the new cationic polymer feed system within the Existing Chlorine and Ammonia Building to the cationic polymer injection location at the existing Pumped Diffusion Vault. The cationic polymer pipe routing will utilize the existing chemical pipe chase. Additional details regarding the proposed cationic polymer system are provided below. vii. Anionic Polymer Piping: (1) Install new anionic polymer piping from the new anionic polymer feed system within the Existing Chemical Building to the anionic polymer injection location at the existing Sludge Pump Station at the Flocculation/Sedimentation Basins. The anionic polymer pipe routing will utilize the existing chemical pipe chase. Additional details regarding the proposed anionic polymer system are provided below. viii. Pumped Diffusion Vault (1) Design replacements for the flange connections for the chemical injection assemblies (2) Design replacements for the injection quills at the Pumped Diffusion Vault. Grading and Paving Improvements: i. Design modifications to the existing RRWTP plant road to include a tractor trailer offloading lane near the new Disinfection Building. b. 3.Existing Chlorine and Ammonia Building a. Demolish existing chlorine gas and anhydrous ammonia storage and feed equipment. b. Repurpose the ammonia storage and feed rooms to house the proposed polymer system. i. One wall of the existing Ammonia Storage Room will be modified to accommodate an overhead coiling door for the installation and future replacement of the polymer storagetank SC-4 City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E38'4DD4-9790-F3547CC19A05 ii. HVAC: The following heating, ventilation, and air conditioning will be required at the Disinfection Building: (1) The existing Unit Heaters in the existing Ammonia Storage Room and Ammonia Feed Room will be replaced. (2) The existing louvers and ventilating fans in the existing Ammonia Storage Room and Ammonia Feed Room will be replaced. New Cationic (Flocculant Aid) Polymer System i. Design the new cationic polymer bulk storage tank to be located indoors at the existing Chlorine and Ammonia Building within a new containment structure. (1) The cationic polymer bulk storage tank will be sized to accommodate 6,750 gallons to accept full chemical deliveries without the need to have the tank empty. (2) This volume will exceed the 15-day storage requirement at a RRWTP capacity of 100 MGD and an average dose of 1.8 mg/L. ii. Design two (2, 1 duty + 1 installed standby) new polymer blending units to be located indoors at the existing Chlorine and Ammonia Building. These units will dose polymer into the existing Pumped Diffusion Vault via new piping and injection quills. C. 4. Existing Chlorine and Ammonia Scrubber Area a. Demolish chlorine and ammonia scrubber systems. b. FNI will develop specifications for a decontamination and demolition Contractor to remove the caustic, accumulated caustic sludge, and the caustic scrubber. 5.Existing Liquid Chemical Feed Area a. Demolish the existing bulk polymer tank. b. Demolish the existing three (3) polymer blending units. c. New Anionic (Sludge Settling Aid) Polymer System Design the new anionic polymer storage system to include a drum or intermediate bulk container (IBC) tote containment system to house City furnished polymer drums or totes. The storage system will be located indoors at the existing Chemical Feed Building. Design one (1 duty) new polymer blending unit to be located indoors at the existing Chemical Feed Building. This unit will dose polymer into the existing Sludge Pump Station at the Flocculation/Sedimentation Basins via new piping and injection quill. i ii :trical/Instrumentation Disinfection Conversion and Disinfection Building: Design new electrical and instrumentation equipment required to run the sodium hypochtorite and LAS storage/feed systems in a separate, heated and cooled room in the i new Disinfection Building. The proposed disinfection facilities located near the Transfer Pump Station will have aii 480VAC, 3 phase feed from the Transfer Pump Station Electrical Room. A dedicated PLC will be designed for the sodium hypochlorite and LAS systems.iii iv. The proposed disinfection PLC and components will be connected to the RRWTP network via a fiberoptic radial between the RRWTP fiberoptic loop and the new Disinfection Building. A fiber switch will be located in the Disinfection Building Electrical Room. Design will include accommodations for security access and cameras. Contract drawings will direct the Contractor to utilize the City’s contracted vendors. V Existing Chlorine and Ammonia Building:A new PLC will be designed at the existing Chlorine and Ammonia Building to accommodate the polymer system. b. City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements SC-5 DocuSign Envelope ID: AA7C06C9-2E38-4DD4-9790-F3547CC19A05 11.Design will include accommodations for security access and cameras. Contract drawings will direct the Contractor to utilize the City’s contracted vendors. 7. FNI will conduct a disinfection concentration-time (CT) study and finished water corrosivitydetermination as described in the Basic Services. Advertisement and Bid Phase: The advertisement and RFP phase services are based on the use of the City’s standard front-end contract documents and FNl’s technical documents. The project advertisement and RFP procedures will follow the standard City processes and utilize the City’s Procurement and Solicitation Portal (i.e., lonWave) to post the Project documents for advertisement. Based on the City’s standard front-end contract documents, the competitive sealed proposal (CSP) process will be used. The Project RFP will be posted in the City’s localmedia, and the City will pay the cost associated with the notice. Construction Phase Services: The construction phase services are based on the City’s standard front-end contract documents and FNl’s technical documents. For this scope of services, the construction duration is assumed to be the following: • Substantial Completion: 18 months from general Contractor’s notice to proceed. • Final Completion: 20 months from general Contractor’s notice to proceed. ARTICLE 1 BASIC SERVICES: FNI shall render the following professional services in connection with the development of the Project: A PROJECT MANAGEMENT: FNI shall provide the following professional services for Project as follows: 1.Project Management: a. Perform general administrative duties associated with the Project including progress monitoring and monthly progress reporting, scheduling, general correspondence, documentation, office administration, and invoicing for the scope items identified below. Documentation shall be in accordance with any regulatory requirements for the Project. These duties include maintaining regular contact with the City to help meet the needs of the City in a timely manner and executing work in accordance with the work plan, budget, andschedule. 2.ject Kick-off Workshop: Conduct a project kick-off workshop with the City at the City’s facility to 1) review the scopeof services, 2) verify the City’s requirements for the Project, and 3) review and updateavailable data. Advise the City regarding the necessity of the City providing or obtaining data or services from others and assist the City regarding such services.Deliverables: (1). Workshop agenda. (2). Workshop notes. (3). Project Action Item Log. (4). Project Decision Log. b. C. SC-6 City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E384DD4-9790-F3547CC19A05 B DESIGN PHASE: FNI shall provide professional services in this phase as follows: 1.Meetings and Site Visits: a. Conduct progress video conferences, up to a maximum of two (2) meetings during the Design Phase, in addition to the kick-off workshop and QC workshops identified below. Conduct up to two (2) additional site visits by the engineering team to the RRWTP for coordination on detailed design aspects for completion of the Project. b c. Conduct workshops with the City during the Design Phase. FNI will submit relevant drawings, specifications, and detailed data for each review workshop two (2) weeks before the workshop dates to allow the atv adequate time for review and comment. (1). Level 1 Review Workshop that includes: (a). Drawings:i. General sheets ii. Hydraulic profile. iii. Existing site/survey. iv. Conceptual site layout. w Conceptual yard piping plan. vi. Conceptual process mechanical layouts. vii. Process and instrumentation diagrams. viii. Existing conceptual one-line diagrams. (b). Specifications: i. Table of Contents. (c). Process Control Narratives. (d). Opinion of Probable Construction Cost (OPCC). (2). Level II Review Workshop that includes: (a). Interactive model review including process mechanical, structural, architectural, HVAC, plumbing, and electrical equipment (3). Level III Review Workshop that includes: (a). Drawings: i. Mechanical plans and sections. ii. Structural plans and sections with preliminary reinforcing. iii. Architectural plans and details. iv. HVAC and plumbing plans and schedules. w Loop diagrams, control schematics, and control narratives. vi. Electrical preliminary plans and schedules. vii. Piping profiles.viii. Standard details. (b). Specifications: i. Major process equipment specifications. ii. Preliminary specifications. (c). OPCC. (4). Level IV Review Workshop that includes: (a). Drawings: Final review package. (b). Specifications: i. Front-end contract documents. ii. Technical specifications. (c). OPCC. All workshops will be conducted at the City’s facility.(5). City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements SC-7 DocuSign Envelope ID: AA7C06C9-2E384DD4-9790-F3547CC19A05 2.Detailed Design: The design will include the design elements identified in the Detailed Design section of the Project Understanding. Perform process and hydraulic calculations consistent with design standards of the Texas Commission on Environmental Quality (TCECI) Chapter 290 requirements to size all treatment elements included in the Design Phase. Prepare drawings, specifications, Construction Contract Documents, designs, and layouts of improvements to be constructed. For the purposes of scope and effort preparation, the design is assumed to include the major items listed in the narrative and assumptions above If alternative design elements are chosen, then any additional engineering effort which may be required to incorporate the alternative would be an Additional Service. Plans and Specifications for any potentially occupied building will be submitted through the City’s planning and development process for construction permitting. The City will coordinate on obtaining all City of Denton permits for construction. The cost of the permits will be paid by the City. Any permitting assistance provided by FNI is a Special Service. Advise the City of the need for and recommend the scope of special analyses, hydraulic model studies, etc., and the retention of special consultants beyond those identified in these Basic Services. The cost of such services shall be paid by City and are not included in the services performed by FNI. Furnish the City, when requested, with the engineering data necessary for applications for routine permits required by local, state, or federal authorities. Preparation of applications and supporting documentation for government grants, Texas Water Development Board (TWDB) or other funding, or for planning advances is an Additional Service. Detailed design elements shall be developed using AutoCAD Revit software in coordination with the City on the detailed mechanical, equipment, and structures and the development of plan sheets for bidding purposes. Submit drawings, specifications, and Construction Contract Documents to the applicable federal, state and/or local agency(s) for approval, where required. The Project does not include any new buildings or modifications to existing buildings that will require FNI to submit drawings to the Texas Department of Licensing and Regulation (TDLR) for Americans with Disabilities Act (ADA) compliance rule reviews and associated approvals. This Project assumes the use of the City’s standard construction documents, including the General Conditions. FNI will use its technical standards for plans and technical specifications. FNI will coordinate with the City for any changes to match required specification standards in the Supplemental Conditions and Front-End Documents. It is further assumed that the Project will be delivered using the standard Design-Bid-Build approach. Furnish such information necessary to utility companies whose facilities may be affected, or whose services may be required, for the Project. Prepare bidder’s proposal forms (project quantities) of the improvements to be constructed. Provide design submittals at Level 1, Level II, Level III, and Level IV design milestones. Maintain a Project Action Item Log and Project Decision Log throughout the design phase and will provide to the City as part of the meeting and workshop notes. e. g. k 1. m. 3. Opinions of Probable Construction Cost a. Prepare revised opinions of probable construction cost for the Level 1, Level II, Level III, and Level IV design completion levels. b. FNI has adopted the Association for the Advancement of Cost Engineers (AACE, now AACE International) definitions for opinions of probable construction cost. AACE International defines five classes of cost estimates for a project in their Recommended Practice No. 17R-97. SC-8 City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E384DD4-9790-F3547CC19A05 The classifications are widely accepted guidelines within the cost-estimating community for the defining levels of project maturity and expected range of accuracy for associated project cost opinions. The classifications range from Class 5 to Class 1, for the lowest to the highest level of project definition. The purpose of these classifications is to improve communication among the project stakeholders involved with preparing, evaluating, and using cost opinions.The classification definitions are summarized in Table 1. Table 1: AACE International Cost Estimate Classification Level of ProjectDefinition End-Use ExpectedAccuraRange Low: -20% to -50% High: +30% to +50%0% to 2%Screening or feasibility 1% to 15%Concept Study or Feasibility Budget Authorization orControlClass 3 10% to 40% Class 2 30% to 75%Control or Bid/Tender Low: -5% to -15% High: +5% to +20%Low: -3% to -10% Hjgh: +3% to +15%65% to 100%Class 1 Check Estimate or Bid/Tender C.In providing opinions of costs, financial analysis, economic feasibility projections, and schedules for the Project, FNI has no control over cost or price of labor and materials; unknown conditions of existing equipment or structures that may affect operations and maintenance costs; competitive bidding procedures and market conditions; time or quality of performance by third parties; quality, type, management, or direction of operation personnel; and other economic and operational factors that may materially affect the ultimate project cost or schedule. Therefore, FNI makes no warranty that the actual project cost, financial aspects, economic feasibility, or schedules will not vary from FNl’s opinions, analyses, projections, or estimates. 4.Furnish City five (5) sets of printed copies and one (1) electronic copy (.pdf format) of drawings (printed drawing will be half-size - llx17), specifications, and bid proposals marked "Preliminary" for approval by City, for each design submittal as described above. (Note: The Level II submittal is an interactive model review and will not include a printed set.) Upon final approval by the City, FNI will provide the City one (1) half-size (llx17) and one full-size (22x34) printed sets and one (1) electronic copy (.pdf format) of reproducible “Final" drawings and one (1) electronic copy (.pdf format) and one (1) loose set of specifications for reproduction by the City. 5.Disinfection Concentration-Time (CT) Study and Finished Water Corrosivity Determination: a. CTStudy (1). The relocation of the ammonia injection location downstream of the existing Transfer Pump Station will create a new free chlorine disinfection zone.(2). As part of the design effort, FNI will prepare a revised CT Study using the approved Texas Commission on Environmental Quality (TCEQ) forms to account for the addition of the free chlorine contact zone. (3). In addition to this CT Study approach, two (2) CT Study simulations will be prepared for the City showing the impacts in the loss of ozonation as the primary disinfectant at the Ray Roberts WTP. SC-9 City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E38-+DD4-9790-F3547CC19A05 (a). One simulation will demonstrate the maximum Ray Roberts WTP capacity duringboth warm and cool water seasons with no ozone and using the sodium hypochlorite and liquid ammonium sulfate injection locations in the vicinity of the existing Transfer Pump Station. (b). The second simulation will be used to determine the maximum Ray Roberts WTP capacity during both warm and cool water seasons with no ozone, utilizing an emergency sodium hypochlorite dosing location at the existing Intermediate Ozone Contactor, and the sodium hypochlorite and liquid ammonium sulfate injection locations in the vicinity of the existing Transfer Pump Station. (4). Deliverables: (a). CT Study: Draft CT Study for review and comment by the City,i ii. Final CT Study for submission to the TCECI for review and approval. (b). CT Study Simulations: Draft, brief technical memorandum summarizing the results of the two (2) CT Study simulations for review and comment by the City. Final, brief technical memorandum summarizing the results of the two (2) CT Study simulations. Finished Water Corrosivity Determination (1). The TCEQ presentation New Sources, Treatment, and Evaluating Corrosivity from the 2020 Public Drinking Water Conference on August 5, 2020, provides guidance on the corrosivity and determination of the need for corrosion control plans. (2). Based on the presentations and discussions with the TCEQ, the conversion from gas chlorine to liquid chlorine (sodium hypochlorite) will not trigger the TCEQ to remove the City from reduced lead/copper monitoring. In addition, communications with the TCEQ regarding converting from anhydrous ammonia to liquid ammonium sulfate (LAS) will not trigger the TCEQ to remove the city from reduced lead/copper monitoring. (3). As part of the design approach, FNI will perform corrosivity determination using theRothberg, Tamburini and Winsor (RTW, Tetra Tech) and WaterlPro models and following the requirements of the TCEQ to evaluate the water corrosivity at 10'C and 25'C. The Langelier Index (LI), Ryznar Index (RI), Aggressive Index (AI), Calcium Carbonate Precipitation Potential (CCPP), and Chloride to Sulfate Mass Ratio (CSMR) will be calculated. Based on the results of these corrosivity indices at the defined temperatures, FNI will provide the City with a corrosivity determination (i.e., non- corrosive, slightly corrosive, or corrosive). (4). The City will provide the following data: (a). Water Quality Parameters: Calcium (mg/L as Ca or mg/L as CaC03).i ii. Chloride (mg/L). iii. Iron (mg/L). iv. Magnesium ion (mg/L as Mg2+). w Manganese (mg/L). vi. pH (standard units). vii. Sodium (mg/L). viii. Sulfate (mg/L). ix. Total Dissolved Solids (mg/L). x. Temperature, at which pH was analyzed ('C) xi. Temperature, at which sample was taken in the field ('’C). xii. Total alkalinity (mg/L as CaC03).SC-10 11. City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E382LDD4-9790-F3547CC19A05 (b).Ray Roberts WTP Treatment Data: Ray Roberts WTP Raw Water Flow Ray Roberts WTP Individual Filter Effluent FlowCaustic dose Fluoride dose Chlorine dose ii. iii. iv. V. vi. Ammonia dose The City will provide the above listed water quality parameters on samples retrieved by the City at the following locations: (a). Combined filter effluent between the Filter Complex and Transfer Pump Station prior to the addition of caustic, fluoride, chlorine, or ammonia. (b). Transfer pump station effluent after the addition of caustic, fluoride, chorine, and ammonia. The recommended location for this sample is at the inlet to Clearwell No. 1 at the Ray Roberts WTP.Deliverables: (a). Draft, brief technical memorandum summarizing the corrosivity results of the comparison of the existing disinfection approach (chlorine gas and anhydrous ammonia) to the modified disinfection approach (sodium hypochlorite and liquid ammonium sulfate) for review and comment by the City. (b). Final, brief technical memorandum based upon input from the City. (5). (6). C PROPOSAL OR NEGOTIATION PHASE: FNI shall provide professional services in this phase as follows: 1.Basis of Services a. The City’s General Conditions for construction projects will be utilized on this Project. Modifications to these services required by the use of other general conditions, procurement, or contract administration procedures are an Additional Service. The City agrees to include provisions in the Construction Contract Documents, ProJectb Manual and Plans for the Construction of the Ray Roberts Water Treatment Plant Capacity Re-Rate and Performance Improvements, which will require the general Contractor to include FNI and their subconsultants on this Project (1) to be listed as an additional insured on the general Contractor’s insurance policies and to include a waiver of subrogation where appropriate for the insurance policy and (2) to be listed as an indemnified party in the Contractor’s indemnification provisions where the City is named as an indemnified party. st City in Securing Proposals. Issue an Invitation to Offerors to prospective contractors and vendors listed in FNl’s database of prospective bidders and to selected plan rooms. Provide a copy of the Invitation to Offerors for the City to use in notifying construction news publications and publishing the appropriate legal notice in the local media. The City shall pay the cost for publications. Coordinate with the City to post a notice of the Project on the City’s Procurement Website that lists projects for which bids and proposals are being solicited. Coordinate with the City to post Contract Documents on the City’s Procurement Website designed to allow prospective bidders and offerors to download documents for review and use in preparing a bid and proposal. Plan rooms, subcontractors, suppliers, and vendors will also have access to the Contract Documents through the City’s Procurement Website. b. C. d. SC-11 City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E38=}DD4-9790-F3547CC19A05 e. f. Those downloading Construction Documents may print copies of the Contract Documents from the downloaded files. Printed copies will not be provided to prospective bidders and offerors by FNI. These services are based on the use of the lonWave as the City’s Procurement Website. The use of FNiManager as the procurement website is an Additional Service. 3.Pre-Proposal Conference. a. Assist the City in conducting two (2) pre-proposal conferences for the construction project. b. Attend the tour of the project site after the pre-proposal conferences. c. Responses to questions at the pre-proposal conference will in the form of an addenda issuedafter the conference. d. The list of those attending the pre-proposal conference will be posted to the City’sProcurement Website. Fposal Phase Requests for Information and Addenda Assist the City by responding to questions and interpreting the proposal documents. Assist the City by managing the responses to questions posted on the City’s ProcurementWebsite (1). The City will respond to questions related to the procurement process.(2). FNI will respond to questions related to the management/administration of the construction contract, the design, and/or other technical elements of the proposal documents FNI will provide responses to the City for posting to the City’s Procurement Website. Prepare and assist the City issue addenda to the proposal documents to plan holders, if necessary. (1). The City will prepare addenda items related to the procurement process.(2). FNI will prepare addenda items related to the management/administration of construction contract, the design, and/or other technical elements of the proposal documents. C. d. mpetitive Sealed Proposal Opening Attend one (1) competitive sealed proposal opening. Assist the City in the opening, tabulating, and analyzing the proposals received. Assist the City review the proposal submittals to determine which proposals are responsiveto the Instructions to Offerors. Assist the City review the offerors’ proposal packages, specifically the below-listed items, to determine if the offeror meets the minimum qualifications outlined in the proposal document and are considered responsive. (1). Section 004101 “Proposal Form." (2). Section 00 42 44 “Unit Price Proposal Form." (3). Offeror’s Past Experience Form. (4). Offeror’s Organization Chart and Key Personnel Resume Form. (5). Offeror’s Detailed Schedule and Written Plan to Achieve Substantial Completion and Final Acceptance within the Contract Time. (6). Offeror’s Safety Record. (7). Section 0043 14 “Offeror’s Bond." (8). Section 00 43 38 “Proposed Subcontractors Form.” (9). Section 00 45 27 “Contractor Compliance with Worker’s Compensation Law." (10). Section 00 45 44 “Corporate Resolution Authorizing Signatories." SC-12 a. b. C. City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E384DD4-9790-F3547CC19A05 e.Attend one (1) proposal evaluation workshop with the City to evaluate the submitted proposals as outlined in Section 00 21 16 “Instructions to Offerors" of the Construction Proposal Documents. The evaluation criteria include the following items: (1). Proposal price. (2). Quality, reputation, and ability to complete similar projects on schedule and within budget. (3). Offeror’s key personnel. (4). Detailed schedule, phasing plan, and written plan to achieve Substantial and Final Acceptance within the Contract Time. (5). Offeror’s safety record. Recommend award of contract or other appropriate actions to be taken by the City. Pre-qualification of all prospective offerors and using a list of eligible offerors prior to the competitive sealed proposal opening is an Additional Service. f. g. 6.Printed Copies and Execution of Contract Documents a. Conforming Documents: (1). FNI will conform the construction proposal documents for execution by incorporating information from the selected offeror and their surety into the construction proposaldocuments. Conformed plans and technical specifications will incorporate any changes from issued addenda into the final electronic documents, and the documents will be reprinted with the appropriate changes noted and clouded per FNI conformed and record drawingstandards Notice of Award: (1). The City will prepare a notice of award providing direction for the execution of the proposal/contract documents and send it to the selected offeror electronically. (2). The City will review and confirm that the documents have been properly executed and signed by the selected offeror and proceed with execution by the City. (3). The City will utilize DocuSign to electronically execute documents. b c. After the documents have been fully executed and found acceptable to the City, FNI will prepare and distribute the following copies of the documents: (1) (2). City: (a). (b). Proposal and Specification Books: Five (5). Half-size (llx17) plan sets: Four (4). (c). Full-size (22x34) plan sets: One (1). (d). Electronic Documents (Adobe PDF): One (1).General Contractor: (a). Proposal and Specification Books: Five (5). (b). Half-size (llx17) plan sets: Three (3). (c). Full-size (22x34) plan sets: Two (2). (d). Electronic Documents (Adobe PDF): One (1). Additional copies may be provided as an Additional Service. (2). (3). D CONSTRUCTION PHASE GENERAL REPRESENTATION: Upon completion of the bid or negotiation phase services, FNI will proceed with the performance of construction phase general representation services, as described below. FNI will endeavor to protect the City in providing these services. However, it is understood that FNI does not guarantee the Contractor’s performance, nor is FNI responsible for the supervision of the City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements SC-13 DocuSign Envelope ID: AA7C06C9-2E38-4DD4-9790-F3547CC19A05 Contractor’s operation and employees. FNI shall not be responsible for the means, methods, techniques, sequences, or procedures of construction selected by the Contractor, or any safetyprecautions and programs relating in any way to the condition of the premises, the work of the Contractor or any Subcontractor. FNI shall not be responsible for the acts or omissions of any person (except its own employees or agents) at the Project site or otherwise performing any of the work of the Project. These services are based on the use of the City’s standard General Conditions for construction projects and assumes award of a single construction contract for all improvements implemented. Modifications to these services required by multiple construction contracts or by the use of other general conditions or contract administration procedures are an Additional Service. If General Conditions other than FNl’s standard are used, the City agrees to include provisions in the General Conditions that require the Contractor to include FNI: (1) as an additional insured and in any waiver of subrogation rights with respect to such liability insurance purchased and maintained by the Contractor for the Project (except workers’ compensation and professional liability policies); and (2) as an indemnified party in the Contractor’s indemnification provisions where the City is named as an indemnified party. 1.Standard Forms and Procedures: a. Prepare standard forms for use by the City, FNI, and Contractor as part of the construction phase. b. Prepare standard procedures based on the proposal contract documents for use by the City, FNI, and Contractor during the construction phase. 2.Pre-Construction Conference: a. Assist the City in conducting one (1) pre-construction conference with the Contractor. b. The purpose of this meeting is to: (1). Introduce the City’s staff, FNl’s staff, and the Contractor’s staff. (2). Review the overall project and special sequencing of construction that includes shutdowns of existing facilities and critical tie ins. (3). Review the contract administration including communication protocols, distributing specification and plan sets, contract times and notice to proceed, constructionschedules prepared by the Contractor pursuant to the requirements of the construction contract, applications for payment, submittal procedures, and procedures for changes to the contract. (4). Review the control and management of the site including the Contractor’s responsibility for site safety, working hours, and emergencies. (5). Review the Contractor’s quality management responsibilities. (6). Review commissioning, starting, and initiation of operations procedures. Deliverables: (1). Meeting Agenda. (2). Meeting Notes and Sign in List. (3). Project Action Item Log.(4). Project Decision Log. C 3 Communication Procedures and Monthly Updates: Communication Procedures: (1). Based on input received from the Pre-Construction Conference, communication procedures with the City and Contractor. SC-14 FNI will establish City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E38'4DD4-9790-F3547CC19A05 (2). The communication procedure will include a high-level project organization chart showing typical communication pathways. In addition, a contact list will be prepared for using in daily and emergency communications. Monthly Updates: (1). FNI will prepare, for the City’s use, monthly updates of the Project’s activities and progress. (2). These updates will include a summary of work completed by FNI and the Contractorfor the previous month; anticipated activities to be completed by FNI and the Contractor for the upcoming month; scheduled meetings, workshops, and shutdowns; duration of schedule utilized; construction amount spent; construction contract changes including pending cost proposals, field orders, and change orders; and photographs of various construction components. b. ject Management Information Systems (PMIS): The Project will utilize the City’s PMIS. Software for the PMIS is Procore Assist the City in setting up City’s PMIS for the construction phase by providing the necessary information to the City. The City’s PMIS will provide for: (1). Monitoring the progress of the Contractor’s submittals and provide for filing and retrieval of project documentation. (2). Producing monthly reports indicating the status of all submittals in the review process. (3). Review Contractor’s submittals, including requests for information, contract modification requests, shop drawings, schedules, and other submittals in accordance with the requirements of the construction contract documents for the Project. (4). Monitoring the progress of the Contractor in sending and processing submittals to see that documentation is being processed in accordance with schedules. C. mittals, Requests for Information, and Substitution Requests Review Contractor’s submittals, including requests for information, shop drawings, schedules, and other submittals in accordance with the requirements of the ConstructionContract Documents. Review quality-related documents provided by the Contractor, such as test reports, equipment installation reports, or other documentation required by the ConstructionContract Documents. Submittals (Product Data, Shop Drawings, and Operation and Maintenance Manuals) (1). Provide review of up to 160 submittals (product data, shop drawings, and operation and maintenance manuals). (2). This total number of submittals includes submittals, re-submittals, draft manuals, and final manuals. Reviewing submittals in excess of this quantity is an Additional Service. Requests for Information (1). Interpret the drawings and specifications for the City and Contractor. (2). Prepare responses to requests for information and clarification submitted by the Contractor through the PMIS. Provide responses of up to 80 requests for information and clarification. Responded to requests in excess of this quantity is an Additional Service. Substitution Requests (1). Investigations, analyses, and studies requested by the Contractor and approved by the City for substitution of equipment and/or materials or deviations from the drawings and specifications is an Additional Service. SC-15 (3). e. City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E38-4DD4-9790-F3547CC19A05 6.Applications for Payment Review of Applications for Payment: (1). Based on FNl’s observations as an experienced and qualified design professional and review of the Contractor’s payment requests and supporting documentation submitted by the Contractor, determine the amount that FNI recommends the Contractor be paid on monthly and final estimates, pursuant to the General Conditions of the ConstructionContract (2). The City inspection services team will provide the initial review of the Contractor’s application for payment. (3). Once the City’s inspection services team and the Contractor are in agreement, the documentation will be submitted to FNI for review. (4). FNI will review the documentation and submit to the City for signatures through DocuSign. Provide review for the following applications for payment:(1). Schedule of Values: Review up to one (1) initial and one (1) resubmittal of the Contractor’s proposed schedule of values. (2). Payment Application: Review up to nineteen (19) payment applications. (3). Final Payment Application: Review up to one (1) final payment application. a b struction Progress Meetings, Site Visits, and Workshops Construction Progress Meetings: (1). Monthly construction progress meetings will be conducted at the Project site to review the status of construction, review the status of submittals and other documentation, and discuss project needs and coordination. (2). Based on the estimated construction duration, nineteen (19) monthly construction meetings are included with this Scope of Services. The first construction meeting is associated with the pre-construction meeting covered previously in this Scope ofServices. (3). Meetings in excess of the specified number are an Additional Service. (4). Deliverables: (a). Meeting Agenda. (b). Meeting Sign in. (c). Submittal Log. (d). Contract Change (Cost Proposals, Field Orders, and Change Orders) Log. (e). Contractor-furnished Construction Schedule. (f). Contractor-furnished Four-week Look Ahead Schedule.Site Visits: (1). Make site visits to the construction site, as distinguished from the continuous services of a Resident Project Representative, to observe the progress and quality of work and to attempt to determine, in general, if the work is proceeding in accordance with theconstruction contract documents. (2). These site visits will be conducted separately from the construction progress meetingsidentified above (3). In this effort, FNI will endeavor to protect the City against defects and deficiencies in the work of the Contractor and will report any observed deficiencies to the City. (4). Notify the City and Contractor of non-conforming work observed during visits. (5). The following number of site visits are included with this Scope of Services: (a). FNl’s Project Manager/Assistant Project Manager: Nineteen (19).SC-16 City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E38-4DD4-9790-F3B17CC19A05 (b). Process Engineer: Ten (10). (c). Electrical Engineer: Five (5). (d). Structural Engineer: Three (3). (e). Heating, Ventilation, and Air Conditioning (HVAC) Mechanical Engineer: Two (2). (f). Site Civil Engineer: Two (2). (g). Architect: Two (2). Site visits in excess of the specified number are an Additional Services.(6). struction Contract Modifications and Claims Construction Contract Modifications: (1). Establish procedures for administering changes to the construction contract. (2). Prepare documentation for contract modifications required to implement modifications. Process contract modifications and negotiate with the Contractor on behalf of the city to determine the cost and time impact of these changes. (3). Prepare change order documentation for approved changes for execution by the City. (4). Documentation of field orders, where construction schedule (days) and the cost to the City is not impacted, will also be prepared. (5). Investigations, analyses, studies, or design for substitutions of equipment or materials, corrections of defective or deficient work of the Contractor, or other deviations from the construction contract documents requested by the Contractor and approved by the City are an Additional Service. (6). Substitution of materials or equipment or design modifications requested by the Cityare an Additional Service Construction Claims: (1). Receive and evaluate notices of Contractor claims and make recommendations to the City on the merit and value of the claim on the basis of information by the Contractor or available in the project documentation. (2). Endeavor to negotiate a settlement value with the Contractor on behalf of the City, if approprIate. (3). Providing these services to review or evaluate construction Contractor claim(s) supported by causes not within the control of FNI, are an Additional Service. b. nsfer of Owner Pre-selected or Pre-purchased Items Assist in the transfer of and acceptance by the construction Contractor of any equipment or materials pre-selected or pre-purchased by the City, as identified in the construction contractdocuments. 10. Substantial and Final Completion Review and Site Visitsa. Substantial Review and Site Visit (1). Conduct, in company with the City’s representative, one (1) substantial completion review and site visit of the Project for conformance with the design concept of the Project and general compliance with the Construction Contract Documents.(2). Prepare a list of deficiencies to be corrected by the Contractor before the recommendation for final payment. (3). Assist the City in obtaining legal releases, permits, warranties, spare parts, and keysfrom the Contractor. (4). In addition to the substantial completion review and site visit, the additional site visits listed below are included with this Scope of Services to assist the City with questions while the Contractor completes the deficiency list: SC-17 City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E38-4DD4-9790-F3547CC19A05 (a). FNl’s Project Manager/Assistant Project Manager: Two (2). (b). Process Engineer: One (1). (c). Electrical Engineer: Two (2). (d). Structural Engineer: One (1). (e). Heating, Ventilation, and Air Conditioning (HVAC) Mechanical Engineer: One (1). (f). Site Civil Engineer: One (1). (g). Architect: One (1).Final Review and Site Visit (1). Conduct, in company with the City’s representative, one (1) final review and site visitof the Project to determine the substantial completion deficiency list has been completed by the Contractor. (2). Review and provide comment on the certification of completion and the recommendation for final payment to the Contractor. b. 11.Rec a ,ord Plans Revise the construction plans in accordance with the information furnished by the construction Contractor reflecting changes in the Project made during construction. Furnish the City with the following copies of “Record Drawings:” (1). Half-size (llx17) plan set on bond paper: Three (3). (2). Full-size (22x34) plan set on pond paper: Two (2). (3). Full size (22x34) plan set on Mylar: One (1) (4). Electronic (Adobe PDF) plan set: One (1). Additional copies may be provided as an Additional Service.b. E.FULL-TIME RESIDENT PROJECT REPRESENTATION: Resident project representation during the construction phase is not included in this Scope of Services. ARTICLE II SPECIAL SERVICES: FNI shall render the following professional services, which are not included in the Basic Services described above, in connection with the development of the Project: 1 TOPOGRAPHIC SURVEY AND LIDAR SURVEY SERVICES a. Topographic survey services will be coordinated by FNI and provided by a surveyor as a subconsultant to FNI. b. LIDAR survey services will be coordinated by FNI and provided by a LIDAR surveyor as a subconsultant to FNI. 2 GEOTECHNICAL SERVICES: a. Geotechnical Exploration (1). Select appropriate locations for exploratory borings within the vicinity of the following proposed improvements: (a). Chemical System Improvements at the Lake Ray Roberts Water Treatment Plant: The Project will include a new Disinfection Building southwest of the existing Transfer Pump Station area and partially below grade. The Project will also include a new containment area southwest of the existing Transfer Pump Station area and near grade. i 11. SC-18 City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E384DD+9790-F3B17CC19A05 (2). Coordinate the boring locations with the City and notify Texas 811 to locate existing underground utilities before the commencement of the field exploration activities. (3). FNI will subcontract with a drilling Contractor to drill the borings identified below at the selected locations. Samples will be collected intermittently using continuous flight auger and either tube samples or a split-spoon sampler in conjunction with the Standard Penetration Test (SPT). Rock and rock-like materials will be tested in situ using the Texas Cone Penetration (TCP) test or SPT, as appropriate for the material. At completion, the boreholes will be backfilled with auger cuttings to the ground surface. If boreholes are located within areas of pavement or sidewalks, borings will be backfilled with a similar material to match the existing conditions. The following borings will be conducted: (a). Chemical System Improvements at the Ray Roberts Water Treatment Plant: Four (4) borings, three (3) each to a depth of 55 feet and one (1) to 65 feet. The borings will be located within the limits of the proposed Disinfection Building and the containment area. The borings will include the adjacent area of the future Disinfection Building expansion. (4). FNI will provide an engineer or geologist, experienced in logging borings, to direct the drilling, log the borings, and handle the samples. Visual classification of the subsurface stratigraphy shall be provided according to the Unified Soil Classification System (USCS) Laboratory Testing (1). Testing shall be performed on soil samples obtained from the borings. The laboratory testing will be focused upon soil classification, subsurface moisture profile, and swell tests, as well as soil strengths for supporting the various structures. FNI will select samples from the exploratory borings for laboratory testing, assign tests, and review the test results. A geotechnical testing subcontractor will perform testing.(2). Laboratory tests will be assigned based on the specific subsurface materials encountered during exploration. Test type and quantity may vary, but are expected to include: (a). Classification test (liquid and plastic limits and percent pass of the No. 200 sieve or gradation); (b). Moisture content; (c). Dry unit weight; (d). Unconfined compression test; and (e). One-dimensional swell (restrained). Engineering Analysis (1). FNI will prepare a technical memorandum of the geotechnical investigation that will include: (a). Plan of borings illustrating the approximate location of each boring and scale to which the drawing was made. (b). A log of each boring indicating the boring number, depth of each stratum, soil classification and description, and groundwater/seepage observations recorded during drilling. (c). Summary of laboratory results. (d). General discussion of the site geology. (e). Discussion of subsurface conditions and soil properties indicated by the field and laboratory work, and the implications for design. (f). Foundation and site preparation recommendations for the proposed Disinfection Building and containment area. SC-19 City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E38“+DD4-9790-F3547CC19A05 (g). General discussion of expected construction related issues. (h). Earthwork related recommendations for use during development of the plans and specifications. 3 CITY OF DENTON PERIVITrING SUPPORT SERVICES FNI wilt participate in the following coordination meetings: (1). One (1) Pre-Application Meeting. (2). One (1) Plan Review Meeting. (3). Two (2) Review Response Coordination Meetings. FNI will prepare the following items: (1). Traffic Generation Report. (2). Downstream Assessment. a b c. Any additional permit coordination meetings or other services requested by the City to obtain the permit are an Additional Service. 4 ADDITIONAL CONSTRUCTION SITE VISITS a. FNI will provide the additional site visits outlined below, at the request of the City, to support the City’s staff during the Construction Phase: (1). FNl’s Project Manager/Assistant Project Manager: Nineteen (19). (2). Process Engineer: Ten (10). (3). Electrical Engineer: Two (2). (4). Structural Engineer: One (1). (5). Heating, Ventilation, and Air Conditioning (HVAC) Mechanical Engineer: Two (2). (6). Site Civil Engineer: One (1). (7). Architect: Two (2). (8). Geotechnical Engineer/Geologist: Two (2). 5 PART-TIME PROJECT INSPECTION SUPPORT a. The City intends to utilize City staff to provide field inspection services and represent the City in the field In addition to these City furnished services, FNI will provide the identified staff and the following services: b (1). Construction Manager: 180 hours (averages to 10 hours per month for 18 months). (2). Construction Inspector: 810 hours (averages to 10 hours per week for 18 months). These services will provide support to the City’s field inspection services staff and would beC available, as needed, for questions and field support during construction activities. These services are not intended to be full-time resident project representation and will not include any inspection services. The identified FNI staff will provide input to the City’s field inspection services staff andd FNl’s project manager and assistant project manager regarding the work observed in the field 6.PLC FACTORY ACCEPTANCE TESTING, STARTUP AND COMMISSIONING, AND SITE ACCEPTANCETESTING: a. Participate in the factory acceptance testing of the PLC hardware as well as field startup and commissioning, including: (1). Participating in the PLC Factory Acceptance Test (FAT) for three (3) man-days at the panel shop. Participate in startup and commission for up to two (2) man-weeks of time on site.SC-20(2). City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E384DD4-9790-F3547CC19A05 b. Participate in site acceptance testing and commissioning for up to one (1) man-week of timeon site 7.PROCESS STARTUP AND COMMISSIONING This task will only be initiated upon written authorization from the City. Should the City elect to have FNI onsite for facility startup and commissioning of the major processes identified below, the identified engineer will provide the following services: (1). Witness the startup and commissioning, (2). Provide input to the City’s field inspection staff and Contractor regarding any necessary modifications, and (3). Provide recommendations to the City regarding acceptance. The following major process startup and commissioning items are anticipated: (1). Sodium Hypochlorite System and Operational Changes (a). FNI Project Manager/Assistant Project Manager: Five (5) days. (b). Electrical Engineer: Five (5) days. Liquid Ammonium Sulfate System and Operational Changes (a). FNI Project Manager/Assistant Project Manager: Five (5) days. (b). Electrical Engineer: Five (5) days. Cationic and Anionic Polymer Systems and Operational Changes (a). FNI Project Manager/Assistant Project Manager: Five (5) days. (b). Electrical Engineer: Five (5) days. a b (2). (3). 8.UPDATE RAY ROBERTS Mrp OPERATION AND MAINTENANCE MANUAL a. Provide an updated Operations and Maintenance (O&M) Manual for the Ray Roberts WTP to reflect changes in the operation of the Ray Roberts WFP. The O&M Manual Revisions will be consistent with current TCEQ requirements. The O&M Manual Revisions will include the modifications and improvements designed as part of this Project. b. FNI will participate in one (1) quality review workshop to review updated sections of the manual and receive input from the City. c. FNI will prepare three (3) hard copies of the final O&M Manual Revisions in print and one (1) copy in PDF format to the City. 9 RAY ROBERTS WTP CORROSION CONTROL STUDY AND PLAN Based on the results of the corrosivity determination and at the direction of the City, FNI wilt prepare an Optimal Corrosion Control Treatment Evaluation based on the TCEQ’s Lead/Copper Program requirements and the requirements outlined in the U.S. Environmental Protection Agency’s Optimal Corrosion Control Treatment Evaluation TechnicalRecommendations. The City will be responsible for all necessary water quality parameter, lead, and copper testing, if required by the TCEQ. FNI will furnish the City with five (5) hard copies and one (1) PDF copy of the draft report for a b C review. FNI will participate in one (1) quality review workshop to review the report and receive input from the City. FNI will prepare three (3) hard copies of the final report in print and one (1) copy in PDF format for the City. e. 10. PUBLIC UTILITIES BOARD AND CITY COUNCIL MEETINGS a. Present at up to two (2) Public Utilities Board meetings. City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements SC-21 DocuSign Envelope ID: AA7C06C9-2E38-4DD4-9790-F3547CC19A05 b.Present at up to two (2) City Council meetings. ARTICLE III ADDITIONAL SERVICES: Any services performed by FNI that are not included in the Basic Services or Special Services described above are Additional Services. Additional Services to be performed by FNI, if authorized by the City, are described as follows: 1.Field layouts or the furnishing of construction line and grade surveys. 2.GIS mapping services or assistance with these services. 3. Making property, boundary, and right-of-way surveys, preparation of easement and deed descriptions, including title search and examination of deed records. 4. Providing services to investigate existing conditions or facilities, or to make measured drawings thereof, or to verify the accuracy of drawings or other information furnished by City. 5.Providing renderings, models, and mock-ups requested by the City. 6. Revisions to drawings, specifications, or other documents when such revisions are 1) not consistent with approvals or instructions previously given by the City or 2) due to other causes not solely within the control of FNI. 7. Providing consultation concerning the replacement of any Work damaged by fire or other cause during construction and providing services as may be required in connection with the replacement of such Work. 8. Investigations involving consideration of operation, maintenance and overhead expenses, and the preparation of rate schedules, earnings and expense statements, feasibility studies, appraisals, evaluations, assessment schedules, and material audits or inventories required for certification of force account construction performed by the City. 9. Preparing applications and supporting documents for government grants, loans, or planning advances and providing data for detailed applications. 10. Providing shop, mill, field or laboratory inspection of materials and equipment. Observe factory tests of equipment not specifically identified in Article 1 or Article II at any site remote to the project or observing tests required as a result of equipment failing the initial test. 11. Conducting pilot plant studies or tests. 12. Conducting operator training, except where identified in Article 1 or Article II. 13. Preparing Operation and Maintenance Manuals or conducting operator training, except for items specifically provided for in Article 1 or Article II. SC-22 City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E38-4DD4-9790-F3B17CC19A05 14. Preparing data and reports for assistance to the City in preparation for hearings before regulatoryagencies, courts, arbitration panels or any mediator, giving testimony, personally or by deposition, and preparations thereof before any regulatory agency, court, arbitration panel or mediator. 15. Furnishing the services of a Resident Project Representative to act as the City’s on-site representative during the Construction Phase. The Resident Project Representative will act as directed by FNI in order to provide more extensive representation at the Project site during the Construction Phase. Through more extensive on-site observations of the work in progress and field checks of materials and equipment by the Resident Project Representative and assistants, FNI shall endeavor to provide further protection for the City against defects and deficiencies in the work. Furnishing the services of a Resident Project Representative is subject to the provisions of Article I, F and Attachment RPR, if applicable. 16. If the City provides personnel to support the activities of the Resident Project Representative who is FNI or FNl’s agent or employee, the duties, responsibilities and limitations of authority of such personnel will be set forth in an Attachment attached to and made a part of this Agreement before the services of such personnel are begun. It is understood and agreed that such personnel will work under the direction of and be responsible to the Resident Project Representative. The City agrees that whenever FNI informs him in writing that any such personnel provided by the City are, in his opinion, incompetent, unfaithful or disorderly, such personnel shall be replaced. 17. Furnishing Special Inspections required under chapter 17 of the International Building Code. These Special Inspections are often continuous, requiring an inspector dedicated to inspection of the individual work item, and they are in addition to General Representation and Resident Representation services noted elsewhere in the contract. These continuous inspection services can be provided by FNI as an Additional Service. 18. Assisting the City in preparing for, or appearing at litigation, mediation, arbitration, dispute review boards, or other legal and/or administrative proceedings in the defense or prosecution of claims disputes with Contractor(s). 19. Performing investigations, studies, and analyses of substitutions of equipment and/or materials or deviations from the drawings and specifications. 20. Assisting the City in the defense or prosecution of litigation in connection with or in addition to those services contemplated by this Agreement. Such services, if any, shall be furnished by FNI on a fee basis negotiated by the respective parties outside of and in addition to this Agreement. 21. Providing environmental support services including the design and implementation of ecological baseline studies, environmental monitoring, impact assessment and analyses, permitting assistance, and other assistance required to address environmental issues. 22. Performing investigations, studies, and analyses of work proposed by construction contractorsto correct defective work. 23. Design, contract modifications, studies or analyses required to comply with local, State, Federal or other regulatory agencies that become effective after the date of this agreement. SC-23 City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E384DD4-9790-F3547CC19A05 24. Services required to resolve bid protests or to rebid the projects for any reason. 25. Visits to the site in excess of the number of trips included in Article 1 or Article II for periodic site visits, coordination meetings, or contract completion activities. 26. Any services required as a result of default of the Contractor(s) or the failure, for any reason, of the Contractor(s) to complete the work within the contract time. 27. Providing services after the completion of the construction phase not specifically listed in Article Ior Article II. 28. Providing basic or additional services on an accelerated time schedule. The scope of this service includes cost for overtime wages of employees and consultants, inefficiencies in work sequence and plotting or reproduction costs directly attributable to an accelerated time schedule directed by the City. 29. Providing services made necessary because of unforeseen, concealed, or differing site conditions or due to the presence of hazardous substances in any form. 30. Providing services to review or evaluate construction Contractor(s) claim(s), provided said claims are supported by causes not within the control of FNI. 31. Providing value engineering studies or reviews of cost savings proposed by construction Contractor(s) after bids have been submitted. 32. Preparing statements for invoicing or other documentation for billing other than for the standard invoice for services attached to this professional services agreement. 33. Providing follow-up professional services during Contractor’s warranty period, except when specifically provided for in Article 1 or Article II. SC-24 City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID= AA7C06C9-2E382LDD4-9790-F3547CC19A05 ARTICLE IV TIME OF COMPLETION: FNI is authorized to commence work on the Project upon execution of this Agreement and agrees to complete the services in accordance with the following schedule: • Final Design Phase Ten (10) months from Notice to Proceed. • Bid Phase Four (4) months from completion of the Final Design Phaseservices. • Construction Phase Twenty-two (22) months from the General Contractor Notice to Proceed. Provides for two (2) months to develop record plans after construction. • Resident Representative Phase Not included with this Scope of Services. If FNl’s services are delayed through no fault of FNI, FNI shall be entitled to adjust contract schedule consistent with the number of days of delay. These delays may include but are not limited to delays in City or regulatory reviews, delays on the flow of information to be provided to FNI, governmental approvals, etc. These delays may result in an adjustment to compensation as outlined on the face of this Agreement and in Attachment CO. ARTICLE V RESPONSIBILITIES OF THE CITY: The City shall perform the following in a timely manner so as not to delay the services of FNI : A.The City recognizes and expects that change orders may be required to be issued during construction. The responsibility for the costs of change orders will be determined on the basis of applicable contractual obligations and professional liability standards. FNI will not be responsible for any change order costs due to unforeseen site conditions, changes made by or due to the City or Contractor, or any change order costs not caused by the negligent errors or omissions of FNI. Nothing in this provision creates a presumption that, or changes the professional liability standard for determining if, FNI is liable for change order costs. It is recommended that the City budget a minimum of 5% for new construction and a minimum of 10% for construction that includes refurbishing existing structures B.Designate in writing a person to act as the City’s representative with respect to the services to be rendered under this Agreement. Such person shall have contract authority to transmit instructions, receive information, interpret, and define the City’s policies and decisions with respect to FNl’s services for the Project. C.Provide all criteria and full information as to the City’s requirements for the Project, including design objectives and constraints, space, capacity and performance requirements, flexibility and expandability, and any budgetary limitations; and furnish copies of all design and construction standards which the City will require to be included in the drawings and specifications. SC-25 City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E384DD4-9790-F3547CC19A05 D. E. F. Assist FNI by placing at FNl’s disposal all available information pertinent to the Project including previous reports and any other data relative to design or construction of the Project. Arrange for access to and make all provisions for FNI to enter upon public and private property as required for FNI to perform services under this Agreement. Examine all studies, reports, sketches, drawings, specifications, proposals and other documents presented by FNI, obtain advice of an attorney, insurance counselor and other consultants as the City deems appropriate for such examination and render in writing decisions pertaining thereto within a reasonable time so as not to delay, or cause rework in, the services of FNI. G. H. Furnish approvals and permits from all governmental authorities having jurisdiction over the Project and such approvals and consents from others as may be necessary for completion of the Project. Provide such accounting, independent cost estimating and insurance counseling services as may be required for the Project, such legal services as the City may require or FNI may reasonably request with regard to legal issues pertaining to the Project including any that may be raised by Contractor(s), such auditing service as City may require to ascertain how or for what purpose any Contractor has used the moneys paid under the construction contract, and such inspection services as City may require to ascertain that Contractor(s) are complying with any law, rule, regulation, ordinance, code or order applicable to their furnishing and performing the work. 1.If the City designates a person to serve in the capacity of Resident Project Representative who is not FNI or FNl's agent or employee, the duties, responsibilities and limitations of authority of such Resident Project Representative(s) will be set forth in an Attachment attached to and made a part of this Agreement before the Construction Phase of the Project begins. Said attachment shall also setforth appropriate modifications of the Construction Phase General Representation services as defined in Attachment SC, Article 1, F, together with such adjustment of compensation as appropriate. FNI shall not be responsible for the decisions, actions, or directions made or given by a third-party Resident Project Representative, not for the acts or omissions of any person (except its own employees and agents) at the Project site or otherwise performing any of the work of the Project. J.Attend the pre-proposal conference, bid opening, preconstruction conferences, construction progress and other job-related meetings and substantial completion inspections and final payment inspections. K.Give prompt written notice to FNI whenever the City observes or otherwise becomes aware of any development that affects the scope or timing of FNl’s services, or any defect or nonconformance of the work of any Contractor. L. M. Furnish, or direct FNI to provide, Additional Services as stipulated in Attachment SC, Article III of this Agreement, or other services as required. Bear all costs incidental to compliance with the requirements of this Article V. SC-26 City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E384DD4-9790-F3547CC19A05 ARTICLE VI COMPENSATION: The following is the breakdown of the proposed fees and in accordance withAttachment CO: FEE COMPENSATION TYPE BASIC SERVICES A – Project Management B – Design Phase C – Proposal or Negotiation Phase D – Construction Phase General Representation Total Basic Services Fee $106,185 $1,133,696 $97,002 $475,567I Lump Sum jump Sum Lump Sum L SPECIAL SERVICES SS.1 – Topographic Survey and LIDAR SurveyServices SS.2 – Geotechnical Services $29,652 Cost Plus Multiplier (Time and Materials) Cost Plus Multiplier (Time and Materials) Cost Plus Multiplier (Time and Materials) Cost Plus Multiplier (Time and Materials) Cost Plus Multiplier (Time and Materials) Cost Plus Multiplier (Time and Materials) Cost Plus Multiplier (Time and Materials) Cost Plus Multiplier (Time and Materials) Cost Plus Multiplier (Time and Materials) Cost Plus Multiplier (Time and Materials) $38,039 $36,803SS.3 – Permitting Support Services SS.4 – Additional Construction Phase Site Visits $48,374 SS.5 – Part-Time Project Inspection Support $164,077 SS.6 – PLC Factory Acceptance Testing, Startup and Commissioning, And Site Acceptance Testing SS.7 – Process Startup and Commissioning $28,213 $21,319 SS.8 – Update Ray Roberts WTP Operation andMaintenance Manual SS.9 – Ray Roberts WTP Corrosion Control Studyand Plan SS.10 – Public Utilities Board and City Council Meetings Total Special Services Fee $24,522 $23,400 $6,891 $421,290 Total Fee $2,233,740 SC-27 City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E38-+DD4-9790-F3547CC19A05 ARTICLE VII DESIGNATED REPRESENTATIVES: FNI and City designate the following representatives: City ’s Designated Representative –Stephen GayWater Utilities Director City of Denton901-B Texas Street Denton, Texas 76209 Stephen.Gay@cityofdenton.com FNl’s Designated Representative –James Naylor, P.E., BCEE Vice President/Principal, Water Treatment Discipline Leader 101 S. Locust St., Suite 202 Denton, Texas 76201 (214) 217-2223 1 James.Naylor@freese.com FNl’s Accounting Representative –Erin Westbrook 801 Cherry St., Suite 2800 Fort Worth, Texas 76102 (817) 735-7395 1 Erin.Westbrook@freese.com SC-28 City of Denton Ray Roberts Water Treatment Plant Disinfection Conversion and Chemical Systems Improvements DocuSign Envelope ID: AA7C06C9-2E384DD4-9790.F3M7CC19A05 COMPENSATION ATTACHMENT GO Compensation to FNI for Basic Services in Attachment SC shall be the lump sum of One Million Eight Hundred Twelve Thousand Four Hundred Fifty Dollars {$1,812,450). Compensation to FNI for Special Services in Attachment SC shall be computed on the basis of the following Schedule of Charges, but shall not exceed Four Hundred Twenty One Thousand Two Hundred Ninety Dollars ($421,290). If FNI sees the Scope of Services changing so that Additional Services are needed, including but not limited to those services described as Additional Services in Attachment SC, FNI will notify OWNER for OWNER's approval before proceeding, Additional Services shall be computed based on the following Schedule of Charges Position Professional 1 Professional 2 Professional 3 Professional 4 Professional 5 Professional 6 Construction Manager 1 Construction Manager 2 Construction Manager 3 Construction Manager 4 Construction Manager 5 Construction Manager 6 Construction Representative 1 Construction Representative 2 Construction Representative 3 Construction Representative 4 CAD Technician/Designer 1 CAD Technician/Designer 2 CAD Technician/Designer 3 Corporate Project Support 1 Corporate Project Support 2 Corporate Project Support 3 Intern / Coop Hourly Rate Min 79 103 99 155 185 200 98 85 125 146 181 223 80 82 94 108 65 106 138 54 70 111 47 Max 138 161 226 235 330 390 127 163 154 200 252 283 81 89 150 171 136 158 200 110 175 262 80 Rates for In-House Services and Equipment Mileage Bulk Printing and Reproduction Standard IRS Rates B&W $0.10 Equipment Valve Crew Vehicle (hour) $75 Pressure Data Logger {each) $200 Water Quality Meter (per day) $100 Microscope (each) $150 Pressure Recorder (per day) $100 Ultrasonic Thickness Guage (per day) $275 Coating Inspection Kit (per day) $275 Flushing / Cfactor (each) $500 Backpack Electrofisher (each) $1,000 Survey Grade Standard $200 $100 $150 $50 Technology Charge $8.50 per hour Small Format (per copy) Large Format (per sq. ft.) Bond Glossy / Mylar Vinyl / Adhesive Color $0.25 $0.25 $0.75 $1.50 $0.75 $1.25 $2.00 Mounting (per sq. ft.) Binding (per binding) $2.00 $0.25 Drone (per day) GPS (per day) OTHER DIRECr EXPENSES: Other direct expenses are reimbursed at actual cost times a multiplier of 1.15. They include outside printing and reproduction expense, communication expense, travel, transportation and subsistence away from the FNI office. For other miscellaneous expenses directly related to the work, including costs of laboratory analysis, test, and other work required to be done by independent persons other than staff members, these services will be billed at a cost times a multipler of 1.15. For Resident Representative services performed by non-FNI employees and CAD services performed In-house by non-FNI employees where FNI provides workspace and equipment to perform such services, these services will be billed at cost times a multiplier of 2.0. This markup approximates the cost to FNI if an FNI employee was performing the same or similar services These ranges and/or rates will be adjusted annually in February. Last updated 2022. 330062022 DocuSign Envelope ID: AA7C06C9-2E38-4DD4-9790-F3547CC194Q5_- ' CIQ FORM 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 defined by 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 th,date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is amisdemeanor.a diV. FREESE AND NICHOLS, 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 day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 Name of local government officer about whom the information in this section is being disclosed. Name of Officer Describe each employment or other business relationship with the local government officer, or a family member of the officer, as described by Section 176.003(a)(2)(A). Also describe any family relations hip with the local government officer. This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the vendor has an employment or other business relationship as defined by Section 176.00 1(1-a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor?n „”D ~. 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 govemmental entity?E „"E ,„, C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership of one percent or more? = *”n ." D.Describe each employment or business and family relationship with the local government officer named in this section. 4 5 Ld I have no Conflict of Interest to disclose 11/1/2022 Date DocuSign Envelope ID: AA7C06C9-2E384DD4-9790-F3547CC19A05 CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity Acomplete copy of Chapter l76ofthe Local Government Code may be found at http://www.statutes.legis.state.tx.us/ Docs/LG/htm/LG 1 76.htm. For easyreference, below are some of the sections cited on this form Local Government Code $ 176.001(1-a): "Business relationship" means a connection between two or more parties based on commercial activity of one of the parties. The term does not include a connection based on (A) a transaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an agency of a federal, state, or local governmental entity; (B) a transaction conducted at a price and subject to terms available to the public; or (C) a purchase or lease ofgoods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by, and reporting to, that agency. Local Government Code $ 176.003{a)(2){A) and (B): (A) Alocal government officer shall file a conflicts disclosure statement with respect to a vendor if: (2) the vendor (A) has an employment or other business relationship with the local government officer or a family member of the officer that results in the officer or family member receiving taxable income, other than investment income, that exceeds $2,500 during the 12-month period preceding the date that the officer becomes aware that (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vaKk3G (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 govemmental 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) A vendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local governmental entity and: ( 1) has an employment or other business relationship with a local government officer of that local governmental entity, or a family member ofthe officer, described by Section 176.003(a)(2)(A); (2) has given a local govemment officer of that local govemmental 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 governmental entity; or(2) the date the vendor becomes aware: (A) of an employment or other business relationship with a local government officer, or a family member of the officer, described by Subsection (a); (B) that the vendor has given one or more gifts described by Subsection (a); or (C) of a family relationship with a local government omcer. City of Denton Ethics Code Ordinance Number 18-757 Definitions: Relative: a family member related to a City Oflicial within the third 3d degree ofaffiniN (marriage) or consanguinity (blood or adoption) City Official: for purpose of this article, the term consists of the Council Members, Department Heads, or member of the Board of Ethics, Planning and zoning Commission Members, Board of Adjustment, Historic Landmark Commission, or Public Utilities Board Vendor: a person who provides or seeks to provide goods, services, and/or real property to the City in exchange for compensation. This definition does not include those property owners from whom the City acquires public rightof-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 [bcuSign Certificate Of Completion Envelope Id: AA7C06C92E384DD49790F3547CC19A05 Subject: Please DocuSign: City Council Contract 7574-014 RRWTP Chemical Systems Source Envelope: Document Pages: 50 Status: Completed Improvements Project Certificate Pages: 6 AutoNav: Enabled Signatures: 6 Initials: 1 Envelope Originator: Crystal Westbrook 901B Texas Street Envelopeld Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) Denton, TX 76209 crystal.westbrook@cityofdenton.com IP Address: 198.49.140.104 Record Tracking Status: Original 10/28/2022 12:57:41 PM Holder: Crystal Westbrook crystal.westbrook@cityofdenton.com Location: DocuSign Signer Events Crystal Westbrook crystal.westbrook@cityofdenton.com Senior Buyer City of Denton Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure:Not Offered via DocuSign Signature Timestamp Sent: 10/28/2022 1 :00:34 PM Viewed: 10/28/2022 1 :00:50 PM Signed: 10/28/2022 1 :02:02 PM Completed Using IP Address: 198.49.140.104 Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication(None) Sent: 10/28/2022 1 :02:05 PM Viewed: 10/28/2022 1:19:26 PM Signed: 10/28/2022 1:19:53 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.104 Electronic Record and Signature Disclosure: Not Offered via DocuSign Marcella Lunn marcella.lunn@cityofdenton.com Deputy City Attorney City of Denton Security Level: Email, Account Authentication(None) Sent: 10/28/2022 1:19:58 PM Viewed : 10/28/2022 4:12:59 PM Signed: 10/28/2022 4:14:12 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Not Offered via DocuSign James Naylor james.naylor@freese.com Principal/Vice President Security Level: Email, Account Authentication(None) -DOct6Wd bFI A---Lb'250287AF3C534C4‘ Sent: 10/28/2022 4:14:16 PM Viewed: 10/28/2022 4:15:09 PM Signed: 11/1/2022 8:17:02 AM Signature Adoption: Uploaded Signature Image Using IP Address: 198.211.208.110 Electronic Record and Signature Disclosure:Accepted: 10/28/2022 4:15:09 PMID: 909c3fed.54al2110f-a567-3aa559e95fe8 Signer Events Stephen D. Gay stephen.gay@cityofdenton.com Director Security Level: Email, Account Authentication (None) Signature •DnuSlgned br1 s'wp. „,8EBFF5658E58492... ' Timestamp Sent: 11/1/2022 8:17:07 AM Viewed: 11/1/2022 8:19:48 AM Signed: 11/1/2022 8:32:40 AM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Accepted: 11/1/2022 8:19:48 AMID:49ecd6dl-c58b4e25-a8a4-8aea41bla460 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: 11/1/2022 8:32:45 AM Viewed: 12/7/2022 10:59:10 AM Signed: 12/7/2022 11 :01 :02 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: 12 m/2022 11:01:07 AM Viewed: 12/7/2022 12:17:26 PM Signed: 12/7/2022 12:17:37 PM Signature Adoption: Pre-selected Style Using IP Address: 107.77.197.40 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 bHI RBURial IC5CA8C5EI 75493. Sent: 12 m/2022 12:17:42 PM Viewed: 12/7/2022 1 :02:02 PM Signed: 12/7/2022 1:02:50 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.104 Electronic Record and Signature Disclosure:Accepted: 12/7/2022 1 :02:02 PMID: b3ff96a0-bc822198f-a8bd-bdb6143de880 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: 10/28/2022 1 :02:05 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: 11/1/2022 8:32:44 AM Viewed: 11/1/2022 9:49:02 AM City Secretary Office citysecretary@cityofdenton.com Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure:Not Offered via DocuSign Sent: 12/7/2022 1 :02:55 PM Viewed: 12/7/2022 2:50:30 PM David Brown david.brown@cityofdenton.com PM Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure:Accepted: 4/10/2019 2:54:36 PMID: 20238ddf-ccd64d52-988f-8c9f3436055e Sent: 12/7/2022 1 :02:57 PM Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Envelope Sent Certified Delivered Signing Complete Completed Status Timestamps 10/28/2022 1 :00:34 PM 12/7/2022 1 :02:02 PM 12/7/2022 1 :02:50 PM 12 m/2022 1:02:57 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: James Naylor, Stephen D. Gay, Rosa Rios, David Brown 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. 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