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24-744ORDINANCE NO. 24-744 AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICIPAL CORPORATION, AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH SKANSKA USA BUILDING INC, FOR PROJECT MANAGEMENT SERVICES FOR THE RENOVATION AT THE WATER WORKS PARK FOR THE CAPITAL PROJECTS DEPARTMENT AS SET FORTH IN THE CONTRACT; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROViDrNG AN EFFECTIVE DATE (RFQ 8245-o02 – PROFESSIONAL SERVICES AGREEMENT FOR PROJECT MANAGEMENT SERVICES AWARDED TO SKANSKA USA BUILDING INC. IN THE NOT-TO-EXCEED AMOUNT OF $167,256.00). WHEREAS, on August 15, 2023, the City Council approved a pre-qualified engineer list for Capital Improvement Projects Department (Ordinance 23-1521), 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 Skanska USA Building Inc, for project management services for the renovation at the Water Works Park for the Capital Projects Department, a copy of which is attached hereto and incorporated by reference herein. SECTION 2. The City Manager, or their designee, is authorized to expend funds as required by the attached contract. SECTION 3. The City Council of the City of Denton, hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under this ordinance to the City Manager of the City of Denton, or their designee. SECTION 4. The findings in the preamble of this ordinance are incorporated herein by reference. SECTION 5. This ordinance shall become effective immediately upon its passage and approval. The motion to approve this ordinance was made by Br -b A- BruM and seconded by a\~rT 5 Or Hi . This ordinance was passed and approved by the following vote n - E : 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: ,/ -£ -£ a ,/ ,„„.. „,.„....,ED thi, th. /d ’" d„ .f =2024 GE]DR ATTEST: LAUREN THODEN, CITY SECRETARY BY:da£wn_ Jn- APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY Digitally signed by Marcella Lunn DN: dc=com, dc=cityofdenton, dc=codad, ou=Department Users and \\\If\ ;E);:nil})ill::::„" Date: 2024.04.02 1 5:52:39 -05'00' BY: - L\hY\\\h DocuSign Envelope ID: F332A478-F57D4BB5-A966-827B4FCB07B4 DENTON Docusign City Council Transmittal Coversheet 8245-002 File Name w ,t,, wo,ks Pa,k R ,„o,,ti," PurchasingContact ch'1;t’ ch’i;tl;" City C,,„iI T„g,t D,t, " --=' 16’ 2024 11 cab1 ePiggy Back Option Contract Expiration Ordinance PSA Not APP N/A 24-744 DocuSign Envelope ID: F332A478-F57D-+BB5-A966-827B4FCB07B4 PROFESSIONAL SERVICES AGREEMENT FOR CONSULTING SERVICES FILE 8245-002 STATE OF TEXAS § COUNTY OF DENTON § 04WB024\GREEMENT (thel I “A©eement”). isP made and entered into. . on - '’-"' --- ' , by and between the City of Denton, Texas, a Texas municipal corporation, with its principal office at 215 East McKinney Street, Denton, Denton County, Texas 76201, hereinafter called “OWNER” and Skanska USA Building Inc, with its corporate office at 105 Decker Court, Suite 1060, Irving, Texas 75062, hereinafter called “CONSULTANT,” acting herein, by and through their duly authorized representatives. WFFNESSETH, that in consideration of the covenants and agreements herein contained, the parties hereto do mutually agree as follows: ARTICLE I CONSULTANT AS INDEPENDENT CONTRACTOR The OWNER has selected CONSULTANT on the basis of demonstrated competence and qualifications to perform the services herein described for a fair and reasonable price pursuant to Chapter 2254 of the Texas Government Code. The OWNER hereby contracts with the CONSULTANT as an independent contractor and not as an employee, and as such, the OWNER will not assert control over the day-to-day operations of the CONSULTANT. The CONSULTANT is customarily engaged to provide services as described herein independently and on a nonexclusive basis in the course of its business. This Agreement does not in any way constitute a joint venture between OWNER and CONSULTANT. The CONSULTANT hereby agrees to perform the services described herein based on the skills required for the scope of work in connection with the Project as stated in the sections to follow, with diligence and in accordance with the professional standards customarily obtained for such services in the State of Texas. The professional services set out herein are in connection with the following described project The Project shall include, without limitation, Water Works Park Renovation Project Management, as described in Exhibit A, which is on file at the purchasing office and incorporated herein (the “Project“). City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/1 1/18 (REV 2.13.24) Page 1 of 15 Contract 8245-002 DocuSign Envelope ID: F332A478-F57D4BB5-A966-827B4FCB07B4 ARTICLE II SCOPE OF BASIC SERVICES The CONSULTANT shall perform the following services in a professional manner: A. B. To perform all those services set forth in CONSULTANT’s proposal, which proposal is attached hereto and made a part hereof as Exhibit A as if written word for word herein. CONSULTANT shall perform all those services set forth in individual task orders, as described in Exhibit A, which shall be attached to this Agreement and made a part hereof C.If there is any conflict between the terms of this Agreement and the exhibits attached to this Agreement, the terms and conditions of this Agreement will control over the terms and conditions of the attached exhibits or task orders. ARTICLE III ADDITIONAL SERVICES Additional services to be performed by the CONSULTANT, if authorized by the OWNER, which are not included in the above-described Basic Services, may be negotiated as needed, per rates included in Exhibit A. A. B. Preparing applications and supporting documents for government grants, loans, or planning advances and providing data for detailed applications. Preparing data and reports for assistance to OWNER in preparation for hearings before regulatory agencies, courts, arbitration panels or mediator, giving testimony, personally or by deposition, and preparations therefore before any regulatory agency, court, arbitration panel or mediator. C.Assisting OWNER in preparing for, or appearing at litigation, mediation, arbitration, dispute review boards, or other legal and/or administrative proceedings in the defense or prosecution of claims disputes with Contractor(s). D.Assisting OWNER in the defense or prosecution of litigation in connection with or in addition to those services contemplated by this AGREEMENT. Such services, if any, shall be furnished by CONSULTANT on a fee basis negotiated by the respective parties outside of and in addition to this AGREEMENT. E. Visits to the site in excess of the number of trips included in Exhibit A. F. Preparing statements for invoicing or other documentation for billing other than for the standard invoice for services attached to this professional services agreement. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/1 1/18 (REV 2.13.24) Page 2 of 1 5 Contract 8245-002 DocuSign Envelope ID: F332A478-F57D4BB5-A966427B4FCB07B4 ARTICLE IV TIME OF COMPLETION CONSULTANT is authorized to commence work under this contract upon execution of this AGREEMENT. CONSULTANT shall perform and complete its obligations herein in a prompt and continuous manner, so as to not delay the completion of the Project in accordance with the schedules as described in Exhibit A. The contract shall remain effective for a period which may reasonably be required for the completion of the Project, acceptance by an authorized representative of the OWNER, exhaustion of authorized funds, or termination as provided in this Agreement, whichever occurs first. ARTICLE V COMPENSATION A.COMPENSATION TERMS: 1.“Subcontract Expense” is defIned as expenses incurred by the CONSULTANT in employment of others in outside firms for services related to this agreement. 2.“Direct Non-Labor Expense” is defined as that expense for any assignment incurred by the CONSULTANT for supplies, transportation and equipment, travel, communications, subsistence, and lodging away from home, and similar incidental expenses in connection with that assignment. B.BILLING AND PAYMENT: For and in consideration of the professional services to be performed by the CONSULTANT herein, the OWNER agrees to pay, based on the cost estimate detail at an hourly rate shown in Exhibit A which is attached hereto and made a part of this Agreement as if written word for word herein, a total fee, including reimbursement for direct non-labor expenses not to exceed $167,256.00. Partial payments to the CONSULTANT will be made on the basis of detailed monthly statements rendered to and approved by the OWNER through its City Manager or his designee; however, under no circumstances shall any monthly statement for services exceed the value of the work performed at the time a statement is rendered. Nothing contained in this Article shall require the OWNER to pay for any work which is unsatisfactory, as reasonably determined by the City Manager or his designee, or which is not submitted in compliance with the terms of this Agreement. The OWNER shall not be required to make any payments of disputed amounts to the CONSULTANT until the CONSULTANT cures any nonconforming Services provided under this Agreement. It is specifically understood and agreed that the CONSULTANT shall not be authorized to undertake any work pursuant to this Agreement which would require additional payments by the OWNER for any charge, expense, or reimbursement above the maximum not to exceed fee as stated, without first having obtained written authorization from the OWNER. The CONSULTANT shall not proceed to perform the services listed City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/11/18 (REV 2.13.24) Page 3 of 15 Contract 8245-002 DocuSign Envelope ID: F332A478-F57D4BB5-A966-827B4FCB07B4 in Article 111 “Additional Services,” without obtaining prior written authorization from the OWNER. C.ADDITIONAL SERVICES: For additional services authorized in writing by the OWNER in Article III, the CONSULTANT shall be paid based on the Schedule of Charges at an hourly rate shown in Exhibit A. Payments for additional services shall be due and payable upon submission by the CONSULTANT and approval by the City staff, and shall be in accordance with subsection B hereof Statements shall not be submitted more frequently than monthly. D.PAYMENT: if the OWNER fails to make payments due the CONSULTANT for services and expenses within thirty (30) days after receipt of the CONSULTANT’s undisputed statement thereof, the amounts due the CONSULTANT will be paid interest in accordance with the Texas Government Code 2251.025. Additionally, the CONSULTANT may, after giving seven (7) days’ written notice to the OWNER, suspend services under this Agreement until the CONSULTANT has been paid in full all amounts due for services, expenses, and charges. Nothing herein shall require the OWNER to pay the late charge if the OWNER reasonably determines that the work is unsatisfactory, in accordance with this Article V, “Compensation,” if there is a bona fide dispute concerning the amount due, or the invoice was not mailed to the address or in the form as described in this Agreement. The OWNER will notify CONSULTANT of any disputes within twenty-one (21) days of receipt of the invoice. E Invoices shall be sent directly to the City of Denton Accounts Payable Department, 215 E McKinney St, Denton, TX, 76201-4299. A pro-forma invoice shall be sent to the contract administrator. It is the intention of the City of Denton to make payment on completed orders within thirty days after receipt of invoice or items; whichever is later, unless unusual circumstances arise. Invoices must be fully documented as to labor, materials, and equipment provided, if applicable, and must reference the City of Denton Purchase Order Number in order to be processed. No payments shall be made on invoices not listing a Purchase Order Number. ARTICLE VI OBSERVATION AND REVIEW OF THE WORK The CONSULTANT will exercise reasonable care and due diligence in discovering and promptly reporting to the OWNER any defects or deficiencies in the work of the CONSULTANT or any subcontractors or subconsultants. ARTICLE VII OWNERSHIP OF DOCUMENTS All documents prepared or furnished by the CONSULTANT (and CONSULTANT’s subcontractors or subconsultants) pursuant to this Agreement are instruments of service, and shall become the property of the OWNER upon the termination of this Agreement. The CONSULTANT is entitled to retain copies of all such documents. The documents prepared and furnished by the CONSULTANT are intended only to be applicable to this Project, and City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/11/18 (REV 2,13,24) Page 4 of 1 5 Contract 8245-002 DocuSign Envelope ID: F332A478-F57D4BB5-A966427B4FCB07B4 OWNER’s use of these documents in other projects shall be at OWNER’s sole risk and expense. In the event the OWNER uses any of the information or materials developed pursuant to this Agreement in another project or for other purposes than specified herein, CONSULTANT is released from any and all liability relating to their use in that project. ARTICLE VIII INDEMNITY AGREEMENT THE CONSULTANT SHALL INDEMNIFY AND SAVE AND HOLD HARMLESS THE OWNER AND ITS OFFICERS, OFFICIALS, AND EMPLOYEES FROM AND AGAINST ANY AND ALL LIABILITY, CLAIMS, DEMANDS, DAMAGES, LOSSES, AND EXPENSES, INCLUDING, BUT NOT LIMITED TO COURT COSTS AND REASONABLE ATTORNEY FEES ASSERTED BY THIRD PARTIES AGAINST THE OWNER INVOLVING DAMAGES FOR BODILY AND PERSONAL INJURY, DEATH AND PROPERTY DAMAGE, TO THE EXTENT RESULTING FROM THE NEGLIGENT ACTS OR OMISSIONS OF THE CONSULTANT OR ITS OFFICERS, SHAREHOLDERS, AGENTS, OR EMPLOYEES INCIDENTAL TO, RELATED TO, AND IN THE EXECUTION, OPERATION, OR PERFORMANCE OF THIS AGREEMENT. Nothing in this Agreement shall be construed otherwise to create a liability to any person who is not a party to this Agreement, and nothing herein shall waive any of the parties’ defenses, both at law or equity, to any claim, cause of action, or litigation filed by anyone not a party to this Agreement, including the defense of governmental immunity, which defenses are hereby expressly reserved. In no event shall CONSULTANT’s liability arising out of or in connection with the performance or nonperformance of any obligations under this Agreement exceed the total amount paid to CONSULTANT under this Agreement, provided that such limitation of liability shall not apply to CONSULTANT’s indemnity obligations for claims asserted against OWNER by third parties for personal injury or tangible property damage caused by the negligence of CONSULTANT or its employees. Neither OWNER nor CONSULTANT shall be liable under or in connection with this Agreement for any consequential, special, incidental, indirect, punitive or exemplary damages, or damages arising from or in connection with loss of use, loss of revenue, loss of actual or anticipated profit, loss by reason of delay, increased cost of construction or cost of capital, whether based on delay, contract, tort, negligence, strict liability, warranty, indemnity, error and omission or otherwise, and each Party hereby releases the other from any such from liability. Nothing in this Section shall limit OWNER’s payment obligations under the Agreement. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/1 1/18 (REV 2.13.24) Page 5 of 1 5 Contract 8245-002 DocuSign Envelope ID: F332A478-F57D4BB5-A966-827B4FCB07B4 ARTICLE IX INSURANCE During the performance of the services under this Agreement, CONSULTANT shall maintain insurance in compliance with the requirements of Exhibit B which is attached hereto and made a part of this Agreement as if written word for word herein. ARTICLE X ALTERNATIVE DISPUTE RESOLUTION The parties may agree to settle any disputes under this Agreement by submitting the dispute to mediation with each party bearing its own costs of mediation. No mediation arising out of or relating to this Agreement, involving one party’s disagreement may include the other party to the disagreement without the other’s approval. Mediation will not be a condition precedent to suit. ARTICLE XI TERMINATION OF AGREEMENT A. B. Notwithstanding any other provision of this Agreement, either party may terminate for convenience by giving thirty (30) days’ advance written notice to the other party. This Agreement may be terminated in whole or in part in the event of either party substantially failing to fulfill its obligations under this Agreement. No such termination will be effective unless the other party is given (1) written notice (delivered by certified mail, return receipt requested) of intent to terminate and setting forth the reasons specifying the non-performance, and not less than fifteen (15) calendar days to cure the failure; and (2) an opportunity for consultation with the terminating party prior to termInatIon. C.If the Agreement is terminated prior to completion of the services to be provided hereunder, CONSULTANT shall immediately cease all services and shall render a final bill for services to the OWNER within thirty (30) days after the date of termination. The OWNER shall pay CONSULTANT for all services properly rendered and satisfactorily performed and for reimbursable expenses to termination incurred prior to the date of termination, in accordance with Article V “Compensation.” Should the OWNER subsequently contract with a new consultant for the continuation of services on the Project, CONSULTANT shall cooperate in providing information. The CONSULTANT shall turn over all instruments of service to the OWNER on or before the date of termination, but may maintain copies of such documents for its use as provided elsewhere herein City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/11/18 (REV 2.13.24) Page 6 of 15 Contract 8245-002 DocuSign Envelope ID: F332A478-F57DJ+BB5.A966427B4FCB07B4 ARTICLE XII RESPONSIBILITY FOR CLAIMS AND LIABILITIES Approval by the OWNER shall not constitute, nor be deemed a release of the responsibility and liability of the CONSULTANT, its employees, associates, agents, subcontractors, and subconsultants for the accuracy and competency of their work; nor shall such approval be deemed to be an assumption of such responsibility by the OWNER for any nonconformance of the work prepared or completed by the CONSULTANT, its employees, subcontractors, agents, and consultants. ARTICLE XIII NOTICES All notices required or permitted under this Agreement shall be personally delivered or mailed to the respective parties by depositing same in the United States mail to the address shown below, certified mail, return receipt requested, unless otherwise specified herein. Mailed notices shall be deemed communicated as of three (3) days’ mailing: To CONSULTANT:To OWNER: Skanska USA Building Inc.CurtIs E1 swi ck City of Denton Purchasing Manager –File 8245-002 901B Texas Street Denton, Texas 76201 105 Decker Court, Suite 1060 Irving TX 75062 All notices shall be deemed effective upon receipt by the party to whom such notice is given, or within three (3) days’ mailing. ARTICLE XIV ENTIRE AGREEMENT This Agreement and related exhibits constitute the complete and final expression of this Agreement of the parties, and is intended as a complete and exclusive statement of the terms of their agreements, and supersedes all prior contemporaneous offers, promises, representations, negotiations, discussions, communications, and agreements which may have been made in connection with the subject matter hereof. ARTICLE XV SEVERABILITY If any provision of this Agreement is found or deemed by a court of competent jurisdiction to be invalid or unenforceable, it shall be considered severable from the remainder of this Agreement and shall not cause the remainder to be invalid or unenforceable. In such event, the parties shall reform this Agreement to replace such stricken provision with a valid and enforceable provision which comes as close as possible to expressing the intention of the stricken provlslon. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/11/18 (REV 2.13.24) Page 7 of 1 5 Contract 8245-002 DocuSign Envelope ID: F332A478-F57D-4BB5-A966-827B4FCB07B4 ARTICLE XVI COMPLIANCE WITH LAWS The CONSULTANT shall comply with all federal, state, and local laws, rules, regulations, and ordinances applicable to the work covered hereunder as those laws may now read or hereinafter be amended. ARTICLE XVII DISCRIMINATION PROHIBITED In performing the services required hereunder, the CONSULTANT shall not discriminate against any person on the basis of race, color, religion, sex, sexual orientation, national origin or ancestry, age, or physical handicap. ARTICLE XVIII PERSONNEL A.The CONSULTANT represents that it has or will secure, at its own expense, all personnel required to perform all the services required under this Agreement. Such personnel shall not be employees or officers of, or have any contractual relations with the OWNER. CONSULTANT shall inform the OWNER of any conflict of interest or potential conflict of interest that may arise during the term of this Agreement. B.All services required hereunder will be performed by the CONSULTANT or under its supervision. All personnel engaged in work shall be qualified, and shall be authorized and permitted under state and local laws to perform such services. ARTICLE XIX ASSIGNABILITY The CONSULTANT acknowledges that this Agreement is based on the demonstrated competence and specific qualifications of the CONSULTANT and is therefore personal as to the CONSULTANT. Therefore, the CONSULTANT shall not assign any interest in this Agreement, and shall not transfer any interest in this Agreement (whether by assignment, novation, or otherwise) without the prior written consent of the OWNER. ARTICLE XX MODIFICATION No waiver or modification of this Agreement or of any covenant, condition, or limitation herein contained shall be valid unless in writing and duly executed by the party to be charged therewith, and no evidence of any waiver or modification shall be offered or received in evidence in any proceeding arising between the parties hereto out of or affecting this Agreement, or the rights or obligations of the parties hereunder, and unless such waiver or modification is in writing and duly executed; and the parties fUrther agree that the provisions of this section will not be waived unless as set forth herein. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/11/18 (REV 2.13.24) Page 8 of 1 5 Contract 8245-002 DocuSign Envelope ID: F332A478-F57DJtBB5-A966-827B4FCB07B4 ARTICLE XXT MISCELLANEOUS A.The following exhibits are attached to and made a part of this Agreement: Exhibit A – Consultant’s Scope of Services Offer, Project Schedule and Cost Proposal Exhibit B – Consultant’s Insurance Requirements What is called for by one exhibit shall be as binding as if called for by all. In the event of an inconsistency or conflict in this Agreement and any of the provisions of the exhibits, the inconsistency or conflict shall be resolved by giving precedence first to this Agreement then to the exhibits in the order in which they are listed above. B.This Agreement shall be governed by, construed, and enforced in accordance with, and subject to, the laws of the State of Texas or federal law, where applicable, without regard to the conflict of law principles of any jurisdiction. In the event there shall be any dispute arising out of the terms and conditions of, or in connection with, this Agreement, the party seeking relief shall submit such dispute to the District Courts of Denton County or if federal diversity or subject matter jurisdiction exists, to the United States District Court for the Eastern District of Texas-Sherman Division. C.For the purpose of this Agreement, the key persons who will perform most of the work hereunder shall be Stan N1 xon . However, nothing herein shall limit CONSULTANT from using other equally qualified and competent members of its firm to perform the services required herein. D.CONSULTANT shall commence, carry on, and complete any and all projects with all applicable dispatch, in a sound, economical, and efficient manner and in accordance with the provisions hereof. In accomplishing the projects, CONSULTANT shall take such steps as are appropriate to ensure that the work involved is properly coordinated with related work being carried on by the OWNER, subject to OWNER review and approval E.The OWNER shall assist the CONSULTANT by placing at the CONSULTANT’s disposal all available information pertinent to the Project, including previous reports, any other data relative to the Project, and arranging for the access thereto, and make all provisions for the CONSULTANT to enter in or upon public and private property as required for the CONSULTANT to perform services under this Agreement. CONSULTANT may rely upon the accuracy and completeness of information supplied to it by the OWNER without independent verification. F.The captions of this Agreement are for informational purposes only, and shall not in any way affect the substantive terms or conditions of this Agreement. G.The parties agree to transact business electronically. Any statutory requirements that certain terms be in writing will be satisfied using electronic documents and signing. Electronic signing of this document will be deemed an original for all legal purposes. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/11/18 (REV 2.13.24) Page 9 of 1 5 Contract 8245-002 DocuSign Envelope ID: F332A478-F57D4BB5-A966-827B4FCB07B4 ARTICLE XXII INDEPENDENT CONTRACTOR CONSULTANT shall provide services to OWNER as an independent contractor, not as an employee of the OWNER. CONSULTANT shall not have or claim any right arising from employee status. ARTICLE XXIII RIGHT TO AUDIT The OWNER shall have the right to audit and make copies of the books, records and computations pertaining to this Agreement. The CONSULTANT shall retain such books, records, documents and other evidence pertaining to this agreement during the contract period and five years thereafter, except if an audit is in progress or audit findings are yet unresolved, in which case records shall be kept until all audit tasks are completed and resolved. These books, records, documents and other evidence shall be available, within 10 business days of written request. Further, the CONSULTANT shall also require all Subcontractors, material suppliers, and other payees to retain all books, records, documents and other evidence pertaining to this agreement, and to allow the OWNER similar access to those documents. All books and records will be made available electronically, where possible, or within a 50 mile radius of the City of Denton. The cost of the audit will be borne by the OWNER unless the audit reveals an overpayment of 1% or greater. If an overpayment of 1% or greater occurs, the reasonable cost of the audit, including any travel costs, must be borne by the CONSULTANT which must be payable within five business days of receipt of an invoice. Failure to comply with the provisions of this section shall be a material breach of this contract and shall constitute, in the OWNER’S sole discretion, grounds for termination thereof. Each of the terms "books", "records", "documents" and "other evidence", as used above, shall be construed to include drafts and electronic files, even if such drafts or electronic files are subsequently used to generate or prepare a final printed document. ARTICLE XXIV PROHIBITION ON CONTRACTS WITH COMPANIES BOYCOTTING ISRAEL Contractor 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, Contractor certifies that Contractor’s signature provides written verification to the City that Contractor: (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. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/11/18 (REV 2.13.24) Page 10 of 15 Contract 8245-002 DocuSign Envelope ID: F332A478-F57D4BB5-A966-827&IFCB07B4 ARTICLE XXV 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, Contractor certifies that Contractor’s signature provides written verification to the City that Contractor, 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. ARTICLE XXVI PROHIBITION ON CONTRACTS WITH COMPANIES BOYCOTTING CERTAIN ENERGY COMPANIES Contractor 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, Contractor certifies that Contractor’s signature provides written verification to the City that Contractor: (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. ARTICLE XXVII PROHIBITION ON CONTRACTS WITH COMPANIES BOYCOTTHVG CERTAIN FIREARM ENTITIES AND FIREARM TRADE ASSOCIATIONS Contractor 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, Contractor certiPes that Contractor’s signature provides written yeti$cation to the City that Contractor: (1) does not have a practice, policy, guidance, or directive that discriminates against a $rearm entity or firearm trade association; and (2) will not discriminate during the term of the contract against a $rearm entity or fIrearm trade association. Failure to meet or maintain the requirements under this provision will be considered a material breach. City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/11/18 (REV 2.13.24) Page 11 of 15 Contract 8245-002 DocuSign Envelope ID: F332A478-F57DJIBB5-A966-827B4FCB07B4 ARTICLE XXVIII 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 Contractor 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. ARTICLE XXIX CERTIFICATE OF INTERESTED PARTIES ELECTRONIC FILING In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the Government Code. The law states that the City may not enter into this contract unless the Consultant submits a disclosure of interested parties (Form 1295) to the City at the time the Consultant submits the signed contract. The Texas Ethics Commission has adopted rules requiring the business entity to file Form 1295 electronically with the Commission. Consultant will be required to furnish a Certificate of Interest Parties before the contract is awarded, in accordance with Government Code 2252.908. The consultant shall: 1. 2 3 4 5 6. Log onto the State Ethics Commission Website at : https://www . ethics.state.tx.us/filinginfo/ 1295/ Register utilizing the tutorial provided by the State Print a copy of the completed Form 1295 Enter the Certificate Number on page 13 of this contract. Complete and sign the Form 1295 Email the form to purchasing@cityofdenton.com with the contract number in the subject line. (EX: Contract 8245-002 – Form 1295) The OWNER must acknowledge the receipt of the filed Form 1295 not later than the 30th day after Council award. Once a Form 1295 is acknowledged, it will be posted to the Texas Ethics Commission’s website within seven business days. ARTICLE XXX 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 City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/11/18 (REV 2.13.24) Page 12 of 15 Contract 8245-002 DocuSign Envelope ID: F332A478-F57DJIBB5-A966427BtFCB07B4 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 Consultant shall complete and submit the City’s Conflict of Interest Questionnaire. IN WITNESS HEREOF, the City of Denton, Texas has caused this Agreement to be executed by its duly aujhodzed Ciry Manager, and CF)NSULTd}MM8xecuted this Aweement through its duly authorized undersigned officer on this date - '’ -'“ --- ' SKAJN ISAQqM BUILDING INC. BY: [ gsu/id) brIts FLT{6KTZE-D SIGNATURE PMted Name. Elswi ck, Curtis Title. Sr. vlce President 540-423-2860 PHONE NUMBER CU rtl s . E1 swi ck@skanska . com EMAIL ADDRESS 2024_ 1134955 TEXAS ETHICS COMMISSION 1295 CERTIFICATE NUMBER CITY BY: OE Pa, TEXAS SMA HtML? CITY MANAGER ATTEST: LAUREN THODEN , CITY SECRETARY APPROVED AS TO LEGAL FORM: D, CITY ATTORNEY City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/11/18 (REV 2.13.24) Page 13 of 15 Contract 8245-002 DocuSign Envelope ID: F332A478-F57DzIBB5-A966-827B4FCB07B4 THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms. DocuSlgn•d by: /h&p& CaA++, P+?P Trevor Cra1 n , PMP Us PRINTED NAME DIrector of Capita1 Projects TITLE Eng1 neeri ng Serv1 ces DEPARTMENT City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/11/18 (REV 2.13.24) Page 14 of 15 Contract 8245-002 DocuSign Envelope ID: F332A478-F57DJIBB5-A966-827B4FCB07B4 Exhibit A Consultant’s Scope of Services Offer, Project Schedule and Cost Proposal City of Denton, Texas Standard Agreement for Engineering Related Design Services Revised Date: 9/11/18 (REV 2.13.24) Page 15 of 15 Contract 8245-002 DocuSign Envelope ID: F332A478-F57D4BB5-A966-827B4FCB07B4 SKANSKA Skanska USA Building Inc. Integrated Solutions 105 Decker Court. Suite 1060 Irving, TX 75062 Phone: 540423-2860 Email: curtis.elswick@skanska.com January 25, 2024 Ms. Kristine Stewart Project Manager Capital Projects City of Denton 901 B Texas Street Denton, TX 76209 RE:Water Works Park Upgrades/Expansion Project Management Services Dear Ms. Stewart: Skanska is pleased to present this proposal to provide Project Management Services on the Water Works Park Upgrades/Expansion project to support the Capital Projects division of the City of Denton. It is our understanding that the Water Works Park Upgrades/Expansion project consists of the installation of a new outdoor flat-water leisure and programming pool, installation of a new and larger children's play structure to expand playability and attract more customers, construction of indoor/outdoor multipurpose rooms for parties, events, training classes, and support space for staff and swim meets, addition of shade structures throughout the park to increase the comfort of guests, improvements to the security system to enhance safety and reduce vandalism, replacement of the water treatment and circulation system, and replacement and expansion of the lifeguard room, admissions office, bathhouse, and first aid office areas to support staffing requirements for operation of the facility. The City will be issuing an RFP for design services on January 26, 2024 with proposals due February 28, 2024 and currently anticipates construction to commence in August 2024 with completion in May 2025 (- 8 months). Total project budget is approximately $15 million. The City would like Skanska to provide Project Management Services to assist with overseeing the design and construction phases of the project. As the final schedule for the project has yet to be established, we are recommending providing a Project Manager for a not-toexceed number of hours of 20 hours per week on average over a period of 14 months (services commencing in early March 2024 with anticipated completion by end of May 2025). A summary of the services we propose providing on the project are as follows: In General (all phases of the project): 1 2. 3. 4. 5. Manage the overall project budget and maintain a cost tracking model. Review of all invoices and applications for payment. Maintain owner files and deliver all pertinent files upon completion of the project. Provide monthly progress reports. Act as liaison between the City and the Architect and General Contractor to facilitate the decision-making process. Design Phase: 1 2. 3 Administer the Agreement between the City and Architect. Develop, implement, and monitor a system for continuous budget control through the design phase Provide reviews of plans and specifications for program compliance, budget adherence, mnstructability and life safety, completeness and clarity. Advise and recommend value management options and alternatives and facilitate value engineering exercises if required . DocuSign Envelope ID: F332A478-F57D4BB$A966-827B4FCB07B4 Bidding and Award 1 2. 3. 4. 5. 6 7. Work with the Architect and City to develop an Advertisement for Bids. Assist the Architect in facilitating the pre-bid conference. Assist with the receipt and tabulation of bids. Assist the Architect and City in preparation of the construction contract and issuance of notice of award and notice to proceed. Identify, facilitate, and procure various construction-related consulting services required on the project, including but not limited to, construction testing and inspection services. Assistance in the permitting process for the project. Review of bonds and insurance documentation provided by the general contractor. Construction 1. Participate in the preconstruction conference. 2. Review and approval of the General Contractor’s schedule of values and initial schedule. 3. Review and analyze the detailed critical path network schedule submitted by the design- builder for adherence contractual completion dates. 4. Review and monitor project schedules including approvals, delivery, inspection, testing, construction, and occupancy. 5. Monitor and expedite procedures for submittals, change orders, requests for information, progress payments and approvals. 6. Monitor the general contractofs performance for adherence to contract procedures, schedules, and technical requirements. Participate in regular job site meetings with the general contractor, subcontractors, Architect, Owner’s representatives, testing agencies, and other appropriate parties to review progress, discuss/resolve problems, and coordinate work. Review and make recommendations to the City on change orders and time extension requests Maintain a system for monitoring submittals, request for information, architect’s9 supplemental instructions, and/or sketches. 10. Provide personnel on site as needed during the construction period to monitor and ascertain that the specified levels of materials and workmanship quality are being provided. Review mock-ups required by the construction documents. Report quality{ontrol deficiencies and suggested corrective actions to the City and Architect and monitor the directed mrrective actions. Monitor construction activity to ensure compliance with construction schedules. 11. Provide cost control through progress payment review and vertfication and change order evaluation. 12. Assist the City in developing a move-in plan and schedule and delivery of FF&E. 7 8 Post<;onstruction Implement a timely closeout of the project in accordance with the contract between Owner1 and General Contractor. Coordinate post<onstruction activities including City’s acceptance and testing of all major2 components and systems. 3. Assist with the development of punch lists and monitor contractor compliance. 4. Obtain and review operation and maintenance materials. Collect all warranties, verify compliance with the contract requirements, and deliver to the City. 5. Schedule and mordinate the training of City personnel on equipment and building systems. 6. Schedule and coordinate a warranty inspection approximately six months and eleven months after the date of Substantial Completion. 7. Review as-built drawings. 8. Provide final closeout reports and releases and waivers of claim. 9. Assist with warranty issues. 10. Assist with claims negotiations. 11. Assist with occupancy planning and scheduling. 12. Coordination and delivery/storage of attic stock material. DocuSign Envelope ID: F332A478-F57D4BB5-A966-827B4FCB07B4 We propose providing the services noted above for a Not-to-Exceed Fee of $167,256 which is inclusive of all travel tb/from the project she and offices of the City of Denton, printing and copying of documents other than documents larger than 11 X 17 in size (COSt of printinG 'of bid aocumeFis d9 Owner), typical ofFice supplies, computers, copier/printer/fax machine, cell phone, and safety ‘ equipment for Skanska employees. Tbe Not-taExceed Fee is based upon the following: Role Mect Manager NTE Hours 2 Hourjy RateEm Total NTE Fee 2 Skanska will only invoice for actual hours incurred and we will not exceed our NTE budget without prior written approval by the City of Denton. Upon your review of our proposal, please let-me know it you have any questions. Sincerely, (”.(--“ Curtis Elswick. CCM Sr. Vice President/Regional Executive DocuSign Envelope ID: F332A478-F57D=tBB5-A966-827B4FCB07BI Exhibit B CITY OF DENTON INSURANCE REQUIREMENTS FOR CONTRACTORS Bidderts attention is directed to the insurance requirements below. It is highly recommended that bidders confer with their respective insurance carriers or brokers to determine in advance of Bid submission the availability of insurance certifIcates and endorsements as prescribed and provided herein. If an apparent low bidder fails to comply strictly with the insurance requirements, that bidder may be disqualifIed from award of the contract Upon bid award, all insurance requirements shall become contractual obligations, which the successful bidder shall have a duty to maintain throughout the course of this contract STANDARD PROVISIONS: Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. As soon as practicable after notifIcation of bid award, Contractor shall fIle with the Purchasing Department satisfactory certifIcates of insurance, containing the bid number and title of the project. Contractor may, upon written request to the Purchasing Department, askfor clarifIcation of any insurance requirements at any time; however, Contractors are strongly advised to make such requests prior to bid opening, since the insurance requirements may not be modifIed or waived after bid opening unless a written exception has been submitted with the bid. Contractor shall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Denton. All insurance policies proposed or obtained in satisfaction of these requirements shall comply with the following general specifIcations, and shall be maintained in compliance with these general specifIcations throughout the duration of the Contract, or longer, if so noted. • Each policy shall be issued by a company authorized to do business in the State of Texas with an A.M. Best Company rating of at least A- VII or better. •Any deductibles or self-insured retentions shall be declared in the bid proposal. If requested by the City, the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its officials, agents, employees and volunteers; or, the contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. •Liability policies shall be endorsed to provide the following: • Name as additional insured the City of Denton, its Officials, Employees and volunteers. • That such insurance is primary to any other insurance available to the additional insured with respect to claims covered under the policy and that this insurance DocuSign Envelope ID: F332A478-F57D-+BB5-A966-827B4FCB07B4 applies separately to each insured against whom claim is made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer’s limit of liability. • Provide a Waiver of Subrogation in favor of the City of Denton, its officials, agents, employees, and volunteers. • Cancellation: City requires 30 day written notice should any of the policies described on the certifIcate be cancelled before the expiration date. •Should any of the required insurance be provided under a claims-made form, Contractor shall maintain such coverage continuously throughout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. •Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. •Should any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfaction of this Contract shall additionally comply with the following marked specifIcations, and shall be maintained in compliance with these additional speciDcations throughout the duration of the Contract, or longer, if so noted. [X ]A. General Liability Insurance: General Liability insurance with combined single limits of not less than $1,000,000.00 shall be provided and maintained by the Contractor. The policy shall be written on an occurrence basis either in a single policy or in a combination of underlying and umbrella or excess policies. If the Commercial General Liability form (ISO Form CG 0001 current edition) is used: • Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. • Coverage B shall include personal injury. • Coverage C, medical payments, is not required. DocuSign Envelope ID: F332A478-F57DdIBB5-A966-827B4FCB07B4 If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Form GL 0404) is used, it shall include at least: •Bodily injury and Property Damage Liability for premises, operations, products and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. •Broad form contractual liability (preferably by endorsement) covering this contract, personal injury liability and broad form property damage liability. 1x 1 Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $500,000.00 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include bodily injury and property damage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used in conjunction with this contract. Satisfaction of the above requirement shall be in the form of a policy endorsement for: • any auto, or • all owned, hired and non-owned autos. [x 1 Workers’ Compensation Insurance Contractor shall purchase and maintain Worker's Compensation insurance which, in addition to meeting the minimum statutory requirements for issuance of such insurance, has Employer's Liability limits of at least $100,000 for each accident, 8100,000 per each employee, and a $500,000 policy limit for occupational disease. The City need not be named as an " Additional Insured" but the insurer shall agree to waive all rights of subrogation against the City, its officials, agents, employees and volunteers for any work performed for the City by the Named Insured. For building or construction projects, the Contractor shall comply with the provisions of Attachment 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Worker’s Compensation Commission (TWCC). []Owner's and Contractor's Protective Liability Insurance The Contractor shall obtain, pay for and maintain at all times during the prosecution of the work under this contract, an Owner's and Contractor's Protective Liability insurance policy naming the City as insured for property damage and bodily injury which may arise in the prosecution of the work or Contractor’s operations under this contract. Coverage shall be on an "occurrence" basis, and the policy shall be issued by the same insurance company that carries the Contractor's liability insurance. Policy limits will be at least combined bodily injury and property damage per occurrence with a aggregate. DocuSign Envelope ID: F332A478-F57D'+BB5-A966-827B4FCB07B4 [X]Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000 per claim with respect to negligent acts, errors or omissions in connection with professional services is required under this Agreement. []Builders' Risk Insurance Builders' Risk Insurance, on an All-Risk form for 100% of the completed value shall be provided. Such policy shall include as "Named Insured" the City of Denton and all subcontractors as their interests may appear. []Commercial Crime Provides coverage for the theft or disappearance of cash or checks, robbery inside/outside the premises, burglary of the premises, and employee fidelity. The employee fidelity portion of this coverage should be written on a “blanket” basis to cover all employees, including new hires. This type insurance should be required if the contractor has access to City funds. Limits of not less than each occurrence are required. []Additional Insurance Other insurance may be required on an individual basis for extra hazardous contracts and specific service agreements. If such additional insurance is required for a specific contract, that requirement will be described in the "Specific Conditions" of the contract specifications. DocuSign Envelope ID: F332A478-F57DdIBB5-A966427B4FCB07B4 ATTACHMENT I []Workers’ Compensation Coverage for Building or Construction Projects for Governmental Entities A. Definitions: Certificate of coverage ("certificate")-A copy of a certificate of insurance, a certificate of authority to self-insure issued by the commission, or a coverage agreement (TWCC- 81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on the project until the contractor's/person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ("subcontractor" in §406.096) - includes all persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner-operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C. The Contractor must provide a certificate of coverage to the governmental entity prior to being awarded the contract. D. If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: 1) a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing coverage for all persons providing services on the project; and DocuSign Envelope ID: F332A478-F57D4BB5-A966-827B4FCB07B4 2) no later than seven days after receipt by the contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. F. The contractor shall retain all required certificates of coverage for the duration of the project and for one year thereafter. G. The contractor shall notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the contractor knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project. H. The contractor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. I. The contractor shall contractually require each person with whom it contracts to provide services on a project, to: 1) provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011 (44) for all of its employees providing services on the project, for the duration of the project; 2) provide to the contractor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the project, for the duration of the project; 3) provide the contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 4) obtain from each other person with whom it contracts, and provide to the contractor: a) certificate of coverage, prior to the other person beginning work on the project; and b) a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 5) retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6) notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and DocuSign Envelope ID: F332A478-F57DJ+BB5-A966427bIFCB07B4 7) Contractually require each person with whom it contracts, to perform as required by paragraphs (1) - (7), with the certificates of coverage to be provided to the person for whom they are providing services. J.By signing this contract or providing or causing to be provided a certificate of coverage, the contractor is representing to the governmental entity that all employees of the contractor who will provide services on the project will be covered by workers’ compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self- insured, with the commission's Division of Self-Insurance Regulation. Providing false or misleading information may subject the contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. K. The contractor’s failure to comply with any of these provisions is a breach of contract by the contractor which entitles the governmental entity to declare the contract void if the contractor does not remedy the breach within ten days after receipt of notice of breach from the governmental entity. DocuSign Envelope ID= F332A478-F57DJ}BB5-A966-827B4FCB07B4- ' Form CIQ CONFLICT OF INTEREST QUESTIONNAIRE - For vendor or other Person doing business with local governmental entit' This questionnaire reflects changes made to the law by H.B. 23, 84egular 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 Skanska USA Building, Inc 2 n Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questIonnaire was incomplete or inaccurate.) d Name of local government officer about whom the information in this section is being disclosed. Name of Officer Describe each employment or other business relationship with the local government officer, or a family member of the officer, as described by Section 176.003(a)(2)(A). Also describe any family relations hip with the local government officer. This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the vendor has an employment or other business relationship as defined by Section 176.00 1 (1-a), Local Government Code Attach additional pages to this Form CIQ as necessary. A.Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor? = *“D .,. B Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named in this section AND the taxable income is not received from the local governmental entity?E Yes = No C Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local govemment officer serves as an officer or director, or holds an ownership of one percent or more? a Yes = No D Describe each employment or business and family relationship with the local government officer named in this section. 4 5 Ld I have no Conflict of Interest to disclose. 't>ocuSlgnal by: aswia, (w+is :iness with the governmental entityMr 3/25/2024 Date DocuSign Envelope ID: F332A478-F57DdtBB$A966-827B4FCB07B4 CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity Acomplete copy ofChapter 176 ofthe Local Government Code may be found at http://www.statutes.legis.state.tx.us/ Docs/LG/htm/LG 176.htm. For 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 ofgoods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by, and reporting to, that agency. Local Government Code $ 176.003{a}{2){A) and fB): (A) A local 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 $2,500 during the 12-month period preceding the date that the officer becomes aware that (i) a contract between the local govemmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the varcbE (B) has oiven to the local government o6icer ora family member ofthe officer one or more gifts that have an aggregate value ofmore than $ 100 in the 12-month period preceding 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 govemmental entity and: (1) has an employment or other business relationship with a local govemment officer of that local governmental entity, or a family member ofthe omcu, 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 specifiedby 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. Citv of Denton Ethics Code Ordinance Number 18-757 Definitions Relative: a family member related to a City Official within the third 3d degree of affinity (marriage) or consanguinitv (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 right4f-way or other real property interests for public use. Per the City of Denton Ethics Code, Section 2-273. – Prohibitions (3) it shall be a violation of this Article for a Vendor to offer or give a Gift to City Official exceeding fifty dollars ($50.00) per gift, or multiple gift cumulatively valued at more than two hundred dollars ($200.00) per a single fiscal year. Per the City of Denton Ethics Code, Section 2 -282. – Disposition (b), (5) Ineligibility If the Board of Ethics finds that a Vendor has violated this Article, the Board may recommend to the City Manager that the Vendor be deemed ineligible to enter into a City contract or other arrangement for goods, services, or real property, for a period of one (1) year. ’orm provided by Texas Ethics Commission www. ethics .state .tx . us Revised 11/30/2015 [k>cuSign Certificate Of Completion Envelope Id: F332A478F57D4BB5A966827B4FCB07B4 Subject: Please DocuSign: City Council Contract 8245-002 Water Works Park Renovation Source Envelope: Status: Completed Document Pages: 28 Certificate Pages: 7 Signatures: 6 Envelope Originator: Christa Christian 901 B Texas Street Denton, TX 76209 Initials: 1 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada)Christa.Christian@cityofdenton.com IP Address: 198.49.140.10 Record Tracking Status: Original 3/1 5/2024 9:17:36 AM Holder: Christa Christian Christa .Christian@cityofdenton.com Location: DocuSign Signer Events Christa Christian christa.christian@cityofdenton.com Purchasing Supervisor City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Signature Timestamp Sent: 3/1 5/2024 9:34:08 AM Viewed: 3/1 5/2024 9:34:15 AM Signed: 3/15/2024 9:34:22 AM Completed Using IP Address: 198.49.140.10 Christa Christian christa.christian@cityofdenton.com Purchasing Supervisor City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Completed Sent: 3/18/2024 1 :36:17 PM Viewed: 3/1 9/2024 8:51 :03 AM Signed: 3/1 9/2024 8:51 :07 AM 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: 3/15/2024 9:34:26 AM Resent: 3/1 9/2024 8:51 :10 AM Viewed: 3/15/2024 1 :21 :09 PM Signed: 3/19/2024 8:55:44 AM 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 Senior Deputy City Attorney City of Denton Security Level: Email, Account Authentication (None) Sent: 3/19/2024 8:55:47 AM Viewed: 3/20/2024 5:24:00 PM Signed: 3/20/2024 5:26:41 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Not Offered via DocuSign Signer Events Elswick, Curtis Curtis.Elswick@skanska.com Sr. Vice President Security Level: Email, Account Authentication (None) Signature 'DoaBblnd br I asa/al CbAs ,D8550xm8248E Timestamp Sent: 3/20/2024 5:26:45 PM Viewed: 3/25/2024 6:45:28 PM Signed: 3/25/2024 6:46:23 PM Signature Adoption: Pre-selected Style Using IP Address: 144.57.47.7 Electronic Record and Signature Disclosure: Accepted: 3/25/2024 6:45:28 PM ID: 95255afl-6359478b-alac45fOea9eee7b Trevor Crain, PMP trevor.crain@cityofdenton.com Director of Capital Projects City of Denton Security Level: Email, Account Authentication (None) DoeuS igned by: i 7,._, a„„ P?? 7&48EEA811BC4F2 Sent: 3/25/2024 6:46:27 PM Viewed: 3/25/2024 6:57:03 PM Signed: 3/25/2024 6:57:36 PM Signature Adoption: Pre-selected Style Using IP Address: 70.237.27.78 Signed using mobile Electronic Record and Signature Disclosure: Accepted: 3/25/2024 6:57:03 PM ID: 21a65a5c-a37e4bb1 47ad-3789980130c7 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: 3/25/2024 6:57:39 PM Viewed : 4/1 7/2024 9:13:02 AM Signed: 4/1 7/2024 9:13:48 AMUsing IP Address: 198.49.140.10 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: 4/17/2024 9:13:52 AM Viewed : 4/1 7/2024 9:14:07 AM Signed: 4/1 7/2024 9:14:18 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: 4/17/2024 9:14:21 AM Viewed: 4/1 7/2024 9:29:50 AM Signed: 4/1 7/2024 9:29:57 AM Signature Adoption: Pre-selected Style Using IP Address: 47.190.47.120 Signed using mobile Electronic Record and Signature Disclosure: Not Offered via DocuSign Lauren Thoden lauren.thoden@cityofdenton.com City Secretary Security Level: Email, Account Authentication (None) ' Dc>euSton•d by: ! M,wbC\Web DOOD09CAD33D487. Sent: 4/17/2024 9:30:01 AM Viewed: 4/1 8/2024 8:24:11 AM Signed: 4/1 8/2024 8:28:37 AM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.104 Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Status Timestamp Agent Delivery Events Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Cheyenne Defee cheyenne.defee@cttyofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Status Timestamp Sent: 3/1 5/2024 9:34:26 AM Gretna Jones gretna.jones@cityofdenton.com Legal Secretary City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Sent: 4/1 7/2024 9:13:52 AM City Secretary Office citysecretary@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Sent: 4/18/2024 8:28:41 AM Viewed: 4/1 8/2024 4:38:49 PM Kristine Stewart kristine.stewart@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 3/27/2024 10:25:32 AM ID: 81fd5105-d9544434-aae8-6d077dc7ced9 Sent: 4/18/2024 8:28:42 AM Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Envelope Sent Envelope Updated Envelope Updated Envelope Updated Envelope Updated Envelope Updated Envelope Updated Envelope Updated Envelope Updated Envelope Updated Envelope Updated Envelope Updated Envelope Updated Status Timestamps 3/15/2024 9:34:08 AM 3/1 8/2024 1 :36:16 PM 3/1 8/2024 1 :36:16 PM 3/1 8/2024 1 :36:16 PM 3/1 8/2024 1 :36:16 PM 3/1 8/2024 1 :36:16 PM 3/18/2024 1 :36:16 PM 3/1 8/2024 1 :36:16 PM 3/18/2024 1 :36:16 PM 3/18/2024 1 :36:16 PM 4/2/2024 9:36:37 AM 4/2/2024 9:36:37 AM 4/9/2024 1 1 :30:11 AM Hashed/Encrypted Security Checked Security Checked Security Checked Security Checked Security Checked Security Checked Security Checked Security Checked Security Checked Security Checked Security Checked Security Checked Envelope Summary Events Status Timestamps Envelope Updated Envelope Updated Certified Delivered Signing Complete Completed Security Checked Security Checked Security Checked Security Checked Security Checked 4/9/2024 11:30:11 AM 4/9/2024 11 :30:11 AM 4/1 8/2024 8:24:11 AM 4/1 8/2024 8:28:37 AM 4/1 8/2024 8:28:42 AM 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: Elswick, Curtis, Trevor Crain, PMP, Kristine Stewart ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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