Loading...
23-1766ORD[NANCE NO. 23-1766 AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICIPAL CORPORATION, AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH SIGNATURE AUTOMATION, LLC, FOR THE SELECTION AND DESIGN OF A STANDARDIZED HUMAN MACHINE INTERFACE (HMI) SOFTWARE SYSTEM FOR THE WATER PRODUCTION AND WATER RECLAMATION DEPARTMENTS AS SET FORTH IN THE CONTRACT; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFQ 7574-022 – PROFESSIONAL SERVICES AGREEMENT FOR DESIGN SERVICES AWARDED TO SIGNATURE AUTOMATION, LLC, rN THE NOT-TO-EXCEED AMOUNT OF $1,9 13,152.00). WHEREAS, on March 23, 202 1, 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 Signature Automation, LLC, for the selection and design of a standardized Human Machine Interface (HMI) software system for the Water Production and Water Reclamation Departments, 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 ofthe City of Denton hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under this ordinance to the City Manager of the City of Denton, or their designee. SECTION 4. The findings in the preamble of this ordinance are incorporated herein by reference. SECTION 5. This ordinance shall become effective immediately upon its passage and approval. Th, m,ti,„ t, ,pp„„, thi, „di„,„„ w„ m,d, by a, \ mel +u/and „„„d,d by B rtA-- b„L the following vote L6 - a:' This ordinance was passed and approved by Aye Nay Abstain Absent Mayor Gerard Hudspeth: Vicki Byrd, District 1 : Brian Beck, District 2: Paul Meltzer. District 3 : Joe Holland, District 4: Brandon Chase McGee, At Large Place 5 : Chris Watts, At Large Place 6: V / ,/ 7 / ,/ PASSED AND APPROVEDthisthe iRt\ day of SepteMIDe/, 2023. GERARD fSN ATTEST: JESUS SALAZAR, CITY SECRETARY b\\111111111 :: S// APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY Digitally signed by Marcella Lunn DN: cn=Marcella Lunn, o. ou=City BY: –\XPAktLUl\ Date: 2023.08.31 1 1 :26:03 -05'00 DocuSign Envelope ID: 881C5B4A-9629-t76A-BF74-D81 IDOBID414 DENTON Docusign City Council Transmittal Coversheet 7574–022 File Name I HMI Software P.„ha,i„gC,,tact E '1'; G"'i’ CIty CO,„,II T„get D,t, SEPTEMBER 19’ 2023 Piggy Back Option Contract Expiration Ordinance PSA Not Applicab1 e N/A 23-1766 DocuSign Envelope ID: 881C5B4A-9629476A-BF74-D81 IDOBI D4 14 CITY OF DENTON, TEXAS STANDARD AGREEMENT FOR ENGINEERING RELATED PROFESSIONAL SERVICES This AGREEMENT is between the City of Denton, a Texas home-rule municipality ("CITY"), and Signature Automation, LLC, with its corporate office at 14677 Midway Rd, Suite 212, Addison, TX 75001 and authorized to do business in Texas, ("ENGINEER"), for a PROJECT generally described as: selection and design of a standardized Human Machine Interface (HMI) software system (the "PROJECT"). SECTION 1 Scope of Services A.The CITY hereby agrees to retain the ENGINEER, and the ENGINEER hereby agrees to perform, professional engineering services set forth in the Scope of Services attached hereto as Attachment A. These services shall be performed in connection with the PROJECT. B.Additional services, if any, will be requested in writing by the CITY. CITY shall not pay for any work performed by ENGINEER or its consultants, subcontractors and/or suppliers that has not been ordered in advance and in writing. It is specifically agreed that ENGINEER shall not be compensated for any additional work resulting from oral orders of any person. SECTION 2 Compensation and Term of Agreement A.The ENGINEER shall be compensated for all services provided pursuant to this AGREEMENT in an amount not to exceed $1,913,152.00 in the manner and in accordance with the fee schedule as set forth in Attachment A. Payment shall be considered full compensation for all labor, materials, supplies, and equipment necessary to complete the services described in Attachment A. B.Unless otherwise terminated pursuant to Section 6. D. herein, this AGREEMENT shall be for a term beginning upon the effective date, as described below, and shall continue for a period which may reasonably be required for the completion of the PROJECT, until the expiration of the funds, or completion of the PROJECT and acceptance by the CITY, whichever occurs first. ENGINEER shall proceed diligently with the PROJECT to completion as described in the PROJECT schedule as set forth in Attachment A. SECTION 3 Terms of Payment Payments to the ENGINEER will be made as follows: City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 1 of 18 DocuSign Envelope ID: 881 C5B4A-9629z176A-BF74-D811DOBID414 A. Invoice and Payment (1) The Engineer shall provide the City sufficient documentation, including but not limited to meeting the requirements set forth in the PROJECT schedule as set forth in Attachment A to reasonably substantiate the invoices. (2) The ENGINEER will issue monthly invoices for all work performed under this AGREEMENT. Invoices for the uncontested performance of the particular services are due and payable within 30 days of receipt by City. (3) Upon completion of services enumerated in Section 1, the final payment of any balance for the uncontested performance of the services will be due within 30 days of receipt of the final invoice. (4) in the event of a disputed or contested billing, only that portion so contested will be withheld from payment, and the undisputed portion will be paid. The CITY will exercise reasonableness in contesting any bill or portion thereof. No interest will accrue on any contested portion of the billing until mutually resolved. (5) if the CITY fails to make payment in full to ENGINEER for billings contested in good faith within 60 days of the amount due, the ENGINEER may, after giving 7 days' written notice to CITY, suspend services under this AGREEMENT until paid in full. In the event of suspension of services, the ENGINEER shall have no liability to CITY for delays or damages caused the CITY because of such suspension of services. SECTION 4 Obligations of the Engineer A. General The ENGINEER will serve as the CITY's professional engineering representative under this AGREEMENT, providing professional engineering consultation and advice and furnishing customary services incidental thereto. B. Standard of Care The ENGINEER shall perform its services: (1) with the professional skill and care ordinarily provided by competent engineers practicing in the same or similar locality and under the same or similar circumstances and professional license; and (2) as expeditiously as is prudent considering the ordinary professional skill and care of a competent engineer. City of Denton, Texas Standard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 2 of 18 DocuSign Envelope ID: 881C5B4A-9629476A-BF74-D81 1 DOBI D4 14 C. Subsurface Investigations (1) The ENGINEER shall advise the CITY with regard to the necessity for subcontract work such as special surveys, tests, test borings, or other subsurface investigations in connection with design and engineering work to be performed hereunder. The ENGINEER shall also advise the CITY concerning the results of same. Such surveys, tests, and investigations shall be furnished by the CITY, unless otherwise specified in Attachment A. (2) in soils, foundation, groundwater, and other subsurface investigations, the actual characteristics may vary significantly between successive test points and sample intervals and at locations other than where observations, exploration, and investigations have been made. Because of the inherent uncertainties in subsurface evaluations, changed or unanticipated underground conditions may occur that could affect the total PROJECT cost and/or execution. These conditions and cost/execution effects are not the responsibility of the ENGINEER. D. Preparation of Engineering Drawings The ENGINEER will provide to the CITY the original drawings of all plans in ink on reproducible mylar sheets and electronic files in .pdf format, or as otherwise approved by CITY, which shall become the property of the CITY. CITY may use such drawings in any manner it desires; provided, however, that the ENGINEER shall not be liable for the use of such drawings for any project other than the PROJECT described herein. E. Engineer's Personnel at Construction Site (1) The presence or duties of the ENGINEER's personnel at a construction site, whether as on-site representatives or otherwise, do not make the ENGINEER or its personnel in any way responsible for those duties that belong to the CITY and/or the CITY's construction contractors or other entities, and do not relieve the construction contractors or any other entity of their obligations, duties, and responsibilities, including, but not limited to, all construction methods, means, techniques, sequences, and procedures necessary for coordinating and completing all portions of the construction work in accordance with the AGREEMENT Documents and any health or safety precautions required by such construction work. The ENGINEER and its personnel have no authority to exercise any control over any construction contractor or other entity or their employees in connection with their work or any health or safety precautions. (2) Except to the extent of specific site visits expressly detailed and set forth in Attachment A, the ENGINEER or its personnel shall have no obligation or responsibility to visit the construction site to become familiar with the progress or quality of the completed work on the PROJECT or to determine, in general, if the work on the PROJECT is being performed in a manner indicating that the City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 3 of 18 DocuSign Envelope ID: 881C5B4A-9629J176A-BF74-D81 IDOBID414 PROJECT, when completed, will be in accordance with the AGREEMENT Documents, nor shall anything in the AGREEMENT Documents or this AGREEMENT between CITY and ENGINEER be construed as requiring ENGINEER to make exhaustive or continuous on-site inspections to discover latent defects in the work or otherwise check the quality or quantity of the work on the PROJECT. If the ENGINEER makes on-site observation(s) of a deviation from the AGREEMENT Documents, the ENGINEER shall inform the CITY. (3) When professional certification of performance or characteristics of materials, systems or equipment is reasonably required to perform the services set forth in the Scope of Services, the ENGINEER shall be entitled to rely upon such certification to establish materials, systems or equipment and performance criteria to be required in the AGREEMENT Documents. F. Opinions of Probable Cost, Financial Considerations, and Schedules (1) The ENGINEER shall provide opinions of probable costs based on the current available information at the time of preparation, in accordance with Attachment A. (2) in providing opinions of cost, financial analyses, economic feasibility projections, and schedules for the PROJECT, the ENGINEER has no control over cost or price of labor and materials; unknown or latent condItions of existing equipment or structures that may affect operation or maintenance costs; competitive bidding procedures and market conditions; time or quality of performance by third parties; quality, type, management, or direction of operating personnel; and other economic and operational factors that may materially affect the ultimate PROJECT cost or schedule. Therefore, the ENGINEER makes no warranty that the CITY's actual PROJECT costs, financial aspects, economic feasibility, or schedules will not vary from the ENGINEER's opinions, analyses, projections, or estimates G. Construction Progress Payments Recommendations by the ENGINEER to the CITY for periodic construction progress payments to the construction contractor will be based on the ENGINEER's knowledge, information, and belief from selective sampling and observation that the work has progressed to the point indicated. Such recommendations do not represent that continuous or detailed examinations have been made by the ENGINEER to ascertain that the construction contractor has completed the work in exact accordance with the AGREEMENT Documents; that the final work will be acceptable in all respects; that the ENGINEER has made an examination to ascertain how or for what purpose the construction contractor has used the moneys paid; that title to any of the work, materials, or equipment has passed to the CITY free and clear of liens, claims, security interests, or encumbrances; or that there are not other matters at issue between the CITY and the construction contractor that affect the amount that should be paid. City of Denton, Texas Standard Agreement for Engineering Related Design ServicesRevised Date: 3/22/22 Page 4 of 18 DocuSign Envelope ID: 881C5B4A-9629476A-BF74-D81 IDOBID414 H. Record Drawings Record drawings, if required, will be prepared, in part, on the basis of information compiled and furnished by others, and may not always represent the exact location, type of various components, or exact manner in which the PROJECT was finally constructed. The ENGINEER is not responsible for any errors or omissions in the information from others that is incorporated into the record drawings. 1.Right to Audit (1) ENGINEER agrees that the CITY shall, until the expiration of five (5) years after final payment under this AGREEMENT, have access to and the right to examine and photocopy any directly pertinent books, documents, papers and records of the ENGINEER involving transactions relating to this AGREEMENT. ENGINEER agrees that the CITY shall have access during normal working hours to all necessary ENGINEER facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. The CITY shall give ENGINEER reasonable advance notice of intended audits. (2) ENGINEER further agrees to include in all its subconsultant agreements hereunder a provision to the effect that the subconsultant agrees that the CITY shall, until the expiration of five (5) years after final payment under the subcontract, have access to and the right to examine and photocopy any directly pertinent books, documents, papers and records of such subconsultant, involving transactions to the subcontract, and further, that the CITY shall have access during normal working hours to all subconsultant facilities, and shall be provided adequate and appropriate work space, in order to conduct audits in compliance with the provisions of this section together with subsection (3) hereof. CITY shall give subconsultant reasonable advance noticoof intended audits (3) ENGINEER and subconsultant agree to photocopy such documents as may be requested by the CITY. The CITY agrees to reimburse ENGINEER for the cost of copies at the rate published in the Texas Administrative Code in effect as of the time copying is performed. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 5 of 18 DocuSign Envelope ID: 881C5B4A-9629476A-BF74-D811DOBID414 J. INSURANCE (1) ENGINEER’S INSURANCE a.Commercial General Liability – the ENGINEER shall maintain commercial general liability (CGL) and, if necessary, commercial umbrella insurance with a limit of not less than $1,000,000.00 per each occurrence with a $2,000,000.00 aggregate. If such Commercial General Liability insurance contains a general aggregate limit, it shall apply separately to this PROJECT or location. 1.The CITY shall be included as an additional insured with all rights of defense under the CGL, using ISO additional insured endorsement or a substitute providing equivalent coverage, and under the commercial umbrella, if any. This insurance shall apply as primary insurance with respect to any other insurance or self- insurance programs afforded to the CITY. The Commercial General Liability insurance policy shall have no exclusions or endorsements that would alter or nullify: premises/operations, products/completed operations, contractual, personal injury, or advertising injury, which are normally contained within the policy, unless the CITY specifically approves such exclusions in writing. ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the commercial general liability or commercial umbrella liability insurance maintained in accordance with this AGREEMENT. b.Business Auto – the ENGINEER shall maintain business auto liability and, if necessary, commercial umbrella liability insurance with a limit of not less than $1,000,000 each accident. Such insurance shall cover liability arising out of “any auto”, including owned, hired, and non-owned autos, when said vehicle is used in the course of the PROJECT. If the engineer owns no vehicles, coverage for hired or non-owned is acceptable. i.ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the business auto liability or commercial umbrella liability insurance obtained by ENGINEER pursuant to this AGREEMENT or under any applicable auto physical damage coverage. c. Workers’ Compensation – ENGINEER shall compensation and employers liability insurance City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 6 of 18 maintain workers and, if necessary, DocuSign Envelope ID: 881C5B4A-9629-+76A-BF74-D81 IDOBID414 commercial umbrella liability insurance with a limit of not less than $100,000.00 each accident for bodily injury by accident or $100,000.00 each employee for bodily injury by disease, with $500,000.00 policy limit. i.ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by workers compensation and employer’s liability or commercial umbrella insurance obtained by ENGINEER pursuant to this AGREEMENT. d.Professional Liability – ENGINEER shall maintain professional liability, a claims-made policy, with a minimum of $1,000,000.00 per claim and aggregate. The policy shall contain a retroactive date prior to the date of the AGREEMENT or the first date of services to be performed, whichever is earlier. Coverage shall be maintained for a period of 5 years following the completion of the AGREEMENT. An annual certificate of insurance specifically referencing this PROJECT shall be submitted to the CITY for each year following completion of the AGREEMENT. (2) GENERAL INSURANCE REQUIREMENTS a. Certificates of insurance evidencing that the ENGINEER has obtained all required insurance shall be attached to this AGREEMENT prior to its execution. b.Applicable policies shall be endorsed to name the CITY an Additional Insured thereon, subject to any defense provided by the policy, as its interests may appear. The term CITY shall include its employees, officers, officials, agents, and volunteers as respects the contracted services. c. Certificate(s) of insurance shall document that insurance coverage specified in this AGREEMENT are provided under applicable policies documented thereon. d. Any failure on part of the CITY to attach the required insurance documentation hereto shall not constitute a waiver of the insurance requirements. e.A minimum of thirty (30) days notice of cancellation or material change in coverage shall be provided to the CITY. A ten (10) days notice shall be acceptable in the event of non-payment of premium. Notice shall be sent to the respective Department Director (by name), City of Denton, 901 Texas Street, Denton, Texas 76209. f. Insurers for all policies must be authorized to do business in the State of City of Denton. Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 7 of 18 DocuSign Envelope ID: 881 C5B4A-9629dj76A-BF74-D81 IDOBID414 Texas and have a minimum rating of A:V or greater, in the current A.M. Best Key Rating Guide or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. g.Any deductible or self insured retention in excess of $25,000.00 that would change or alter the requirements herein is subject to approval by the CITY in writing, if coverage is not provided on a first-dollar basis. The CITY, at it sole discretion, may consent to alternative coverage maintained through insurance pools or risk retention groups. Dedicated financial resources or letters of credit may also be acceptable to the CITY h. Applicable policies shall each be endorsed with a waiver of subrogation in favor of the CITY as respects the PROJECT. i. The CITY shall be entitled, upon its request and without incurring expense, to review the ENGINEER's insurance policies including endorsements thereto and, at the CITY's discretion; the ENGINEER may be required to provide proof of insurance premium payments. j. Lines of coverage, other than Professional Liability, underwritten on a claims-made basis. shall contain a retroactive date coincident with or prior to the date of the AGREEMENT. The certificate of insurance shall state both the retroactive date and that the coverage is claims-made. k.Coverages, whether written on an occurrence or claims-made basis, shall be maintained without interruption nor restrictive modification or changes from date of commencement of the PROJECT until final payment and termination of any coverage required to be maintained after final payments. 1.The CITY shall not be responsible for the direct payment of any insurance premiums required by this AGREEMENT. m. Sub consultants and subcontractors to/of the ENGINEER shall be required by the ENGINEER to maintain the same or reasonably equivalent insurance coverage as required for the ENGINEER. When sub consultants/subcontractors maintain insurance coverage, ENGINEER shall provide CITY with documentation thereof on a certificate of insurance. K. Independent Consultant The ENGINEER agrees to perform all services as an independent consultant and not as a subcontractor, agent, or employee of the CITY. The doctrine of respondeat superior shall not apply. City of Denton. Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 8 of 18 DocuSign Envelope ID: 881C5B4A-9629476A-BF74-D81 IDOBI D4 14 L. Disclosure The ENGINEER acknowledges to the CITY that it has made full disclosure in writing of any existing conflicts of interest or potential conflicts of interest, including personal financial interest, direct or indirect, in property abutting the proposed PROJECT and business relationships with abutting property cities. The ENGINEER further acknowledges that it will make disclosure in writing of any conflicts of interest that develop subsequent to the signing of this AGREEMENT and prior to final payment under the AGREEMENT. M. Asbestos or Hazardous Substances (1) if asbestos or hazardous substances in any form are encountered or suspected, the ENGINEER will stop its own work in the affected portions of the PROJECT to permit testing and evaluation. (2) if asbestos or other hazardous substances are suspected, the CITY may request the ENGINEER to assist in obtaining the services of a qualified subcontractor to manage the remediation activities of the PROJECT. N. Permitting Authorities - Design Changes If permitting authorities require design changes so as to comply with published design criteria and/or current engineering practice standards which the ENGINEER should have been aware of at the time this AGREEMENT was executed, the ENGINEER shall revise plans and specifications, as required, at its own cost and expense. However, if design changes are required due to the changes in the permitting authorities' published design criteria and/or practice standards criteria which are published after the date of this AGREEMENT which the ENGINEER could not have been reasonably aware of, the ENGINEER shall notify the CITY of such changes and an adjustment in compensation will be made through an amendment to this AGREEMENT. O. Schedule ENGINEER shall manage the PROJECT in accordance with the schedule developed per Attachment A to this AGREEMENT. P. Equal Opportunity (1) Equal Employment Opportunity: ENGINEER and ENGINEER’s agents shall engage in any discriminatory employment practice. No person shall, on the grounds of race, sex, sexual orientation, age, disability, creed, color, genetic testing, or national origin, be refused the benefits of, or be otherwise subjected to discrimination under any activities resulting from this AGREEMENT. (2) Americans with Disabilities Act (ADA) Compliance: ENGINEER and City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 9 of 18 DocuSign Envelope ID: 881C5B4A-96292176A-BF74-D81 IDOBID414 ENGINEER’s agents shall not engage in any discriminatory employment practice against individuals with disabilities as defined in the ADA. SECTION 5 Obligations of the City A. City-Furnished Data ENGINEER may rely upon the accuracy, timeliness, and completeness of the information provided by the CITY. B. Access to Facilities and Property The CITY will make its facilities accessible to the ENGINEER as required for the ENGINEER's performance of its services. The CITY will perform, at no cost to the ENGINEER, such tests of equipment, machinery, pipelines, and other components of the CITY's facilities as may be required in connection with the ENGINEER's services. The CITY will be responsible for all acts of the CITY's personnel. C. Advertisements, Permits, and Access Unless otherwise agreed to in the Scope of Services, the CITY will obtain, arrange, and pay for all advertisements for bids; permits and licenses required by local, state, or federal authorities; and land, easements, rights-of-way, and access necessary for the ENGINEER's services or PROJECT construction. D. Timely Review The CITY will examine the ENGINEER's studies, reports, sketches, drawings, specifications, proposals, and other documents; obtain advice of an attorney, insurance counselor, accountant, auditor. bond and financial advisors, and other consultants as the CITY deems appropriate; and render in writing decisions required by the CITY in a timely manner in accordance with the PROJECT schedule prepared in accordance with Attachment 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's services or of any defect in the work of the ENGINEER or construction contractors. F. Asbestos or Hazardous Substances Release. (1) CITY acknowledges ENGINEER will perform part of the work at CITY's City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 10 of 18 DocuSign Envelope ID: 881 C5B4A-9629dj76A-BF74-D81 IDOBID414 facilities that may contain hazardous materials, including asbestos containing materials, or conditions, and that ENGINEER had no prior role in the generation, treatment, storage, or disposition of such materials. In consideration of the associated risks that may give rise to claims by third parties or employees of City, City hereby releases ENGINEER from any damage or liability related to the presence of such materials. (2) The release required above shall not apply in the event the discharge, release or escape of hazardous substances, contaminants, or asbestos is a result of ENGINEER’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 for contractor indemnification of the CITY and the ENGINEER for contractor's negligence. H. Contractor Claims and Third-Party Beneficiaries (1) The CITY agrees to include the following clause in all contracts with construction contractors and equipment or materials suppliers: "Contractors, subcontractors and equipment and materials suppliers on the PROJECT, or their sureties, shall maintain no direct action against the ENGINEER, its officers, employees, and subcontractors, for any claim arising out of, in connection with, or resulting from the engineering services performed. Only the CITY will be the beneficiary of any undertaking by the ENGINEER." (2) This AGREEMENT gives no rights or benefits to anyone other than the CITY and the ENGINEER and there are no third-party beneficiaries. (3) The CITY will include in each agreement it enters into with any other entity or person regarding the PROJECT a provision that such entity or person shall have no third-party beneficiary rights under this AGREEMENT. (4) Nothing contained in this Section H. shall be construed as a waiver of any right the CITY has to bring a claim against ENGINEER. I. CITY's Insurance (1) The CITY may maintain property insurance on certain pre-existing structures associated with the PROJECT. (2) The CITY may secure Builders Risk/Installation insurance at the replacement City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 1 1 of 18 DocuSign Envelope ID: 881C5B4A-9629=+76A-BF74-D81 IDOBID414 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 undertaken or defended by the CITY. In the event CITY requests such services of the ENGINEER, this AGREEMENT shall be amended or a separate agreement will be negotiated between the parties K. Changes The CITY may make or approve changes within the general Scope of Services in this AGREEMENT. If such changes affect the ENGINEER's cost of or time required for performance of the services, an equitable adjustment will be made through an amendment to this AGREEMENT with appropriate CITY approval. SECTION 6 General Legal Provisions A. Authorization to Proceed ENGINEER shall be authorized to proceed with this AGREEMENT upon receipt of a written Notice to Proceed from the CITy. B. Reuse of Project Documents All designs, drawings, specifications, documents, and other work products of the ENGINEER, whether in hard copy or in electronic form, are instruments of service for this PROJECT, whether the PROJECT is completed or not. Reuse, change, or alteration by the CITY or by others acting through or on behalf of the CITY of any such instruments of service without the written permission of the ENGINEER will be at the CITY's sole risk. The CITY shall own the final designs, drawings, specifications and documents. C. Force Majeure The ENGINEER is not responsible for damages or delay in performance caused by acts of God, strikes, lockouts, accidents, or other events beyond the control of the ENGINEER that prevent ENGINEER’s performance of its obligations hereunder. D. Termination (1 ) This AGREEMENT may be terminated: City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 12 of 18 DocuSign Envelope ID: 881C5B4A-9629476A-BF74-D81 1 DOBI D4 14 a. by the City for its convenience upon 30 days' written notice to ENGINEER. b.by either the CITY or the ENGINEER for cause if either party fails substantially to perform through no fault of the other and the nonperforming party does not commence correction of such nonperformance within 5 days’ written notice or thereafter fails to diligently complete the correction. (2) if this AGREEMENT is terminated for the convenience of the City, the ENGINEER will be paid for termination expenses as follows: a. Cost of reproduction of partial or complete studies, plans, specifications or other forms of ENGINEER'S work product; b. Out-of-pocket expenses for purchasing electronic data files and other data storage supplies or services; c. The time requirements for the ENGINEER'S personnel to document the work underway at the time of the CITY'S termination for convenience so that the work effort is suitable for long time storage. (3) Prior to proceeding with termination services, the ENGINEER will submit to the CITY an itemized statement of all termination expenses. The CITY'S approval will be obtained in writing prior to proceeding with termination services. E. Suspension, Delay, or Interruption to Work The CITY may suspend, delay, or interrupt the services of the ENGINEER for the convenience of the CITY. In the event of such suspension, delay, or interruption, an equitable adjustment in the PROJECT's schedule, commitment and cost of the ENGINEER's personnel and subcontractors, and ENGINEER's compensation will be made F. Indemnification IN ACCORDANCE WITH TEXAS LOCAL GOVERNMENT CODE SECTION 271.904, THE ENGINEER SHALL INDEMNIFY OR HOLD HARMLESS THE CITY AGAINST LIABILITY FOR ANY DAMAGE COMMiTrED BY THE ENGINEER OR ENGINEER’S AGENT, CONSULTANT UNDER CONTRACT, OR ANOTHER ENTITY OVER WHICH THE ENGINEER EXERCISES CONTROL TO THE EXrENT THAT THE DAMAGE IS CAUSED BY OR RESULTING FROM AN ACT OF NEGLIGENCE, INTENTIONAL TORT, INTELLECTUAL PROPERTY INFRINGEMENT, OR FAILURE TO PAY A SUBCONTRACTOR OR SUPPLIER. CITY IS ENTITLED TO RECOVER ITS REASONABLE ATrORNEY’S FEES IN PROPORTION TO THE ENGINEER’S LIABILITY. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 13 of 18 DocuSign Envelope ID: 881C5B4A-9629-+76A-BF74-D81 IDOBI D4 14 G. Assignment Neither party shall assign all or any part of this AGREEMENT without the prior written consent of the other party. H. Jurisdiction The law of the State of Texas shall govern the validity of this AGREEMENT, its interpretation and performance, and any other claims related to it. The venue for any litigation related to this AGREEMENT shall be Denton County, Texas. I. Severability and Survival If any of the provisions contained in this AGREEMENT are held for any reason to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability will not affect any other provision, and this AGREEMENT shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein. Sections 5.F., 6.B., 6.D., 6.F., 6.H., and 6.1. 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 and regulations and with all City ordinances and regulations which in any way affect this AGREEMENT and the work hereunder, and shall observe and comply with all orders, laws ordinances and regulations which may exist or may be enacted later by governing bodies having jurisdiction or authority for such enactment. No plea of misunderstanding or ignorance thereof shall be considered. ENGINEER AGREES TO DEFEND, INDEMNIFY AND HOLD HARMLESS CITY AND ALL OF ITS OFFICERS, AGENTS AND EMPLOYEES FROM AND AGAINST ALL CLAIMS OR LIABILITY ARISING OUT OF THE VIOLATION OF ANY SUCH ORDER, LAW, ORDINANCE, OR REGULATION, WHETHER IT BE BY ITSELF OR ITS EMPLOYEES. K. Immigration Nationality Act ENGINEER shall verify the identity and employment eligibility of its employees who perform work under this AGREEMENT, including completing the Employment Eligibility Verification Form (1-9). Upon request by CITY, ENGINEER shall provide CITY with copies of all 1-9 forms and supporting eligibility documentation for each employee who performs work under this AGREEMENT. ENGINEER shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any ENGINEER employee who is not legally eligible to perform such services. ENGINEER SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY ENGINEER, ENGINEER’S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. CITY, upon written notice to ENGINEER, shall have the City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 14 of 18 DocuSign Envelope ID: 881C5B4A-9629=176A-BF74-D81 1 DOBID414 right to immediately terminate this AGREEMENT for violations of this provision by ENGINEER. L. Prohibition on Contracts with Companies Boycotting Israel Engineer acknowledges that in accordance with Chapter 2271 of the Texas Government Code, City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1 ) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms “boycott Israel” and “company” shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this agreement, Engineer certifies that Engineer’s signature provides written verification to the City that Engineer: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the agreement. Failure to meet or maintain the requirements under this provision will be considered a material breach. M. Prohibition on Contracts with Companies Doing Business with Iran, Sudan, or a Foreign Terrorist Organization Sections 2252 and 2270 of the Texas Government Code restricts CITY from contracting with companies that do business with Iran, Sudan, or a foreign terrorist organization. By signing this agreement, Engineer certifies that Engineer’s signature provides written 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 to receive payments under this agreement by doing business with Iran, Sudan, or a foreIgn terrorIst organIzation. Failure to meet or maintain the requirements under this provision will be considered a material breach. N. Prohibition on Contracts with Companies Boycotting Certain Energy Companies Engineer acknowledges that in accordance with Chapter 2274 of the Texas Government Code, City is prohibited from entering into a contract with a company for goods or services unless the contract contains written verification from the company that it (1 ) does not boycott energy companies; and (2) will not boycott energy companies during the term of the contract. The terms “boycott energy company” and “company” shall have the meanings ascribed to those terms in Section 809.001 of the Texas Government Code. By sIgning this agreement, EngIneer certifies that Engineer’s signature provides written verification to the City that Engineer: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the agreement. Failure to meet or maintain the requirements under this provision will be considered a material breach. O. Prohibition on Contracts with Companies Boycotting Certain Firearm Entities and Firearm Trade Associations City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 15 of 18 DocuSign Envelope ID: 881C5B4A-9629J+76A-BF74-D811DOBID414 Engineer acknowledges that in accordance with Chapter 2274 of the Texas Government Code, City is prohibited from entering into a contract with a company for goods or services unless the contract contains written verification from the company that it (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the term 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 Chapter 2274 of the Texas Government Code. By sIgning this agreement, EngIneer certifies that Engineer’s signature provides written verification to the City that Engineer: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm trade association. Failure to meet or maintain the requirements under this provision will be considered a material breach. P. Termination Right for Contracts with Companies Doing Business with Certain Foreign-Owned Companies The City of Denton may terminate this Contract immediately without any further liability if the City of Denton determines, in its sole judgment, that this Contract meets the requirements under Chapter 2274, and Engineer is, or will be in the future, (i) owned by or the majority of stock or other ownership interest of the company is held or controlled by 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, or other 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 is involved in the development, evaluation, or decision-making process of the performance of any solicitation shall have a financial interest, direct or indirect, in the Contract resulting from that solicitation as defined in the City’s Ethic Ordinance 18-757 and in the City Charter chapter 2 article XI(Ethics). Any willful violation of this section shall constitute impropriety in office, and any officer or employee guilty thereof shall be subject to disciplinary action up to and including dismissal. Any violation of this provision, with the knowledge, expressed or implied, of the Contractor shall render the Contract voidable by the City. The Contractor shall complete and submit the City’s Conflict of Interest Questionnaire. R. Agreement Documents This AGREEMENT, including its attachments and schedules, constitutes the entire AGREEMENT, which supersedes all prior written or oral understandings, and may only be City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 16 of 18 DocuSign Envelope ID: 881C5B4A-9629476A-BF74-D81 IDOBID414 changed by a written amendment executed by both parties. This AGREEMENT may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute but one and the same instrument. The following attachments and schedules are hereby made a part of this AGREEMENT: Attachment A - Scope of Services, Compensation and 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 in any of the provisions of the AGREEMENT documents, the inconsistency or conflict shall be resolved by giving precedence first to the written AGREEMENT then to the AGREEMENT documents in the order in which they are listed above. 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. D&yy19Fi§quted by each party’s designated representative to be effective on BY: CITY OF DENTON, TEXAS BY: ENGINEER Signature Automation, LLCDwuSigned by: T:tHu:?21 Sara Hensley, City Manager b ;e Fu11 Name: Henry "Rick" Hidalgo 2023-1064379 TEXAS ETHICS COMMISSION CERTIFICATE NUMBER City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 17 of 18 DocuSign Envelope ID: 881C5B4A-9629-476A-BF74-D81 IDOBI D4 14 THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational ATTEST: CITY SECRETARY Signature D1 rector , Title Water Utillties Department APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY Date Signed: 8/30/2023 City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 3/22/22 Page 18 of 18 DocuSign Envelope ID: 881C5B4A-9629476A-BF74-D81 IDOBI D4 14 )ATrACHMENT A 17950 Preston Road, Suite 300, Dallas, TX 75252 Phone: 469-619-1241 1 Fax: 469-619-1242 SCOPE OF WORK The following scope of work applies to City of Denton Water/Wastewater facilities of Pecan Creek Water Reclamation Plant, Lake Lewisville Water Production Plant, and Ray Roberts Water Production Plant. PHASE 1 - PROJECT PLANNING AND INITIATION Signature Automation believes that effective project management is a critical factor in the successful completion of any project. Having executed numerous projects with municipal utilities, Signature Automation has developed a structured project management process optimized for use in the public sector. The key components of our project management approach are outlined below. Task 1.1 - Project Execution Plan Following contract award, Signature Automation will immediately mobilize to begin planning the work. The first step we will take is to develop a Project Execution Plan that will define the work at hand, communication protocols and other pertinent data related to how we will execute the work. Focus will be placed on areas of responsibility for each entity. The Project Execution Plan will be distributed to all stakeholders to assure all understand the overall project and fully understand their assigned tasks. It will include a baseline schedule to guide all project team members so that they fully understand the work ahead DELIVERABLES • Project Execution Plan Task 1.2 - Project Kickoff Meeting Upon finalizing of the Project Execution Plan, our project manager will conduct an internal planning meeting with our team and will then make a formal request to the City of Denton to schedule the project kickoff meeting with all stakeholders, where we will review with you our Project Execution Plan. During this two-hour kickoff meeting, we will ensure a common understanding of the detailed project scope and schedule by the entire project team. We will review the planned tasks, with special emphasis on the site visits, workshops, and review meetings that will involve the City of Denton staff. DELIVERABLES • Kickoff Meeting Agenda and Minutes Task 1.3 - Project Execution and Control Signature Automation understands that a project of this type that covers multiple systems and facilities will require a significant amount of internal and external coordination, especially when it comes to site assessments, workshop participation, and reviewing deliverables. We are proposing that the City of Denton establish a “Core Team” at the beginning of the project. Membership in the "Core Team" should be City of Denton staff that have the most in depth knowledge of the existing HMI windows (i.e., what functions work, do not work, additional information that would be beneficial for operation, etc.). The list will be developed as we progress through the early stages of the project. "Core Team" members must Page 1 DocuSign Envelope ID: 881C5B4A-9629476A-BF74-D81 IDOBI D4 14I ATrACHMENT A have the support of management and supervisors to dedicate the time and resources to effectively participate in the development of the project. This group should also include representation from supervisors and managers. In summary, the Core Team should consist of a select number of City of Denton staff representing the various departments that utilize the SCADA system and (1) have knowledge of the existing SCADA system and facilities, (2) can cotlectively represent the interests of the City of Denton in defining the requirements for the Human Machine Interface (HMI) software selection and any upgrades and improvements to the existing systems that may be identified, and (3) can dedicate the necessary time to actively participate in the Human Machine Interface software selection, HMI upgrade planning, and applications development activities. The Core Team should be considered the governance team for the City of Denton’s HMI Improvements project. This topic will be reviewed during the project kickoff meeting and Signature Automation will assist the City of Denton in identifying personnel that should be considered for this Core Team. In addition to familiarizing participants with each other to foster open communications, the purpose of the kickoff meeting will be to: • • • • Establish and document project goals, parameters, and protocols Ensure a common understanding of the detailed project scope and schedule by the entire project Review the baseline schedule and planned tasks, with special emphasis on the site visits, workshops, and review meetings that will involve the City of Denton staff Work with the City of Denton’s project manager to select a Core Team, as well as to review and confirm the broad goals and objectives of the project team A key component of this workshop will be to establish the broad goals and objectives of the project as these decisions will be used to help guide the solutions and development of the HMI graphics provided throughout the remainder of the project. Input will be received from attendees to gain a vision and strategy for future operational needs. The intent of this project is to provide a replacement for the existing HMI system with similar functionality to the existing system. However, as the project progresses and a better understanding is gained of the existing system and the new software to be provided, there may be opportunities for additional improvements that fall outside of the boundaries of the scope of services defined herein. Throughout the project, Signature Automation will maintain a list of these types of items in the form of a Future Enhancements List. At the conclusion of the work, Signature Automation will review the list with the City during a 2-hour meeting to determine if any of the items should be implemented as part of the Special Services on thIs contract or should be considered via a separate contracting mechanism. DELIVERABLES: • Revised Project Execution Plan (based on project kickoff meeting minutes) • Future Enhancements List (updated throughout the project) Task 1.4 – Progress Meetings Throughout the execution of the work, Signature Automation will conduct monthly project meetings to review the progress of this project and to discuss any outstanding issues and potential problems. A standard agenda will be developed for these meetings, and minutes will be provided for each meeting. We will make use of online collaboration tools such as Microsoft Teams and SharePoint to help defray the Page 2 DocuSign Envelope ID: 881C5B4A-9629476A-BF74-D81 1 DOBID414 V)i,inature -\\uAutomation ATrACHMENT A travel time and costs where feasible. In addition to the monthly progress meetings, additional meetings, conference calls and workshops will be conducted as needed to support each of the project tasks. Our project manager will utilize our management and quality standards to guide the execution of the work. Each month, our project manager will prepare a monthly report to support our invoicing that will document the overall progress of the work, the work since the last report, and the anticipated work during the next reporting period. The report will also identify any potential areas of concern or any items that are pending to aid in keeping everything moving to meet the schedule. Schedule updates, Action Item Lists, and Decision Logs will also be provided to ensure all personnel are completely informed of the progress and the work remaining. DELIVERABLES • Monthly Progress Reports & Invoices • Monthly Progress Meeting Agendas and Minutes Task 1.5 – Pre-Functional Testing To aid the assessment efforts, the Signature Automation team shall work with the City to perform a Pre- Functional analysis of all HMI, communications, and PLC systems. Results of the Pre-Functional assessments shall provide a more thorough understanding and documentation of the current state of the systems. Through several similar assessments on other projects executed by Signature Automation, the Pre-Functional assessment data and documentation has proven to greatly reduce risks and be the difference maker towards achieving successful, seamless, and error free transition. It aids in minimizing “finger pointing” by the contractor during later construction phases by establishing a detailed baseline understanding of the existing systems and providing important documentation and understanding during the future planning and design. To accomplish this, Signature Automation will provide up to four (4) days at each treatment facility (Pecan Creek Water Reclamation Plant, Lake Lewisville Water Production Plant, and Ray Roberts Water Production Plant) with the City’s personnel to collaborate on this testing as it will provide an opportunity to help instruct new personnel within the City how to test the systems. The purpose of this test will be to only identify and document any items that do not work, not to debug and repair any anomalies found. Should the testing require more than the four days allocated, City personnel will complete the testing and provide their findings to Signature Automation. The results of the pre-functional testing shall provide a recap of equipment that may warrant maintenance by plant staff or ultimate replacement. This will allow plant staff the opportunity to repair them prior to the new system coming online. These results shall be provided in the form of a TM to the City support discussions for replacement of the HMI. A review workshop for this TM is not anticipated as the TM is merely aimed as serving as a record document for future project planning. DELIVERABLES •Pre-Functional Testing Technical Memorandum Page 3 .76A-BF74-D81 IDOBID414DocuSign Envelope ID: 881C5B4, ) jon ATrACHMENT A PHASE 2 - DATA GATHERING AND SYSTEM SELECTION Task 2.1 – Review of Existing HMI and Alarm System and Documentation Upon finatizing of the Project Execution Plan, our project manager and team will conduct a site inspection to gather all pertinent data necessary to identify the equipment, such as servers, workstations, remote access points, etc., that will be part of the HMI Improvements project. Signature Automation will furnish the City of Denton a list of the HMI system documents that we would need to review. These documents will include SCADA and HMI standards, process control narratives, process and mechanical drawings, etc. Signature Automation will perform a high-level review of these documents to gain an understanding of the HMI system currently in use. As part of this review and during the site investigations we will make note of missing or out-of-date documentation. Some of the key areas Signature Automation shall review are: • • • • • • • • • SCADA facilities at each location Locations for servers and workstations Key personnel requiring access to the SCADA system Interfaces to remote site telemetry, both IP and serial communications Local area networks for SCADA/HMI communications List of all active sites monitored by SCADA at each facility List of any decommissioned sites which may have been monitored by SCADA Cybersecurity related policies and procedures Wastewater SCADA Master Plan Signature Automation will conduct site visits to the Denton facilities. The goal of the site visits will be to: • • • • • Develop and/or field verify system block diagrams Extract the input/output (1/O) list from the existing HMI systems and Win911 system Review the existing HMI graphics systems and scripting on each HMI and Win911 configuration Capture a backup copy of the HMI and Win911 applications to allow detailed assessment of previously developed HMI Discuss current and planned projects that may impact the HMI Improvements project. Signature Automation has assumed that the site visits will begin in conjunction with the kickoff meeting and has budgeted a total of three (3) days of onsite activities. DELIVERABLES • List of Data Collected and Trip Reports Task 2.2 – Define System Functional Requirements Core Team Workshops Signature Automation shall conduct two (2) half-day workshops with the city’s Core Team along with any other key personnel to review current system functionality and performance and to discuss areas for upgrade and enhancement. The key personnel needed will be identified prior to scheduling the workshop. The intent of the workshops is to build understanding and consensus among the primary stakeholders with respect to the requirements and needs. Signature Automation will prepare a structured workshop Page 4 DocuSign Envelope ID: 881C5B4A-9629476A-BF74-D81 IDOBID414I ATrACHMENT A agenda for each workshop, which will help the city’s team focus on the requirements for the new SCADA system. Signature Automation will identify the features and functions of the existing system that work well, and which should be retained in the new system, as well as discuss features and functionality that are missing or not ideal in the current installation. SCADA Requirements Documentation and Prioritization Signature Automation shall document the requirements gathered during the stakeholder workshops. The requirements will be organized into general categories and decomposed into more detailed requirements as appropriate. An initial list of potential requirements categories is shown in Table 1. Table 1: Potential Requirements Categories Vision and strategy for future operational controls, I Disaster recovery/business continuity level of automation Overall SCADA system architecture HMI hardware and software functionality Redundancy requirements Standardized configurations Alarm/event management and notification Data management, trending, and reporting Communications hardware and software Cybersecurity Ease of application configuration Integration with business systems Integration with other control systems SCADA change management Control center locations Organization, practices, and procedures System maintenance and support Documentation standards Mobile solutions Original Equipment Manufacturer (OEM) training Signature Automation shall organize and prioritize the requirements and work with the core team to finalize the prioritization methodology. An initial list of prioritization categories is shown in Table 2. Page 5 DocuSign Envelope ID: 881C5B4A-9629-+76A-BF74-D81 IDOBID414 Al-rACHMENT A Table 2: Requirements Prioritization The requirement is critical enough so that if a system does not meet the requirement, it cannot be considered further. Critical requirements may include Modbus capability, redundancy, and trending The requirement is essential to the operational mission of the city Important requirement that does not directly impact the operational mission but may have operational or management benefits This category describes "nice to have" features which may not be operationally critical Pass/Fail Critical Moderate Signature Automation shall assign initIal prioritization ratings to each requirement and provide the SCADA Requirements Technical Memorandum to the city for review. After a two-week review period, a requirements validation review workshop will be conducted. Signature Automation will use this workshop to discuss and refine the information gathered during the requirements study and further refine the prioritization of requirements as well as assist in developing the HMI Scoring Criteria. DELIVERABLES • System Functionality Workshop Meeting Agenda and Minutes (2) • Requirements Validation Review Workshop Meeting Agenda and Minutes • SCADA Requirements Technical Memorandum Task 2.3 – Develop Preliminary System Architecture Based on the defined system requirements, Signature Automation will develop a preliminary SCADA system architecture. This system architecture will include considerations that will meet the current and future needs of the city. The architecture will depict a detailed representation of the SCADA system components, including: • • • • • High Availability (redundancy) considerations Data interfaces to other enterprise systems, including future data warehouse Patching / Antivirus update considerations Sizing of system components Data Management considerations, including backups, storage, disaster recovery, and data retention. Signature Automation shall submit the draft preliminary system architecture diagram for City review and comment. Signature Automation will update the draft preliminary architecture diagram based on comments received which will then be included with the HMI vendor proposal request. Page 6 11 DOBID414 ATrACHMENT A DELIVERABLES • Preliminary System Architecture Task 2.4 – HiVII and Alarm System Scoring Criteria The HMI and alarm system scoring criteria will be developed with input from the City of Denton’s Core Team along with the information gathered in the SCADA Requirements Technical Memorandum. See Table 3 for a sample set of evaluation criteria to be considered. Each individual scoring criterion will be provided with a weight factor based on its importance to the City of Denton staff. The scoring criterion shall include a rating based on the individuals’ assessment during the site tours defined in Task 2.7. Table 3: HMI Detailed Scoring Criteria General Considerations HMI Considerations - Architecture Thick Client Capabilities • Thin Client Methodology Support of Replication into DMZ Portable Device Interface Support Trending Interface Web Links support • • • • • HMI Considerations – Configuration • Water/Wastewater Toolkit or Symbol Set Availability High Performance HMI Toolkit availability HMI Security Capabilities Graphics Conversion to Web format • • • • • • • • Licensing Model License Administration Methods Annual Support Agreements Local System Integrator Support Presence in Marketplace Industry Longevity • Data Acquisition Subsystem • Redundancy Methods • Scan Frequency Management • Data Quality Flagging Capability • Integrated Databases Alarm • • • Management Alarm Priority Capability Alarm Grouping / Sorting Capability Remote Alarm Notification (These features will be broken down further as the notification software may be a separate third- party solution such as Win911 or TopView) Alarm and Event Historical Data Collection System Architecture • Support for Virtualization Redundancy and Centralized Development and Failover Distributed Features • • • Management • Page 7 DocuSign Envelope ID: 881C5B4A-9629476A-BF74-D81 IDOBID414 ATTACHMENT A Table 3: HMI Detailed Scoring Criteria Historical Data Subsystems Database Type Replication Capabilities Long-Term Data Storage Redundancy Methodology Data Collection Frequency Configuration Methods to Access Historical Data Built-In Reporting Capabilities • • • • • • Data Management Dashboard Support• Data Reporting• Other Integration• Modules o Maintenance Management System o Lab Inventory Management Systemo GIS Login / Tracking Capability Support for Areas of Responsibility / Areas of Control Support for Security Badge Login Remote Access Security • DELIVERABLES •HMI Scoring Criteria Technical Memorandum Task 2.5 – Develop HMI RFP’s Signature Automation will work with the City of Denton to identify the specific HMI packages to be considered. For the purposes of this proposal, we have assumed that a total of three packages will be identified; although, more than three vendors are anticipated to propose on this request. Signature Automation will develop a Request for Proposal (RFP) that will be sent to each selected HMI vendor. As part of this effort, we will coordinate with the city’s contracting department to ensure the language in the RFP aligns with the city’s contracting requirements. The RFP will provide a list of functional requirements desired by the city and will request that each vendor provide a brief written description of how their product meets each of the functional requirements reflected by the scoring criteria. The scoring criteria will NOT be included in the RFP but will be used by the project stakeholders to evaluate the various vendors. In addition, the RFP will include the preliminary system architecture diagram to aid the software vendors on the licensing and software required to meet the design intent (number of workstations, total 1/O count, historical database size, etc.). Based on these requirements, each vendor will be asked to provide software pricing information. DELIVERABLES • HMI Request for Proposal (RFP) Task 2.6 – HMI and Alarm System Demonstrations Based on the RFP responses completed by each vendor, Signature Automation and the Core Team will short list the top 3 HMI and alarm system notification vendors and invite each selected vendor to provide a demonstration at the city’s facilities. Signature Automation will provide each vendor with an agenda of items that should be demonstrated to keep each presentation in a similar format to assist with final scoring. Agenda items will include many of the scoring criteria items but will also allow for a portion of Page 8 DocuSign Envelope ID: 881C5B4A-9629476A-BF74-D81 IDOBID414 ATrACHMENT A time dedicated to a surprise exercise for the vendor which will allow each vendor to showcase the software development of a simple equipment or instrument object animated from scratch. This demonstration will allow the Core Team to see the ease of development of applications for the software packages being evaluated. DELIVERABLES • Vendor Presentation Agenda Task 2.7 – Site Tours As a follow up to the vendor presentations, Signature Automation will coordinate half-day site visits to utilities that have the software being considered. During the site visits, the City will have an opportunity to view the installed software and speak with operations, maintenance and system administrator personnel to gage their satisfaction with the product offering. Signature Automation will help to guide these discussions but encourages the City to openly discuss features and/or concerns with these end users during these site visits. Attendees for these site visits shoutd include all Core Team members that are taking part in the system selection so their input can be included into the scoring criteria for each product. Task 2.8 – HMI and Alarm System Evaluation and Recommendation The City of Denton’s Core Team should complete an evaluation form based on the software list of scoring criteria developed for each HMI and alarm notification product. Select Signature Automation team members will also complete evaluation forms for each product based on the information from the vendors, the software demonstrations, and general knowledge of the products. Signature Automation wiI tabulate the results and provide to the city. We will then facilitate a workshop with the City of Denton’s Core Team to review and finalize the ratings. Based on the collective scorings and the discussions held during the workshop, Signature Automation will develop a recommendation to the City of Denton as to the selected HMI and alarm notification system that will summarize the evaluation process and present the scoring for each of the software packages. DELIVERABLES • Software Evaluation Tabulations • Recommendation Letter Task 2.9 – Historical Software Evaluation and Recommendation Signature Automation understands that the City currently uses offerings within their Hach WIMS system for their operational reports. As part of the HMI evaluation, Signature Automation will assess whether the HMI software historian offering is a viable option for replacement of the Hach WIMS system including the ability for external users to enter lab entry data to be stored for future reporting. Signature Automation will provide a discussion in our findings and our final recommendation in the form of a Historian Recommendation Letter. The letter will summarize the advantages and disadvantages of the options so that the City can make a final decision on how to proceed. Page 9 DocuSign Envelope ID: 881C5B4A-9629'+76A-BF74-D81 IDOBI D4 14 ATrACHMENT A DELIVERABLES • Historian Recommendation Letter PHASE 3 – APPLICATION ENGINEERING The City of Denton has elected to transition to Situational Awareness style graphics that align with ANSI/ISA 101. To accomplish this, in depth HMI standards must be developed to serve as guidance during the implementation phase. Standardized solutions are often difficult to achieve; however, following a consistent approach will eliminate confusion among staff and improve maintainability across all facilities, especially as newer employees join the City of Denton. The Core Team should be considered the governance team for the HMI standards development process and will have veto power over other project stakeholders should it be required. This will expedite the decision-making process should there be any conflicting opinions between stakeholders Initially, we will work to establish the specific details that need to be covered within the standards document, thus assuring the completed SCADA Standards Document will meet the City of Denton’s needs. We anticipate topics will consist of alarm management, situational awareness style graphics, tag naming, and other relevant HMI features. Portions of the standards development shall begin while the HMI evaluations described in Phase 2 are ongoing, however, the standards will be finalized once the selection is made so that they align with the specific HMt software offering selected. Considerations will be made for differences between the water and wastewater systems. Any differences that are approved by the City will be clearly documented within the standards. Task 3.1 – HMI Graphics Definition HMI Graphics Workshops Signature Automation shall conduct a series of workshops that will be held to review current HMI graphics and determine which graphics and concepts should be brought forward to the new system. These workshops will also develop the new HMI tag naming conventions. During these workshops, Signature Automation shall review, with city personnel, best practices in the industry by providing references from past experience and industry standards (i.e., ISA, IEC, or IEEE). These discussions will be focused to ensure City of Denton’s new SCADA system is well positioned for future expansion, software upgrades, and integration to third-party applications. Topics will include alarm management, situation awareness, historical data access, mobility, and reporting. Throughout the workshop process, Signature Automation shall document the decisions made and use it as the basis for the HMI Standards document. Leveraging our team’s experience with SCADA system integration, design, and programming, Signature Automation shall develop standards that uniquely meet the needs and requirements of City of Denton. Signature Automation shall conduct three (3) 6-hour workshops to review the existing system graphics and static graphics examples. The three (3) workshops are: • Initial HMI Workshop • Standards and Conventions • HMI Demonstration Page 10 DocuSign Envelope ID: 881C5B4A-9629476A-BF74-D81 IDOBID414 a)iqnature -\\uAutomation Al-rACHMENT A During the initial HMI workshop, Signature Automation will meet with the Core Team and review the configuration of HMI graphics and PLC programs from typical sites that are representative of the control system facilities. Signature Automation shall use the information gathered to determine if there are any commonalities already in place that should be incorporated into the standards document. At the conclusion of the initial HMI workshop, Signature Automation shall develop a concise list of all process graphics that need to be developed. Signature Automation shall then conduct a second workshop, focused on Standards and Conventions, which will determine the graphics interface standards that should be used. Signature Automation will use the information from discussions during the second workshop to establish the general HMI conventions that should be followed such as screen layouts, fonts, text colors, navigation, color attributes, piping colors, and alarm colors among other things. Signature Automation shall identify the methodologies to be used for operator input to process control. This workshop will include items such as process set point entry, equipment start/stop, alarm limit entry, alarm acknowledgement, control strategy mode selection, process diagnostics configuration screens, PID loop tuning templates, etc. Signature Automation shall develop sample graphics for use in depicting the methodologies identified throughout the standards, which will include items such as operator set point entry, PID loop faceplates, equipment control and general operator interface. The sample graphics will be linked to "dummy" database points to mimic a live system. They will be developed in the selected HMI environment and will be presented to city personnel in a third workshop, focused on HMI demonstration. The goal of this workshop will be to use the sample graphics developed by Signature Automation as a visual representation of the anticipated standards that are to be developed, thus allowing city personnel a peek into the final graphics design. As Signature Automation reviews the sample graphics with city staff, Signature Automation shall seek input on any preferences or concerns they may have with the current system configuration and implementation and how it relates to the sample graphics that are developed. During this workshop, Signature Automation shall present a detailed outline of the anticipated HMI Standards document to allow city staff to openly discuss the level of detail anticipated for the final document. Signature Automation’s goal is to gain consensus as to the topics that should be covered as we move forward with documenting these standards. SCADA System 1/O List Development Signature Automation shall review the extracted databases from the HMI systems to document the SCADA I/O list for use in the updated SCADA system. This I/O list will include the parameters needed for the configuration of the HMI database and will include the new HMI tag naming convention, if applicable. The 1/O list will also include designations of alarms to be configured, based on the alarm philosophy developed in the preliminary design. Two (2) half-day workshops will be held to assist Signature Automation in developing the 1/O List. During the first of these two (2) workshops, Signature Automation shall lead in depth discussions with city staff to review the I/O list and confirm Signature Automation’s initial findings relative to any duplications and discrepancies that are identified. Signature Automation shall seek input from the city for concurrence on these and for any other issues that they may be aware of. Additionally, during the workshop, Signature Automation shall work with city staff to identify any tags that may no longer be in use. The objective of Page 11 DocuSign Envelope ID: 881C5B4A-9629-476A-BF74-D81 IDOBID414 ATrACHMENT A this workshop is to develop a "clean" database with no misconfigured or unused tags to optimize the implementation of the database within the new system. At the conclusion of the first workshop, Signature Automation shall modify the database to reflect the changes that result from those discussions. The resulting database will be used as a starting point for the second workshop. During the second workshop, Signature Automation will focus on identifying the alarming associated with the tags. Prior to this second workshop, Signature Automation shall use the alarm philosophy defined to pre-configure the alarming requirements for each tag. Signature Automation, however, understands that there may be some tags that will deviate from the overall philosophy and during this second workshop, Signature Automation will review the pre-configured alarming with city staff to gain consensus of the overall configuration and to identify any deviations from the philosophy that may exist for specific tags. The objective of this second workshop is to develop a concise database that can be implemented in the new system. Reporting Workshop Two (2) half-day workshops will be held to review existing SCADA reports, and to document reports that will be required to be developed. During the initial workshop, Signature Automation shall provide samples of reports developed for other utilities to allow city staff to brainstorm about possible reports that would be beneficial for future use. Data that will populate these reports will also be reviewed based on the information that is available within the existing system. Additionally, discussions will be held regarding any new calculations or other new data that is required to achieve the operational reports desired by the city After the initial workshop, Signature Automation shall develop sample layouts of the reports desired in Microsoft Excel format. These will be submitted to the city and a two-week period will be allowed for review. Approximately halfway through the review period, a second Reports workshop will be held to present the sample reports templates and gather review comments from city staff. City of Denton will then have the rest of the review period to complete the review and provide written comments. The resulting comments will be used to finalize the reports templates and in developing the final reports for the city once the new system is implemented. DELIVERABLES • • • • • Initial HMI Workshop Meeting Agenda and Minutes Standards and Conventions Workshop Meeting Agenda and Minutes HMI Demonstration Workshop Meeting Agenda and Minutes I/O List Development Workshop Meeting Agenda and Minutes (2) Report Workshop Meeting Agenda and Minutes (2) Task 3.2 – Alarm Management Approach Development Signature Automation shall interview key operations staff to determine the general effectiveness of the alarms as they are currently configured on each system. Signature Automation shall also work with staff to gather a snapshot of the alarms from each HMI system. Signature Automation shall review the snapshot data and the information gained through the interviews to obtain a thorough understanding of the existing alarming on each system. Page 12 DocuSign Envelope ID: 881C5B4A-9629z176A-BF74-D81 1 DOBID414 ion ATrACHMENT A Signature Automation shall conduct two (2) half-day alarm management workshops. The workshops will discuss alarm performance metrics that should be targeted on the new system and how to achieve those metrics, as well as the alarm management capabilities of the future HMI system. Signature Automation shall use the information gathered, as well as the discussions held during the alarm management workshops, as the basis for developing a preliminary Alarm Management Approach TM. This memorandum will leverage current best practices in alarm management into this philosophy and will incorporate the principles of commonly referenced standards and practices such as ISA-18.2, API-1167, and EEMUA 191. The Alarm Management Approach will consist of the following key elements: • • • • • • • • Alarm management philosophy overview, purpose, and use Requirements for alarm determination Proper and consistent determination and use of alarm priority Specific alarm design considerations Alarm rationalization principles and practices Specification of documentation required for each alarm Management of change of the alarm system Operator and staff training requirements Signature Automation shall prepare a draft version of the Alarm Management Approach TM which will be provided to the city for a two-week review period. Approximately halfway through the review period, a workshop will be held to present the TM and gather initial review comments. The city will have the remainder of the review period to complete the TM review and provide written comments. Signature Automation shall prepare a final Alarm Management Approach TM, which will be finalized based on the city’s comments. The Alarm Management Approach TM will be used during HMI programming to define system alarms. The document will also become part of the SCADA system standards. DELIVERABLES • Alarm Management Workshop Meeting Agenda and Minutes (2) • DRAFT Alarm Management Approach Technical Memorandum (TM) • FINAL Alarm Management Approach Technical Memorandum (TM) Task 3.3 - Human Machine Interface (HMI) Standards Signature Automation shall work closely with city staff to develop HMI Standards that fully utilize the capabilities of the planned SCADA components and software. Signature Automation recognizes that no one knows how to manage these facilities and systems better than your staff as you operate and maintain the systems daily. To leverage the City of Denton’s knowledge, we will proactively engage personnel identified by the City of Denton’s project manager in the development of the HMI programming standards. This will ensure that the City of Denton’s personnel, as the end users, take an active role in defining the foundation of the SCADA database and graphical infrastructure that provides the basis for ensuring a user- friendly system of navigation and graphics. Furthermore, it helps the personnel to gain an understanding of the inner workings of the new SCADA system from the ground up, thus improving their overall knowledge once the new system is brought online. Page 13 DocuSign Envelope ID: 881C5B4A-96292176A-BF74-D81 IDOBID414 ATTACHMENT A Signature Automation will work closely with the City of Denton to develop HMI Standards that provide the foundation for the graphical interface and historical data collection based on the new HMI system selected. The objective of these standards is to provide guidance to upgrade the existing HMI and within future bidding documents to allow the bidders to assess the level of development required to support the features desired by the City of Denton as defined within these standards. The topics covered for the HMI standards will be based on the following outline: 1 2 3 4 Purpose – Summary of Intent Definitions – Terms Specific to the Procedure Roles and Responsibilities Detailed Procedure 4.1 Requirements for Deviations from Standard 4.2 Process Philosophy 4.3 Modifications to Legacy HMI Graphics Evaluation Criteria and Performance Measures 5.1 Programmer Requirements Key Words or Phrases Related Policies, Procedures and Standards Version Control and Change Management SCADA System Overview HMI Software Naming Conventions 10.1 Introduction 10.2 Database Tag Names 10.3 Graphic Display File Names Graphic Display Standards 11.1 Introduction 11.2 General Graphics Standards 11.2.1 Display Types (Overview, Process, Pop-ups, Tabular, Dashboards) 11.2.2 Display Navigation 11.2.3 Display Attributes 5 6 7 8 9 10 11 12 Alarming 12.1 Introduction 12.2 Alarm Indication 12.3 Alarm Groups 12.4 Alarm Summary Display 12.5 Alarm Acknowledgement 12.6 Alarm Shelving 12.7 Alarm Logging Trending 13.1 Introduction 13.2 System Trending 13.3 Trend Faceplates 13.4 Tag Selection Operator Control Standards 14.1 Introduction 14.2 Variable Frequency Drive (VFD) Motor Control Pop-Up 14.3 Modulating (Analog) Valve Control Pop-Up 14.4 Constant Speed Motor Control Pop-Up 14.5 Discrete (Open/Close) Valve Control Pop-Up 14.6 Lockout/Tagout/Information Displays 13 14 Page 14 DocuSign Envelope ID: 881C5B4A-9629476A-BF74-D81 IDOBID414 Al-rACHMENT A 14.7 PID Controller Pop-Up 14.8 Analog Alarm Setpoint Adjustment Security Configuration Standards 15.1 Introduction 15.2 Account Types 15.3 User Accounts 15.4 User Login 15.5 Auto Logout Historical Collection 16.1 Introduction 16.2 Tagging/Naming 16.3 Data Reporting Methodologies 16.4 Configuration Settings 16.4.1 Compression Settings 15 16 The HMI Standards will be developed first in a DRAFT format and submitted to the City of Denton for review and comment. In conjunction with submission of the DRAFT HMI Standards, Signature Automation will request the scheduling of a DRAFT HMI Standards Review Workshop. During this half-day workshop, our team will review the DRAFT document developed with the City of Denton to aid in answering any questions and/or clarify any items. Minutes will be developed and provided to all attendees to gain concurrence that our understanding of the discussions accurately captures the direction given. The discussions held during the DRAFT review workshop along with the formal review comments received from the City of Denton will be used as the basis for finalizing HMI Standards. The FINAL HMI Standards will be provided to the City of Denton in both PDF and the native Microsoft Word format for future use. DELIVERABLES • DRAFT HMI Standards • HMI Standards Review Workshop Meeting Agenda and Minutes • FINAL HMI Standards Task 3.4 – Develop SCADA System Migration Plan Signature Automation will develop a System Migration Plan that details the steps necessary to transition from the existing HMI System to the selected replacement system. The plan will outline an approach for field installation and testing, including an approach for parallel operation during the transition period. DELIVERABLES • SCADA System Migration Plan PHASE 4 - HMI PROGRAMMING AND INTEGRATION Task 4.1 – Submittals Signature Automation will provide submittals throughout the duration of the project to the city for review and concurrence that the work is proceeding as intended. The submittals listed below will be provided. • Process Graphics Submittal – Signature Automation will provide the process graphics submittal which will include all proposed graphic displays, examples of each type of popup, and examples Page 15 DocuSign Envelope ID 881C5B4A-9629476A-BF74-D811DOBID414 ATrACHMENT A of trends. The tag database will also be included with information provided on abnormal tag settings. • Historical Data Management and Reports Submittal – Signature Automation will provide the historical data management and reports submittal which will include listing of all signals to be collected and stored, listing of all reports, methods for generating and accessing reports, data backup procedures and copies of the reports. • Testing Procedures Submittal – Signature Automation will provide a thorough testing submittal that will detail the testing to be provided, setup required, and steps required for each test which is formatted in a cause-and-effect manner. • Software Maintenance Documentation Submittal – Signature Automation will provide the software maintenance documentation which will include application software manuals, software listings and databases, and machine-readable documentation. • Operations and Maintenance Manuals Submittal – Signature Automation will provide the operations and maintenance manuals for the system operators. These manuals shall be bound and contain all information necessary for operations staff to operate the system. DELIVERABLES • • • • • Process Graphics Submittal (1 electronic copy) Historical Data Management and Reports Submittal (1 electronic copy) Testing Procedures Submittal (1 electronic copy) Software Maintenance Documentation Submittal (1 electronic copy) Operations and Maintenance Manuals Submittal (2 hard copies and 1 electronic copy) Task 4.2 – Graphics Development Signature Automation will use the approved HMI Standards Submittal as the basis for developing the process graphics on the control system. Development will begin with planning and defining the common objects and templates utilized on the HMI. Once all the standard objects and HMI layouts are developed, a half day workshop will be scheduled where the graphics will be presented to the city for review and comment Upon approval of all HMI standard objects and graphic layouts, Signature Automation will begin planning and developing HMI graphics based on the existing HMI graphics for each site. In some cases, there may be existing HMI calculations and scripts being performed by the HMI software. For reliable execution of logic and data storage, most calculations and scripting functions should be performed in the PLC. Therefore, these calculations and scripts will be reviewed to determine if any can be replicated in a PLC associated with the process area the calculation or script is being performed for. The PLC programming services needed will be on a case-by-case basis, performed under the special services task, and should be approved by the City prior to making the changes. All other calculations and scripts will be duplicated within the new HMI software. Signature Automation will submit graphics and scripts for approval by the city after each process area is completed. Signature Automation will continue this process until all graphics and scripts are developed in the future HMI software. Once all review comments are incorporated, the final graphics will be compiled for the Process Graphics Submittal. Page 16 DocuSign Envelope ID: 881C5B4A-9629476A-BF74-D811DOBID414 ATrACHMENT A Additionally, this task includes the development and configuration of the HMI database defining all associated 1/O interface points between the PLC and HMI and all pseudo points required to support the user interface. Signature Automation will perform a review of all tag settings and descriptions to determine if any seem abnormal. All abnormal data from the database shall be presented to the city for resolution. This task includes the proper redundancy configuration and testing for the servers which include the HMI servers and historians. DELIVERABLES •Interim HMI Graphics as process areas are completed (Electronic copy only) Task 4.3 – Historical Configuration This task will include creation, modification, and deletion of historian tags as appropriate for tags affected by this project. These historian changes will be coordinated with the City of Denton personnel. Signature Automation will export up to seven (7) years of data from the existing legacy systems for importing into the new historian. Prior to importing the data to the new historian, the list of tags and files of data will be submitted to the City for review. The City should review to see if there are any tags where historical data is not needed and to verify the quality of data for data points that may not be reporting properly or have excessive gaps or runs of bad data. This information will then be utilized to finalize the historical data import files for the new historian. After historicat data has been imported, it will be tested through trends and reports to verify the data can be properly queried. In addition, Signature Automation will modify and create up to five (5) reports affected by the tag creation, modification, and deletions. Each report is defined as a single or multi-page report that includes no more than 50 data points. DELIVERABLES • Historian Tag Additions and Modifications Report • Historical Reports (5) Task 4.4 - Testing and Commissioning Signature Automation will conduct software testing at various stages of the system to confirm the applications development activities meet the intent of the design. Testing will be based on a cause-and- effect approach. Signature Automation will develop test procedures to use for each test. For all field testing, the new HMI hardware will be staged such that the graphics between the existing and new HM applications can be compared on a screen-by-screen basis. The following tests will be conducted by Signature Automation. •Software Demonstration Test – This test will be conducted at Signature Automation’s facility and will be witnessed. The purpose of the software demonstration test is to verify the complete HMI system functionality, performance, and stability of the hardware and software. Upon successful completion of this test, the system will be shipped to the project site. In addition to a system audit, testing performed includes demonstration of operability of all servers, network, communication failure and recovery, 1/O, reports, backup and storage, and alarm/events. Signature Automation will provide up to 2 days for testing. Page 17 DocuSign Envelope ID: 881C5B4A-9629476A-BF74-D81 IDOBID414 ATTACHMENT A •Operational Readiness Test (ORT) – This test will be conducted on site, is unwitnessed, and includes field testing and comparisons to the existing HMI system. Each facility will be tested individually when the graphics are completed and internally tested. The new HMI system shall run in parallel with the existing HMI system and data checks will be performed between the HMI applications. Once all graphics are fully tested and in production on the new HMI system, the old HMI system will be decommissioned. Signature Automation will then review all work with the City and discuss scheduling for testing the next facility. Additionally, Signature Automation will spot check existing control strategies prior to demonstrating the applications to the city. Upon successful completion of the ORT, Signature Automation will coordinate with the City to demonstrate the new HMI application. Signature Automation will provide up to 10 days for testing at each facility. • 30-day Site Acceptance Test (SAT) – This testing will allow the HMI system to operate for up to 30 days without any programming or configuration changes being made. When needed to resolve punch list items or correct any deficiencies, Signature Automation will provide support (1 days onsite, on call for 28 additional days thereafter). DELIVERABLES • Copies of Software Demonstration Test Sign Off Sheets • Copies of ORT Sign Off Sheets • 30-day Acceptance Test Discrepancy and Resolution Log Task 4.5 – Training Signature Automation will provide the training for the new HMI system. Each training session includes time to prepare the manuals and presentations that will be used during the training course. Training details are shown in Table 4. To ensure all shifts are provided the opportunity to take part in a training session, several classes will be provided per each session listed below. Signature Automation will coordinate the schedule of these sessions with the City to ensure all shifts for all facilities are covered. Training will be focused based on the facility type. For example, training at the water facilities will be focused on the water treatment standards and training at the wastewater facilities will be focused on the wastewater treatment standards. Table 4: Training Details Session Description Number of Sessions Approximate Duration (hours) Maximum Number of Trainees per Session Control System Overview Operator Control System Page 18 DocuSign Envelope ID: 881C5B4A-9629476A-BF74-D81 IDOBID414 <S:)iqnature -\\uAutomation ATrACHMENT A Table 4: Training Details Session Description Number of Sessions Approximate Duration (hours) Maximum Number of Trainees per Session Software Maintenance and Administration The training listed below will be provided. •Control System Overview Training An overview of the process control system explaining how the hardware and software supplied is used for the operation and control of the facilities. A block diagram presentation of the process control system showing how and what information flow within the System and what is done by each functional unit. An explanation of the operator interfaces including a demonstration of how to use an Operator’s workstation to access displays, reports, control, etc. A walk-through of the installed system explaining each of the items covered in the functional unit’s discussion. The features and functions of operator controls and interfaces shall be discussed. Operator Control System Training Overview of Process Control System HMI Software Naming Conventions Graphic Display Standards Review of HMI and Navigation 0 0 0 0 0 0 0 0 • Alarming Trending Review historical logged data Review reports Operator Control Standards Security Configuration Standards Software Maintenance and Administration Training Review of HMI application and configuration implemented Review of Process Control Systems Software Review of Process Control Systems Hardware Review of HMI/PLC/Historian/Reporting and Backup System Provide O&M documents containing application programs and configuration information 0 0 0 0 0 0 0 0 0 0 Historian Training Review of accessing and modifying historical data from the historian0 Review backup and restore of historical data 0 0 Review of change management procedures and applications Review methods to visualize and share data 0 0 • • Page 19 DocuSign Envelope ID: 881C5B4A-9629J176A-BF74-D81 IDOBID414 ATrACHMENT A o Review reports DELIVERABLES • Training Documents PHASE 5 - PLC UPGRADES Under this phase, Signature Automation will perform PLC replacement for all LPUs at the Water Reclamation Plant (1100 S Mayhill Rd., Denton, TX 76208) using the equipment provided by the City of Denton Task 5.1 – Submittals Signature Automation will provide drawings, test documents, and operations and maintenance submittals. The submittals listed below will be provided. • PLC and I/O Drawing Submittal – Signature Automation will provide the PLC and I/O Drawing submittal which will include all PLC 1/O card level shop drawings for each LPU. Drawings will depict PLC and I/O connected. • Testing Procedures Submittal – Signature Automation will provide a loop testing submittal that will detail the 1/O loops for each PLC and test results for each point. • Operations and Maintenance Manuals Submittal – Signature Automation witl provide the operations and maintenance manuals for the PLC replacements. These manuals shall be bound and contain all information necessary for operations and maintenance staff to service and maintain the hardware in the future. DELIVERABLES • PLC and I/O Drawing Submittal (1 electronic copy) • Testing Procedures Submittal (1 electronic copy) • Operations and Maintenance Manuals Submittal (2 hard copies and 1 electronic copy) Task 5.2 – Field Assessment Signature Automation will perform a field assessment with operations staff prior to commencement of work to verify existing I/O points, current PLC programs, replacement BOM scheduled, existing control panel hardware, and other current field conditions. This task will include a thorough test of the existing PLC 1/O, pre-functional testing, which will allow our team to identify all valid I/O vs. I/O that is no longer in service or is now obsolete. This will minimize the future replacement PLC hardware and footprint. The following LPUs identified for replacement will be assessed. In addition to the PLC hardware being replaced, the 24 VDC power supplies will also be replaced. a. b. C. d. e. LPU #1 LPU #2 LPU #3 LPU #4 LPU #5 North Return Building (M340 Platform) South Return Building (M340 Platform) Turblex Building (M340 Platform) Belt Press Building (M340 Platform) Diurnal Basin (M340 Platform) Page 20 DocuSign Envelope ID: 881 Al-rACHMENT A f. LPU#6 g. LPU#7 h. LPU#9 i. LPU #10 Digester Building (M340 Platform) Municipal Lab Building (M340 Platform) UV Electrical Building (Momentum PLC) Raw Pump Station (M340 Platform) Task 5.3 – PLC Planning and Programming Signature Automation will utilize the results from the field assessment to plan out the new PLC hardware layout. This includes development of new PLC 1/O lists, PLC hardware and I/O drawings, and test procedures to be utilized during the testing task. Once all work is complete, final operations and maintenance manuals will be compiled and delivered. The PLC hardware and I/O layouts are to be reviewed by the City to ensure the hardware is available or purchased in a timely manner prior to beginning the hardware replacement effort. Additionally, the existing PLC logic will all be converted for each PLC to the latest version of Control Expert. All logic conversions will be replaced in kind and will not include any changes to the existing controls. Task 5.4 – PLC Replacement and Testing Signature Automation will coordinate with City of Denton personnel on scheduling for the PLC replacements and downtime available during replacement to ensure hardware is replaced in a timely manner to minimize plant downtime while maintaining personnel safety. As each 24VDC power supply and PLC is replaced, Signature Automation will utilize the test procedures developed to perform complete 1/O and controls testing from the HMI to the field devices. This test shall be witnessed by City of Denton to provide final approval for each PLC replacement as they are completed. Once testing is approved, the PLC and all controls will be turned over to the City for continued operation. The following items are NOT included in this scope of work: • • PLC Hardware - The City of Denton will supply all PLC hardware required for this project. Electrical conduit, raceway, duct banks, wire, etc. – Only PLC hardware is being replaced and all existing terminations and wiring will remain in place. Miscellaneous Control Panel Equipment (Wire Tags/ Relays/ Terminal Blocks/etc.) required for PLC swap and basic control panel clean-up will be provided as needed. Furnishing and installation of all electrical power and specialty panels/products – No additional power sources or equipment will be provided such as switchgear, MCCs, distribution panels, AFD’s/VFD’s, disconnects, heat tracing, power monitor devices, etc. Furnishing and installation of any Miscellaneous Control Panels – All existing panels will be utilized for the replacement hardware. No additional panels will be provided. Furnishing and installation of mechanical piping saddles/mating flanges/process taps and isolating valves required to connect field instrumentation. Disposal of removed or demolished material – All material will be turned over to the owner for salvage or disposal. All "Civil" work including building and vessel modifications, asphalt demolition, patching, concrete foundations, piers, etc. • • • • • Page 21 DocuSign Envelope ID: 881C5B4A-9629-476A-BF74-D81 IDOBID414 ATrACHMENT A PHASE 6 - SPECIAL SERVICES These Services are items which must be authorized in advance and in writing by the City’s Project Manager and will be paid only on a direct expenses and hourly billings of time expended by the consultant. Such items are so designated because it is difficult to determine an accurate level of services required for the items at this time. Consultant will establish an estimate amount for each item and submit to the City’s Project manager for written authorization prior to beginning the work. Consultant shall notify the City’s Project Manager in advance and receive written authorization to exceed the total amount authorized by the CITY; however, the amounts allocated to each item may be adjusted by the City’s Project Manager as needed Special Services for this project shall include: 1. 2 3. 4. 5. 6. Additional Engineering Services – Provide additional engineering services for items identified during the evaluation, construction and startup. Provide all documentation, calculation, and graphical report as required to complete the defined objective(s). Additional HMI configuration and support services as defined by the City beyond the in-kind replacement. Additional Historical configuration and operational reports development services as defined by the City beyond the items in this scope of work. Develop and deliver video training modules as defined by the City. Design and configure the HMI to all data to be shared to the asset management system. Configure change management software for water production facilities using MDT AutoSave. Compensation City of Denton agrees to compensation for services under Phases 1 through 6 of this agreement for a Lump Sum amount not to exceed $1,913,152.00. Description PHASE 1 - PROJECT PLANNING AND INITIATION PHASE 2 - DATA GATHERING AND SYSTEM SELECTION PHASE 3 - APPLICATION ENGINEERING PHASE 4 - HMI PROGRAMMING AND INTEGRATION PHASE 5 - PLC UPGRADES PHASE 6 - SPECIAL SERVICES Contract Total Fee $99,737 $117,459 $187,308 $ 1,215,523 $201,775 $91,350 $ 1,913,152 Page 22 DocuSign Envelope ID: 881C5B4A-9629476A-BF74-D81 IDOBI D4 14 CONFLICT OF INTEREST QUESTIONNAIRE For vendor or other person doing business with local governmental enti This questionnaire reflects changes macby 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 Denton Ethics 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 thI 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. misdemeanor. a W An offense under this section is a Slgnature Automatlon , LLC 2 1 1 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 de£ned by Section 176.00 1 (1-a), Local Government Code Attach additional pages to this Form CIQ as necessary. A.Is the local govemment officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor?n ,„,n *“ B.Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named in this section AND the taxable income is not received from the local governmental entity?n Yes = No C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership of one percent or more? = Yes a No D.Describe each employment or business and family relationship with the local government officer named in this section 4 5 LJ I have no Conflict of Interest to disclose. 'DocuSigned by: OKcko ttl Si 8/30/2023 with the governmental entity Date DocuSign Envelope ID: 881C5B4A-9629476A-BF74-D81 IDOBI D4 14 CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity Acomplete copy of Chapter 176 ofthe Local Government Code may be found at http://www.statutes,legis.state.tx.us/ Docs/LG/htm/LG, 1 76.htm. For easy reference, below are some of the sections cited on this form Local Government Code $ 176.001{1-a): "Business relationship" means a connection between two or more parties based on commercial activity of one of the parties. The term does not include a connection based on (A) a transaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an agency of a federal, state, or local governmental entity ; (B) a transaction conducted at a price and subject to terms available to the public; or (C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by, and reporting to, that agency. Local Government Code $ 176.003{a){2)(A) and (B): (A) Alocai govemment 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 82,500 during the 12-month period preceding the date that the officer becomes aware that (i) acontract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the val(bc (B) has given to the local goverrrment officer or a family member ofthe officer one or more gifts that have an aggregate value ofmore than $ 100 in the 12-month periodpreceding the date the officer becomes aware that: (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor. Local Government Code $ 176.006{a) and (a-1} (a) A vendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local governmental entity and: (1) has an employment or other business relationship with a local government officer of that local governmental entity, or a family member ofthe officer, described by Section 176.003 (a)(2)(A) ; (2) has given a local government officer of that local governmental entity, or a family member of the officer, one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B), excluding any gift described by Section 176.003(a-1); or (3) has a family relationship with a local government officer of that local governmental entity. (a- 1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator not later than the seventh business day after the later of: (1) the date that the vendor: (A) begins discussions or negotiations to enter into a contract with the local governmental entity; or (B) submits to the local governmental entity an application, response to a request for proposals or bids, correspondence, or another writing related to a potential contract with the local govemmental entity; or (2) the date the vendor becomes aware: (A) of an employment or other business relationship with a local government officer, or a family member of the officer, described by Subsection (a); (B) that the vendor has given one or more gifts described by Subsection (a); or (C) of a family relationship with a local government officer. City of Denton Ethics Code Ordinance Number 18-757 Definitions Relative: a family member related to a City Official within the third 3Fd degree of affinity (marriage) or consanguinity (blood or adoption) City Official: for purpose of this article, the term consists of the Council Members, Department Heads, or member of the Board of Ethics, Planning and zoning Commission Members, Board of Adjustment, Historic Landmark Commission, or Public Utilities Board Vendor: a person who provides or seeks to provide goods, services, and/or real property to the City in exchange for compensation. This definition does not include those property owners from whom the City acquires public right-of-way or other real property interests for public use. Per the City of Denton Ethics Code, Section 2-273, – Prohibitions (3) it shall be a violation of this Article for a Vendor to offer or give a Gift to City Official exceeding fifty dollars (850,00) per gift, or multiple gift cumulatively valued at more than two hundred dollars ($200,00) per a single fiscal year. Per the City of Denton Ethics Code, Section 2-282, – Disposition (b), (5) Ineligibility If the Board of Ethics finds that a Vendor has violated this Article, the Board may recommend to the City Manager that the Vendor be deemed ineligible to enter into a City contract or other arrangement for goods, services, or real property, for a period of one (1) year. orm provided by Texas Ethics Commission www. ethics.state. tx. us Revised 11/30/2015 [k>cuSign Certificate Of Completion Envelope Id: 881 C5B4A9629476ABF74D81 IDOBID414 Subject: Please DocuSign: City Council Contract 7574-022 HMI Software Status: Completed Source Envelope: Document Pages: 43 Certificate Pages: 6 Signatures: 6 Envelope Originator: Erica Garcia 901B Texas Street Initials: 1 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) Denton, TX 76209 erica.garcia@cityofdenton.com IP Address: 198.49.140.104 Record Tracking Status: Original 8/24/2023 12:21 :24 PM Holder: Erica Garcia erica.garcia@cityofdenton.com Location: DocuSign Signer Events Erica Garcia erica.garcia@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: 8/24/2023 12:27:05 PM Viewed: 8/24/2023 12:27:18 PM Signed: 8/24/2023 12:27:56 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: 8/24/2023 12:27:59 PM Viewed: 8/24/2023 1 :44:01 PM Signed: 8/24/2023 1:44:40 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Not Offered via DocuSign Marcella Lunn marcella.lunn@cityofdenton.com Mack Reinwand City Attorney City of Denton Security Level: Email, Account Authentication (None) Sent: 8/24/2023 1 :44:43 PM Viewed: 8/25/2023 1 :09:42 PM Signed: 8/25/2023 1:11 :36 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Not Offered via DocuSign Henry "Rick" Hidalgo hjhidalgo@sig-auto.com President/CEO Security Level: Email, Account Authentication (None) DocuSigned br Won=:££“ kiLl# Sent: 8/25/2023 1:11 :39 PM Resent: 8/29/2023 9:03:51 AM Viewed: 8/29/2023 2:28:33 PM Signed: 8/30/2023 1 :42:59 PMSignature Adoption: Pre-selected Style Using IP Address: 74.213.25.2 Electronic Record and Signature Disclosure: Accepted: 8/29/2023 2:28:33 PM ID: a327d77c-a69 1-4484-a746J+5fda5e50424 Signer Events Steven D. Gay stephen.gay@cityofdenton.com Director, Security Level: Email, Account Authentication (None) Signature Docu Signed bIC I ;'„- ?. *‘ 9EBFF5658E56492 Timestamp Sent: 8/30/2023 1 :43:01 PM Viewed: 8/30/2023 2:09:27 PM Signed: 8/30/2023 2:12:20 PM Signature Adoption: Pre-selected Style Using IP Address: 184.169.45.4 Signed using mobile Electronic Record and Signature Disclosure: Accepted: 8/30/2023 2:09:27 PM ID: 958dd2d3-a4a548e1 -afe7-5b2a97bf72c6 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: 8/30/2023 2:12:22 PM Viewed: 9/20/2023 10:30:37 AM Signed: 9/20/2023 10:30:54 AM Using IP Address: 198.49.140.10 Sara Hensley sara.hensley@cityofdenton.com City Manager City of Denton Security Level: Email, Account Authentication (None) Sent: 9/20/2023 10:30:57 AM Viewed: 9/20/2023 1 1 :36:38 AM Signed: 9/20/2023 11:36:42 AM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Not Offered via DocuSign Jesus Salazar jesus.salazar@cityofdenton.com Security Level: Email. Account Authentication (None) Sent: 9/20/2023 11:36:44 AM Viewed: 9/20/2023 12:43:19 PM Signed: 9/20/2023 12:44:02 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Accepted : 9/20/2023 12:43:19 PM ID: 9b59c48b-190d4f5d-alf6-814b62a7d99b 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: 8/24/2023 12:27:59 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: 8/30/2023 2:12:23 PM Viewed: 8/30/2023 2:29:40 PM City Secretary Office citysecretary@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Sent: 9/20/2023 12:44:05 PM Viewed: 9/20/2023 2:14:02 PM Daniel Parish daniel.parish@cityofdenton.com Plant Manager Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 9/14/2023 2:05:40 PM ID: 01 ddb5e8-51 1048cb-86e2-09ae 16922575 Sent: 9/20/2023 12:44:05 PM Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Envelope Sent Envelope Updated Certified Delivered Signing Complete Completed Status Timestamps 8/24/2023 12:27:05 PM 8/30/2023 2:25:53 PM 9/20/2023 12:43:19 PM 9/20/2023 12:44:02 PM 9/20/2023 12:44:05 PM Hashed/Encrypted Security Checked 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: Henry "Rick" Hidalgo, Steven D. Gay, Jesus Salazar, Daniel Parish 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 of this document. Getting paper copies At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. For such copies, as long as you are an authorized user of the DocuSign system you will have the ability to download and print any documents we send to you through your DocuSign user account for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a $0.00 per-page fee. You may request delivery of such paper copies from us by following the procedure described below. Withdrawing your consent If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below. Consequences of changing your mind If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. To indicate to us that you are changing your mind, you must withdraw your consent using the DocuSign ’Withdraw Consent' form on the signing page of your DocuSign account. This will indicate to us that you have withdrawn your consent to receive required notices and disclosures electronically from us and you will no longer be able to use your DocuSign Express user account to receive required notices and consents electronically from us or to sign electronically documents from us. All notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through your DocuSign user account all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. How to contact City of Denton: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: purchasing@ cityofdenton.com To advise City of Denton of your new e-mail address To let us know of a change in your e-mail address where we should send notices and disclosures electronically to you, you must send an email message to us at melissa.kraft@cityofdenton.com and in the body of such request you must state: your previous e-mail address, your new e-mail address. We do not require any other information from you to change your email address.. In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected in your DocuSign account by following the process for changing e-mail in DocuSign. To request paper copies from City of Denton To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an e-mail to purchasing@cityofdenton.com and in the body of such request you must state your e-mail address, full name, US Postal address, and telephone number. We will bill you for any fees at that time, if any. To withdraw your consent with City of Denton To inform us that you no longer want to receive future notices and disclosures in electronic format you may: i. decline to sign a document from within your DocuSign account, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may; ii. send us an e-mail to purchasing@cityofdenton.com and in the body of such request you must state your e-mail, full name, IS Postal Address, telephone number, and account number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process.. Required hardware and software Operating S ems Browsers (for SENDERS) Browsers (for SIGNERS) r 1 lternet Explorer 6.0?, Mozilla FireFox 1.0 NetScape 7.2 (or above) access to a valid email account x Email Screen Resolution ,nabled Security Settings •Allow per session cookies •Users accessing the internet behind a Proxy Server must enable HTTP 1.1 settings via Proxy connection ## These minimum requirements are subject to change. If these requirements change, we will provide you with an email message at the email address we have on file for you at that time providing you with the revised hardware and software requirements, at which time you will have the right to withdraw your consent. Acknowledging your access and consent to receive materials electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please verify that you were able to read this electronic disclosure and that you also were able to print on paper or electronically save this page for your future reference and access or that you were able to e-mail this disclosure and consent to an address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format on the terms and conditions described above2 please let us know by clicking the 'I agree’ button below. By checking the 'I Agree’ box, I confirm that: • • I can access and read this Electronic CONSENT TO ELECTRONIC RECEIPT OF ELECTRONIC RECORD AND SIGNATURE DISCLOSURES document; and I I can print on paper the disclosure or save or send the disclosure to a place where I can print it, for future reference and access; and • Until or unless I notify City of Denton as described above, I consent to receive from exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to me by City of Denton during the course of my relationship with you.