7566 - Contract Executed
Docusign City Council Transmittal Coversheet
File Name
Purchasing Contact
City Council Target Date
Piggy Back Option
Contract Expiration
Ordinance
DocuSign Envelope ID: D4E46180-326C-4021-8981-EC3C54622A69
RFP
Yes
Cori Power
SOFTWARE INVENTORY AUDIT SERVICES
7566
N/A
JULY 20, 2021
21-1342
City of Denton, Texas Contract 7566
Standard Agreement for Engineering Related Design Services
Revised Date: 6/4/21
Page 1 of 16
PROFESSIONAL SERVICES AGREEMENT
FOR CONSULTING SERVICES
FILE 7566
STATE OF TEXAS § COUNTY OF DENTON §
THIS AGREEMENT (the “Agreement”) is 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 Plante & Moran, PLLC, with its corporate office at 27400 Northwestern Hwy., Southfield MI 48034, hereinafter called “CONSULTANT,” acting
herein, by and through their duly authorized representatives.
WITNESSETH, 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 due diligence and in accordance with applicable professional standards. The professional services set out herein are in connection with the following described project:
The Project shall include, without limitation, Software Inventory Audit Services, as described in Exhibit A, which is on file at the purchasing office and incorporated herein (the “Project”).
ARTICLE II
SCOPE OF BASIC SERVICES The CONSULTANT shall perform the following services in a professional manner: A. The CONSULTANT shall perform all those services as necessary and as described in the
OWNER’s RFP 7566 – Software Inventory Audit Services, which is on file at the purchasing office and made a part hereof as Exhibit A as if written word for word herein.
DocuSign Envelope ID: D4E46180-326C-4021-8981-EC3C54622A69
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City of Denton, Texas Contract 7566
Standard Agreement for Engineering Related Design Services
Revised Date: 6/4/21
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B. To perform all those services set forth in CONSULTANT’s proposal, which proposal is attached hereto and made a part hereof as Exhibit B as if written word for word herein. C. CONSULTANT shall perform all those services set forth in individual task orders, as
described in Exhibit B, which shall be attached to this Agreement and made a part hereof.
D. 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 B. A. Preparing applications and supporting documents for government grants, loans, or planning advances and providing data for detailed applications.
B. 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 B.
F. Preparing statements for invoicing or other documentation for billing other than for the standard invoice for services attached to this professional services agreement.
DocuSign Envelope ID: D4E46180-326C-4021-8981-EC3C54622A69
City of Denton, Texas Contract 7566
Standard Agreement for Engineering Related Design Services
Revised Date: 6/4/21
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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 B. 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 B 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 $70,000.
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 that has
not been accepted. Deliverable acceptance will mean that the OWNER has reviewed and accepted a written deliverable from CONSULTANT and any material issues have been communicated and addressed by CONSULTANT. Email or other written communication will be sufficient to confirm the OWNER’s acceptance of a deliverable. A deliverable will be deemed accepted if no material issues have been communicated by the OWNER within
10 business days of CONSULTANT delivery of such deliverable. The OWNER shall not be required to make any payments to the CONSULTANT in the event OWNER has given notice to CONSULTANT that CONSULTANT is in default 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
DocuSign Envelope ID: D4E46180-326C-4021-8981-EC3C54622A69
City of Denton, Texas Contract 7566
Standard Agreement for Engineering Related Design Services
Revised Date: 6/4/21
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OWNER. The CONSULTANT shall not proceed to perform the services listed in Article III “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 B. 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) calendar 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 does not accept the work in accordance with this Article V, “Compensation,” 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. The City of Denton will make payment on completed orders within thirty
days after receipt of invoice or items; whichever is later. 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 by the CONSULTANT (and CONSULTANT’s subcontractors or subconsultants) pursuant to this Agreement that are in final form intended for delivery to the City of Denton 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 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
DocuSign Envelope ID: D4E46180-326C-4021-8981-EC3C54622A69
City of Denton, Texas Contract 7566
Standard Agreement for Engineering Related Design Services
Revised Date: 6/4/21
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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, AGENTS, 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 AGAINST OR INCURRED BY THE
OWNER, AND INCLUDING, WITHOUT LIMITATION, DAMAGES FOR BODILY AND
PERSONAL INJURY, DEATH AND PROPERTY DAMAGE, IN EACH CASE TO THE
EXTENT CAUSED BY THE GROSS NEGLIENCE OR WILLFUL MISCONDUCT OF
THE CONSULTANT OR ITS OFFICERS, SHAREHOLDERS, AGENTS, OR
EMPLOYEES IN THE PERFORMANCE OF THIS AGREEMENT. Nothing in this Agreement shall be construed 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.
ARTICLE IX
INSURANCE
During the performance of the services under this Agreement, CONSULTANT shall maintain insurance in compliance with the requirements of Exhibit C 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. Notwithstanding any other provision of this Agreement, either party may terminate by giving thirty (30) days’ advance written notice to the other party. B. 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 affected 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
DocuSign Envelope ID: D4E46180-326C-4021-8981-EC3C54622A69
City of Denton, Texas Contract 7566
Standard Agreement for Engineering Related Design Services
Revised Date: 6/4/21
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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 rendered and not disputed by either party in the event that this Agreement is terminated due to CONSULTANT’s default hereunder and accepted as set forth in Article V “Compensation” and for reimbursable expenses to
termination incurred prior to the effective 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 reasonably in providing information. The CONSULTANT shall turn over all documents that are in final form intended for delivery to OWNER that were prepared or furnished by CONSULTANT
pursuant to this Agreement to the OWNER on or before the date of termination, but may
maintain copies of such documents for its use.
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 designs or other work; nor shall such approval be deemed to be an assumption of such responsibility by the OWNER for any defect in the design or other work prepared by the CONSULTANT, its employees, subcontractors, agents,
and consultants.
ARTICLE XIII
NOTICES
All notices, communications, and reports 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: Plante & Moran, PLLC City of Denton Mike Riffel Purchasing Manager –File 7566 3000 Town Center, Suite 400 901B Texas Street
Southfield, MI 48075 Denton, Texas 76209 All notices shall be deemed effective upon receipt by the party to whom such notice is given, or within three (3) days’ mailing.
DocuSign Envelope ID: D4E46180-326C-4021-8981-EC3C54622A69
City of Denton, Texas Contract 7566
Standard Agreement for Engineering Related Design Services
Revised Date: 6/4/21
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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 negotiate in good faith to 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 provision.
ARTICLE XVI
COMPLIANCE WITH LAWS The CONSULTANT shall comply with all applicable federal, state, and local laws, rules, regulations, procedures and ordinances applicable to it and 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 that under the laws of the State of Texas would preclude CONSULTANT from continuing to perform under 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.
DocuSign Envelope ID: D4E46180-326C-4021-8981-EC3C54622A69
City of Denton, Texas Contract 7566
Standard Agreement for Engineering Related Design Services
Revised Date: 6/4/21
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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.
ARTICLE XXI
MISCELLANEOUS A. The following exhibits are attached to and made a part of this Agreement:
Exhibit A – RFP 7566 – Software Inventory Audit Services for the City of Denton (on file at the purchasing office) Exhibit B – Consultant’s Scope of Services Offer, Project Schedule, and Compensation Rate Sheet Exhibit C – City of Denton’s Insurance Requirements
Exhibit D – Conflict of Interest Questionnaire 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 Brian Pesis. However, nothing herein shall limit CONSULTANT from
DocuSign Envelope ID: D4E46180-326C-4021-8981-EC3C54622A69
City of Denton, Texas Contract 7566
Standard Agreement for Engineering Related Design Services
Revised Date: 6/4/21
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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 use best efforts to coordinate its work with related work being carried on by the OWNER. 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.
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.
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 CONTRACTOR shall retain such books, records, documents and other evidence (other than documents intended solely for CONTRACTOR’s internal use, such documents, “workpapers”) 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 (other than CONTRACTOR’s workpapers) shall be available, within 10 business days of written request. Further, the CONTRACTOR shall also require all Subcontractors, material suppliers, and other payees to retain all books, records, documents and
other evidence pertaining to this agreement (other than the Subcontractor’s workpapers), and to allow the OWNER similar access to those documents. All books and records (other than CONTRACTOR’s workpapers) will be made available electronically 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, not to exceed the total engagement fees, must be borne by the CONTRACTOR which must be payable within five business days of receipt of an invoice.
DocuSign Envelope ID: D4E46180-326C-4021-8981-EC3C54622A69
City of Denton, Texas Contract 7566
Standard Agreement for Engineering Related Design Services
Revised Date: 6/4/21
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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, but do not include any of the CONTRACTOR’S
workpapers.
ARTICLE XXIV
Prohibition On Contracts With Companies Boycotting Israel
Supplier acknowledges that in accordance with Chapter 2270 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, Supplier certifies that Supplier’s signature provides written verification
to the City that Supplier: (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.
ARTICLE XXV
Prohibition On Contracts With Companies Doing Business with Iran, Sudan, or a
Foreign Terrorist Organization
Section 2252 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,
Supplier certifies that Supplier’s signature provides written verification to the City that Supplier,
pursuant to Chapter 2252, 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
CERTIFICATE OF INTERESTED PARTIES ELECTRONIC FILING
In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the Government Code. The law states that the City may not enter into this contract unless the Contractor submits a disclosure of interested parties (Form 1295) to the City at the time the Contractor submits the signed contract. The Texas Ethics Commission has adopted rules requiring the business entity to file Form 1295 electronically with the Commission.
Contractor will be required to furnish a Certificate of Interest Parties before the contract is
awarded, in accordance with Government Code 2252.908. The contractor shall:
1. Log onto the State Ethics Commission Website at : https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm
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City of Denton, Texas Contract 7566
Standard Agreement for Engineering Related Design Services
Revised Date: 6/4/21
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2. Register utilizing the tutorial provided by the State 3. Print a copy of the completed Form 1295 4. Enter the Certificate Number on page 2 of this contract. 5. Complete and sign the Form 1295
6. Email the form to purchasing@cityofdenton.com with the contract number in the subject line.
(EX: Contract 1234 – 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.
IN WITNESS HEREOF, the City of Denton, Texas has caused this Agreement to be executed by its duly authorized City Manager, and CONSULTANT has executed this Agreement
through its duly authorized undersigned officer on this date______________________.
CITY OF DENTON, TEXAS “OWNER”
__________________________________ SARA HENSLEY, INTERIM CITY MANAGER
ATTEST: ROSA RIOS, CITY SECRETARY
BY: _______________________________
THIS AGREEMENT HAS BEEN
BOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms.
_______________ ________________ SIGNATURE PRINTED NAME __________________________________
TITLE
__________________________________ DEPARTMENT
APPROVED AS TO LEGAL FORM: BY: ____________________________
PLANTE & MORAN, PLLC, A MICHIGAN LIMITED LIABILITY
COMPANY
“CONSULTANT” __________________________________
BY: MIKE RIFFEL
ITS: __________________________________
TEXAS ETHICS COMMISSION
CERTIFICATE NUMBER
DocuSign Envelope ID: D4E46180-326C-4021-8981-EC3C54622A69
2021-733441
Partner
Chief Technology Officer
Leisha Meine
Technology Services
07/20/2021
CATHERINE CLIFTON, INTERIM CITY ATTORNEY
City of Denton, Texas Contract 7566
Standard Agreement for Engineering Related Design Services
Revised Date: 6/4/21
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Exhibit B
Consultant’s Scope of Services Proposal
DocuSign Envelope ID: D4E46180-326C-4021-8981-EC3C54622A69
Make the mark.
The City of Denton | December 29, 2020
Proposal to Provide Software
Inventory Audit Services
DocuSign Envelope ID: D4E46180-326C-4021-8981-EC3C54622A69
December 29, 2020
Cori Power
The City of Denton (the City)
901B Texas Street
Denton, TX 76209
Dear Ms. Power,
Thank you for the opportunity to present this proposal to provide Software Inventory Audit Services to the
City of Denton (the City). We are excited to work with the City on this important initiative.
Nationally, we are one of the largest consulting and accounting firms, thus we bring extensive experience in
serving clients like the City. Over 200 current public sector clients have solidified our role as a leader in
public sector technology management. We have worked with the IT Departments of governmental
organizations ranging from one to more than 7,500 employees, and have developed practical,
implementable, and successful IT recommendations for each of them.
Our team strength
Plante Moran’s government consulting team brings extensive knowledge from across all disciplines of
technology and experience gained from working with our clients in conducting Information Technology (IT)
assessments and developing IT strategic plans. Should the City select us, we offer the following benefits:
• Proven Methodology and Approach. Our proven methodology is based on over 40 years’ experience
in providing technology services for public sector clients, including IT organizational analyses,
assessments, and strategic planning.
• A Strong Project Team. Our team brings a blend of public sector operations, systems, and best
practices expertise with significant experience assessing and organizing IT service organizations.
o Certified project management professionals and members of national and local organizations
dedicated to improving the technology and financial operations of local government including
Public Technology Institute (PTI), Government Management Information Sciences (GMIS),
International City/County Management Association (ICMA), and Government Finance Officers
Association (GFOA).
o Certified Chief Information Officer (CIO) experience; our proposed Engagement Partner, Mike
Riffel, is a Certified Government Chief Information Officer (CGCIO) as credentialed by the
Public Technology Institute and Rutgers University School for Public Affairs and
Administration.
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• Access to talent and experience across our firm. We are a “one firm” firm, which means that in
addition to our project team you have access to our most qualified and experienced team members
in specialized industries.
o Trained professionals in best practice technology management and service frameworks,
including Control Objectives for Information and Related Technology (COBIT), Information
Technology Infrastructure Library (ITIL), International Organization for Standardization (ISO),
and National Institute of Standards and Technology (NIST).
o Certified experts in information security, including the following designations: Certified
Information Systems Auditor (CISA), Certified Information Security Manager (CISM), Certified
Information Systems Security Professional (CISSP), Qualified Security Assessor (QSA), Certified
Ethical Hacker (CEH), and Certified Expert Penetration Tester (CEPT).
• Significant experience in performing enterprise system technology assessment projects for both
local/Texas and nationally recognized high performing public sector agencies including:
City of Georgetown, TX
City of Baton Rouge, LA*
Ft. Worth, TX ISD
City of Norfolk, VA*
City of Long Beach, CA*
City of Round Rock, TX
City of Longview, TX
City of Chandler, AZ*
City of Palo Alto, CA
City of Mesa, AZ*
City of Corpus Christi, TX
Richardson, TX ISD
Texas A&M University
City of Miami, FL*
City of Independence, MO*1
• Commitment to Our Client’s Success. We bring significant experience in assessing and making
recommendations for improvements in IT organization and service delivery models, governance
structures, business processes, business applications, IT infrastructure, telecommunications,
information security, and technology funding. The Center for Digital Government placed several of
our clients on the award list.
• Outstanding Client Satisfaction. Our “no-surprises” methodology and immediate access to firm-
wide resources, including our partners, senior-level professionals and standards team, ensures our
clients remain satisfied at the highest level. We reflect this by providing assessment services for
clients who request subsequent planning or implementation management assistance.
We believe that based upon these benefits and the quality of our team, we are well qualified to provide
objective and comprehensive services for the City. We look forward to working with the City on this
important project, if you have any questions concerning this proposal, please contact Mike Riffel, Partner
on 312-602-3539 or at Mike.Riffel@plantemoran.com
Very truly yours,
PLANTE & MORAN, PLLC
Mike Riffel, Partner
1 Plante Moran clients noted with an asterix (*) were recognized as Government Technology Digital
Communities Award Winners in 2019. https://www.govtech.com/dc/digital-cities/Digital-Cities-Survey-
2019--Winners-Announced.html
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Table of Contents
Firm's Qualifications ............................................................................................................ 5
Plante Moran in brief ..................................................................................................................... 6
Firm service capabilities ............................................................................................................... 11
Project team overview ................................................................................................................. 12
Team chart...................................................................................................................................... 13
Resumes .......................................................................................................................................... 14
Experience and References .............................................................................................. 18
References ...................................................................................................................................... 19
Project Specifications ........................................................................................................ 22
Project understanding .................................................................................................................. 23
Project plan summary................................................................................................................... 24
Fees Section ........................................................................................................................ 29
Cost assumptions .......................................................................................................................... 30
Appendix .............................................................................................................................. 31
Conflict of Interest Questionnaire ............................................................................................. 32
Invoice example ............................................................................................................................. 33
Supplier Information Form .......................................................................................................... 34
Exceptions ...................................................................................................................................... 35
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Firm's Qualifications
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Plante Moran in brief
We are the 13th largest certified public accounting and management consulting firm in the nation. With a
history spanning more than 95 years, our firm provides clients with financial, human capital, operations
improvement, strategic planning, technology selection and implementation, and family wealth management
services.
Fast facts
1924
Year founded
3,200+
Staff
25
Offices worldwide
25+
Industries served
50
States with clients
150+
Countries with clients
45+
Services available
27
Languages spoken
firmwide
Plante Moran’s history and culture, in under five minutes.
Our firm’s founders had a vision: “to
create a people firm disguised as an
accounting firm.” In other words, our
professional expertise is just one part
of who we are. Our character is what
sets us apart and allows us to build
meaningful relationships with our
clients and colleagues.
As we move into the future — and
continue to use artificial intelligence,
data analytics, and other technologies
to empower our client service model
in new ways — we’ll hold steadfast to
that philosophy.
We invite you to watch our short film at
plantemoran.com/get-to-know, which
captures our history, goals, and impact.
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Government consulting services
Plante Moran has assumed a leadership role in providing consulting services to governmental entities. The
range of services we provide includes the following:
• Information technology consulting
• Communications and networking services
• Project management and oversight
• Operations analysis
• Consolidation studies
• Organizational planning and development
• Financial management services
• Human capital management and development
• Market research services
• Business planning and feasibility analysis
• Employee benefits analysis
• Assurance services
• Real estate, design, and construction consulting
Information technology consulting
Plante Moran’s management consultants have made a significant commitment to assist public sector clients in
developing and implementing appropriate
technology. We are among the few accounting and
consulting firms that are completely vendor-
independent with respect to the offering of
hardware or application software for our
governmental clients. This enables our consultants
to select the most appropriate solution for our
clients based on the client’s current situation and
future goals and objectives. The services we offer
address virtually all aspects of information systems,
including the following:
• System needs assessment (ERP, EAM, etc.)
• Project budgeting and return on investment (ROI)
analysis
• Preparation of enterprise system requirements
• Request for proposal development
• System selection assistance
• Contract review and negotiations
• Systems implementation planning
• Systems implementation assistance
• User procedure development and documentation
• Quality assurance
• Project management
• Strategic information technology planning
• Information technology assessments
• Systems assessment/inventory
• e-Government strategy and development
• Conversion planning assistance
• Technology management
• Systems control review
• Information security
Emerging technology center of excellence
Disruptive technologies, such as blockchain, artificial intelligence and machine learning, internet of things,
and robotic process automation, are rapidly maturing and are anticipated to have a profound impact on Plante
Moran’s clients. These disruptive technologies, along with advanced analytics, form the basis for new operating
models, acceleration of insights, and transformed industries.
The Plante Moran Difference: Public Sector
Dedication: Because our firm is organized by
industry (not by office or region), you’ll always
be served by specialists who have dedicated
their careers to serving public sector entities,
including transit authorities, special district
operations, water and sewer authorities,
municipalities, airports, state government
agencies, and public library systems.
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In response to these changes, Plante Moran’s management consulting team established a Disruptive
Technology Resource Center (DTRC) to continue to be on the forefront of understanding these technologies
and, more importantly, how they will impact our clients. Plante Moran’s DTRC is a virtual team comprised of
consulting professionals and research analysts, with the following primary goals:
• Expertise sharing
• Research and data
• Thought leadership
• Use case identification (by industry)
• Proof-of-concept development
• Market intelligence
• Service alignment –
approach/report/proposal content creation
and curation
Cybersecurity services
Our security team provides a variety of solutions to public sector clients, including:
• IT risk and internal control assessments
• Baseline network security assessments (layered approach – internet, firewall, network, etc.)
• Business process/application security and control reviews
• Security planning, including development of security strategies and plans, policies, procedures, and
training
• Adherence to compliance-related issues, such as PCI Data Security Standards, HIPAA, GLBA, and Red
Flag
• Network security assessment and penetration studies
• Business continuity and disaster recovery planning
IT infrastructure consulting and technology design
Plante Moran’s IT Infrastructure specialists have assisted numerous clients in many aspects of
communications planning and implementation. Many of our activities and efforts in this practice area are
devoted to helping clients identify and realize improvement opportunities by creating stable, robust, and
secure network environments necessary to offer enhanced services to constituents. Specific services provided
by our consultants include:
• Strategic communications planning
• Wireless planning and assessments
• Enterprise-wide network design and deployment
• Design of VoIP and legacy-based voice solutions
• Design of video over IP and analog video distribution and production solutions
• Identification of cost reduction opportunities in areas such as equipment, network, local and long-
distance calling, cabling, and maintenance
The Plante Moran Difference: Business Analytics
Focus
Our methodologies are based on the premise that
the City will want to leverage enterprise system data
as a tool for decision making. Our business analytics
team can provide guidance to the City on getting the
most out of the data being captured in the
applications inventory effort.
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• Identification of service and feature improvement opportunities in the existing system or through
implementation of more appropriate technology
• Development of bid specifications through complete needs analysis for implementation of large-scale
wide-area networks (including wireless), voice solutions, and video solutions
• Product and vendor analysis and final recommendation
• Contract negotiation, implementation management, and final payment audit
• Ongoing management support for move and change activity, multi-vendor coordination, and
troubleshooting
Specific areas of focus include:
• Network infrastructure – wired and wireless
• Cable plant
• Wide area networks
• Server and storage
• Virtualization technologies
• Voice/telephony
• Video production
• Video surveillance
• Door access control
• Data center design
• Managed services
• Cloud computing
• Collaboration technologies
Thought leadership
We take pride in our commitment to the public sector and in our clients’ success. As a result, we contribute
significant thought leadership to the industry throughout the year. Examples of our recent thought leadership
include:
Webinars Articles Whitepapers and Case Studies
• Cybersecurity for the public
sector: You have been hacked –
now what?
• Cutting through the data analytics
hype
• Best-in-class approaches to ERP
strategy and performance
• Blockchain and cryptocurrency
• Fraud and use of data analytics to
detect fraud
• Staying secure when transforming
to a digital government
• Managing risk within a
governmental setting
• Keep IT right-sized through
growth and change
• Must-consider technologies to
disrupt your status quo
• Protect your digital assets with
these cybersecurity best practices
• 12 signs your business needs to
replace its ERP system
• Implementing an ERP system:
Strengthen controls to prevent
fraud
• The devil is in the data:
Optimizing value in the digital
age
• Seven point cybersecurity
assessment
• Technology assessment and EAM
vendor evaluation
• Enterprise asset management:
Strategizing equipment &
infrastructure investments
• Public enterprise resource planning
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Our experience
Plante Moran has been providing IT organizational review, technology assessment, and planning services to
the public sector for over 40 years—over 50 organizations just within the last few years. The table below
provides a partial listing of clients for which Plante Moran has provided similar scopes of work. We have a
number of other assessments in progress that are unable to be reported until they are complete.
Client name Project title
Town of Watertown, MA IT Assessment
County of Garfield, CO IT Assessment
Town of Hilton Head Island, SC IT Assessment
County of Kent, MI IT Assessment
City of Bend, OR IT Organizational Review
County of Hamilton, OH IT Planning for Metro Sewer District Transition
County of Lee, FL IT Sourcing Selection
County of Adams, CO IT Staffing Requirements Analysis
City of Seattle, WA IT Organizational Assessment
City of Tacoma, WA IT Strategic Plan
Charter Township of Canton, MI IT Assessment and Strategic Plan
Hillsborough County Aviation Authority, FL IT Strategic Plan
Village of Glencoe, IL IT Assessment
Town of Nantucket, MA IT Assessment
Suffolk County Water Authority, NY IT Assessment
City of Des Moines, IA IT Assessment / Plan
City of Chandler, AZ IT Assessment and Plan
Hillsborough Area Regional Transit Authority
(HART), FL
IT Strategic Assessment
City of Longview, TX IT and GIS Strategic Plan
Emerald Coast Utilities Authority (ECUA), FL IT Strategic Master Plan
City of Detroit, MI IT Assessment and Strategic Plan
City of Peoria, AZ IT Assessment
City of Ogden, UT IT Management Audit
County of Calhoun, MI IT Strategic Plan
County of Barnstable, MA IT Policies Review
County of Charlotte, FL IT Assessment
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Firm service capabilities
Whether you need a single, specific function or comprehensive service, we have the knowledge, experience, and
resources to meet your goals.
Audit & accounting
• Financial statement audits
• Budget reviews & projections
• Long-range financial projections
• Analysis of impact of proposed
legislation
• Employee benefit plan audits
• Single audits
Human capital
• Early retirement incentive plan,
design, & consulting
• Employee benefit strategies
• Psychological assessment
Tax
• State & local tax
• Federal tax
• Tax planning & preparation
• Tax research
Technology
• Security assurance
• Meaningful use compliance
• PCI DSS compliance
• ERP system implementation
• HIPAA security
• Internal controls review
• Decision support software, installation,
& consulting
• Infrastructure & software services
• Communications & networking
• Contract negotiations
International
• Financial structuring
• Co-sourcing
• Expatriate contacts
• Global assessment
Business advisory
• Enterprise risk services &
internal audit
• Compliance program services
• Market studies
• Financial feasibility studies
• Financial modeling
• Debt capacity analysis
• Due diligence
• Valuation
• Fraud-related services
• Strategic & business planning
Wealth management
• Institutional investment
• Insurance services
• Investment advisory
• Individual tax
• Trust
Operations & process
• Needs assessment
• Process redesign
• Operations review
• Rightsizing/cost containment
• Shared services/collaboration
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Project team overview
The core Plante Moran project team members proposed for this engagement have been selected for their
significant experience in IT assessments, and for their expertise in related public sector operations, systems,
and best practices. As a firm with over 3,100 staff members and 400 consulting professionals, we have deep
resources to bring to support the City’s project. Our staffing approach is designed to supplement our core team
with other Plante Moran team members where their expertise is needed.
The table below lists our core project team members and identifies their project role and responsibilities. The
following section provides professional resumes for each, further detailing their background, qualifications,
and relevant experience.
Staff Project role
Mike Riffel, CGCIO
Partner
Engagement Partner
Mike will ensure that all Plante Moran services are completed within schedule and
budget, and provide project quality control over Plante Moran deliverables.
Brian Pesis
Manager
Project Manager
Has responsibility for managing the workplan and day-to-day project activities.
Also responsible for risk and issue management and regular project
communications with the City.
Jessica Dilworth, PMP
Manager
Lead Consultant
Will lead stakeholder interviews and focus group sessions. Will also assist in the
development of the findings, recommendations and final
report/recommendations.
Ian Swanberg
Sr. Consultant
Project Consultant
Ian will conduct IT leadership and staff interviews and focus groups. He will lead
the analysis of the application portfolio, systems environment, operations
environment, and contribute to the recommendations/final report.
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Team chart
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Resumes
Education
Master of Public Policy Analysis and
Administration (MPA)
Michigan State University
Bachelor of Science in International Relations
Michigan State University
Certified Government Chief Information Officer
(CGCIO)
Rutgers University – Public Technology Institute
Selected publications
Riffel, Mike; Bailey, Mike. “Understanding and
Mitigating IT Project Risks.” Government Finance
Review; June 2010.
Riffel, Mike. “Chapter 4 - Overview of the Current
ERP Marketplace.” The ERP Book: Financial
Management Technology from A to Z. Chicago,
GFOA, 2010.
Riffel, Mike; Kavanagh, Shayne and Melbye,
David. “Mission Critical: Evaluating and Funding
Business Application Projects.” IT Budgeting and
Decision Making; Maximizing Your Governments
Technology Investment. Edited by Shayne
Kavanagh. Chicago: GFOA, 2009.
Riffel, Mike; Kinney, Anne and Taylor, Paul.
“Strategies and Lessons.” Revolutionizing
Constituent Relationships: The Promise of CRM
for the Public Sector. Chicago: GFOA
Professional training & affiliations
Government Finance Officers Association (GFOA)
Texas Government Finance Officers Association (GFOAT)
Public Technology Institute (PTI)
Pi Alpha Alpha – National Honor Society in Public
Administration
Mike Riffel, CGCIO
Partner
Management Consulting
Summary of experience
Mike has fourteen years of experience in assisting the public sector
through the information technology assessment, selection and
implementation process. Mike has facilitated the RFP development,
proposal analysis and system selection process for dozens of public
sector organizations throughout the United States and has extensive
knowledge of the functionality provided by public sector focused
enterprise solutions.
Mike is well versed in conducting information technology assessments
as well as working in technology implementation advisory roles,
reviewing integrator deliverables, assisting in the design of a post
implementation support structure and implementing change
management techniques to ensure user acceptance of new business
processes and/or technology.
Selected key clients
• City of Chandler, AZ
• City of Baton Rouge, LA
• City of Palo Alto, CA
• Sumner County, TN
• City of Bend, OR
• County of Marin, CA
• City of Fayetteville, AR
• City of Georgetown, TX
• City of North Miami Beach, FL
• City of Alexandria, VA
• Town of Nantucket, MA
• Hampton Roads Transit, VA
• Town of Watertown, MA
• Health Research Inc., NY
• City of Pflugerville, TX
• Village of Arlington Heights, IL
• County of Gwinnett, GA
• City of Kirkwood, MO
• City of Philadelphia, PA
• Village of Northbrook, IL
• Cook County OPG, IL
• Village of Elk Grove, IL
• Montgomery County, TX
• Village of Woodridge, IL
• Village of Park Forest, IL
• Suffolk County Water, NY
• City of Corpus Christi, TX
• Town of Hempstead, NY
• Milwaukee County, WI
• Hampton Roads Sanitation
VA
• Village of Glencoe, IL
• Milwaukee Airport, WI
• City of St. Charles, IL
• County of Anoka, MN
• Town of Hilton Head, SC
• Town of Natick, MA
• City of St. Louis, MO
• City of Wauwatosa, WI
• City of O’Fallon, MO
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Education
Bachelor of Business Administration,
Ross School of Business,
University of Michigan
Selected presentation:
Creating an Enterprise View of Asset
Information at the City of Arvada, CO:
APWA Colorado Chapter Conference
2015
Professional affiliations:
Member, American Water Works
Association
Member, Colorado Government
Finance Officers Association
Brian Pesis
Manager
Management Consulting
Summary of experience
As a Manager, Brian has years of experience providing consulting services to
government and public sector organizations. His experience is focused around
providing ERP software needs assessments, system selections, and software
implementations, coupled with business process mapping and optimization.
Within ERP systems, his focus is on Financial, Human Resources, Customer
Information (CIS) and Utility Billing Systems (UB), and Enterprise Asset
Management (EAM) systems. Furthermore, Brian has experience in performing IT
assessments and strategic plans.
During software projects, Brian plays a key role in both managing the project, and
performing project tasks, such as report development, process mapping, the
development of functional requirements and the RFP, performing proposal
analysis, and assisting with due diligence. Throughout all projects, he conducts
interviews with process owners and end users to understand current
organizational needs, functional gaps, opportunities for improvement, and how to
apply best practices. During software implementation projects, Brian utilizes tools
to track project action items, monitor the project budget, and ensure vendor
compliance with the statement of work and contract, among other activities.
Selected key clients
• City of Arvada, CO
• City of Bend, OR
• City of Bismarck, ND
• City of Cheyenne, WY - Board of
Public Utilities
• City of DeLand, FL
• City of Fort Collins, CO
• City of Independence, MO
• City of Glenwood Springs, CO
• City of Greeley, CO
• City of Kirkwood, MO
• City of Longview, TX
• City of San Mateo, CA
• City of West Palm Beach, FL
• County of Adams, CO
• County of Anoka, MN
• County of Boone, MO
• County of Garfield, CO
• County of Gwinnett, GA
• County of Midland, MI
• County of St. Lucie, FL
• Cuyahoga County Public Library, OH
• Eastern Municipal Water District, CA
• Hillsborough County Aviation
Authority, FL
• Las Vegas Convention and Visitors
Authority, NV
• Maricopa Association of
Governments, AZ
• Santa Margarita Water District, CA
• Town of Longboat Key, FL
• Town of Pembroke Park, FL
• Valley Metro Transit System,
Phoenix, AZ
• Village of Park Forest, IL
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Education
Bachelor of Science in Business
Administration – Finance
University of Phoenix, AZ
Selected presentation:
Fundamental Elements for Successful
EHR: Michigan LeadingAge Annual
Conference 2018
Professional training & affiliations
Project Management Professional
(PMP), Project Management Institute
(Certificate # 2022078)
Professional Scrum Master (PSM I)
Project Management Institute, Great
Lakes Chapter
Jessica Dilworth, PMP, PSM I
Manager
Management Consulting
Summary of experience
Jessica has more than 10 years of experience across a multitude of industries
including government, financial, medical device, and healthcare. She brings
expertise in project management, business process optimization, and contract
management. Jessica has helped client’s document processes, detailing potential
areas and means for improvement, compiled needs assessments into formal
solicitation documents by prioritizing requirements, and analyzed vendor
proposals. She has also assisted in establishing program and project management
offices (PMO) and managing complex projects.
Enterprise systems needs assessment & selections: She assists managers and
clients to fully assess their solution objectives and application integration needs as
a project manager, and experienced business analyst. She assists in measuring
success through building long-term, client ownership of system design by
connecting requirements to known business needs. Prepares detailed software
requirements, conducts vendor marketplace evaluations, designs comprehensive
request for proposal (RFP) documents with complete system specifications, and
assists clients with analysis of proposals and identification of preferred vendors.
Implementations: She works with each client to successfully manage
implementation activities. Activities include facilitating project and program
management office operations, evaluating project deliverables, managing project
action items, and leading contract development and negotiations to serve as an
advisor to the onsite and vendor project managers.
Selected key clients
• City of Detroit, MI
• Great Lakes Water Authority
• Total Health Care
• BDMP Technologies
• City of Gainesville, FL
• Saint Louis University
• Ramsey County, MN
• National Church Residences
• Palm Beach, FL
• Wayne County, MI
• Valley Metro Transit System,
Phoenix, AZ
• Town of Cary, NC
• Gwinnett County, GA
• Kent County, MI
• Oakland County, MI
• City of Solon, OH
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Education
Bachelor of Science in Informatics
Indiana University Bloomington
Ian Swanberg
Senior Consultant
Management Consulting
Summary of experience
Ian is a Senior Consultant with Plante Moran’s Government IT consulting practice.
He has 3+ of experience in assisting with the management of selecting and
deploying ERP solutions for governmental clients. This includes conducting needs
assessments, business process mapping, defining system requirements, selecting
and evaluating potential technology solutions, contract negotiations, statement of
work development, business and system design, development, testing,
implementation and training services. He also has significant experience
managing the phases and activities associated with the development and
deployment of ERP and other software systems. Ian has additional project
experience and skills in technology assessments and planning. He has collaborated
with public sector clients to identify their fundamental business needs and
documented the related technology requirements and strategies to address
operational deficiencies.
Selected key clients
• County of Milwaukee, WI
• City of Philadelphia, PA
• City of St. Louis, MO
• State of Washington, Department of Natural Resources
• Town of Hilton Head, SC
• City of Lapeer, MI
• City of Milford, DE
• Health Research, INC.
• Town of Watertown, MA
• Prince William County, VA
• Parks & Recreation in East Baton Rouge Parish
• City of Baton Rouge, LA
• City of Palo Alto, CA
• City of Santa Monica, CA
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Experience and
References
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References
Town of Hilton Head Island, SC
Joshua A. Gruber
Assistant Town Manager
One Town Center Court
Hilton Head Island, SC 29928
(843)341-4634 office
(843)384-3434
joshg@hiltonheadislandsc.gov
IT assessment
Conducted a comprehensive information technology assessment that
reviewed of all aspects of the Town and Public Safety Information
Technology functions’ organization, administration, and technology.
Activities performed included administering web-based end-user surveys,
interviewing Town and Public Safety technical and departmental staff and
providing a gap assessment, with recommendation for improvement. Also
worked with the Town to develop options and alternatives for a future
state Town IT Organizational Structure.
Project Staff: Riffel, Bevins, Swanberg, Cordero
Project Timeline: December 2019 – April 2020
Town of Nantucket, MA
Mr. Gregg Tivnan
Assistant Town Manager
16 Broad Street
Nantucket, MA 02554
(508)228-7255
gtivnan@nantucket-ma.gov
IT assessment and strategic plan
Conducted a comprehensive information technology assessment that
reviewed of all aspects of the Information Technology and GIS
department’s organization, administration, and technology. Activities
performed included administering web-based end-user surveys,
interviewing Town staff and conducting a benchmarking study with
comparable organization. Also worked with the Town to develop a five-
year technology strategic plan and IT project portfolio.
Project Staff: Riffel, Carrier, Bolotin
Project Timeline: October 2015 – April 2016
City of Georgetown, TX
Leigh Wallace
Finance Director
300-1 Industrial Ave
Georgetown, TX 78626
(512)930-3677
Leigh.Wallace@georgetown.org
ERP needs assessment, system selection, and contract
negotiations
The city selected Plante Moran to conduct a comprehensive Enterprise
Resource Planning (ERP) needs assessment and selection project for the
City to replace their legacy ERP System. This project included conducting
of interviews with process owners and process end-users, development of
an ERP RFP, proposal analysis, and are in the process of facilitating vendor
demos and additional due diligence activities. We assisted with contract
negotiations and statement of work development with the selected ERP
vendor.
Project Staff: Rujan, Riffel, Schwarz, Grossman
Project Timeline: Jan 2017 – Oct 2018
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City of Longview, TX
Mr. Justin Cure
Director of Information Services
300 W. Cotton Street
Longview, TX 75606
(623)773-7218
jcure@longviewtexas.gov
IT assessment and plan
Assisted the city with an information technology assessment and
preparation of a strategic plan. Activities include conducting an
assessment in the areas of organization, administration, infrastructure,
and enterprise applications. Compiled interim issues and opportunities
and presented these to City management. Conducted comparative research
of similar organizations. Prepared a roadmap of enterprise and
departmental applications.
Project Staff: Rujan, Pesis, Colletti
Project Timeline: March 2015 – June 2015
Hillsborough County Aviation Authority (HCAA)
Mr. Michael Stephens, Esq.
General Counsel for Hillsborough
County Aviation Authority
4100 George J. Bean Parkway
Tampa, FL 33607
(813)676-4623
MStephens@TampaAirport.com
IT assessment
HCAA engaged Plante Moran in 2016 to perform an information technology
assessment of the IT department. This assessment measured the
administration, organization and technology areas and offered
recommendations to improve the IT organization productivity and
efficiency.
Plante Moran performed the following tasks: collected and reviewed
current documents; assessed the technical environment; identified targets
for benchmarking and conducted comparisons with similar public and
private sector organizations; interviewed executive and senior level
management; interviewed IT staff; conducted an end-user survey and
analyzed questionnaires completed by IT and department staff.
This effort resulted in a number of organizational recommendations for
governance, management and staffing levels.
Project Staff: Milne, Vanderford, Blackmon, Pesis
Project Timeline: May 2016 – September 2016
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Garfield County, CO
Mr. Gary Noffsinger
Chief Information Officer
108 8th Street, Suite 402
Glenwood Springs, Colorado
(970)945-1377 x-1452
gnoffsinger@garfield-county.com
IT assessment and plan
Conducted an Information Technology Assessment for the County that
included a review of all aspects of organization, administration and use of
technology within the County. As part of the engagement, we conducted
interviews with IT staff and County departments, as well as an end-user
survey of all County staff.
Specific areas of focus included IT governance, IT support, IT organization
structure, IT infrastructure, project management approach, project
portfolio management, cybersecurity, end-user computing, and identifying
opportunities for alternative service delivery approaches.
As a result, of the IT Assessment, Plante & Moran recommended specific
changes to the organizational structure that improved alignment of
resources within IT with the goal of improving customer service, IT
infrastructure, governance and cybersecurity. We also recommended
specific near, mid and long-term action items to improve the overall IT
function at the County.
Project Staff: Edem, Macyda, Pesis, Rujan
Project Timeline: September 2019 – March 2020
Kent County, MI
Mr. Tim Beck
IT Director
320 Ottawa Ave., NW
Grand Rapids, MI 49503
(616)632-6578
tim.beck@kentcountymi.gov
IT assessment
Conducted a comprehensive Information Technology Assessment for the
County that included a review of all aspects of the organization,
administration and use of technology within the County. The engagement
combined documentation review, surveys and feedback acquired through
interviews with IT staff and County stakeholders, and a benchmarking
survey of peer County organizations.
The IT Assessment included an evaluation of how effectively countywide IT
is organized to deliver services to a growing number of constituents with
increasing demands for new and emerging technologies, all while
maintaining baseline operations and services. The assessment also
addressed improvements to areas of governance, data management and
analytics, and remote staff management.
Project Staff: Dilworth, Edem, Hoose, Macyda, Warner
Project Timeline: April 2019 – August 2019
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Project Specifications
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Project understanding
We understand that the purpose of this RFP is to solicit proposals for Information Technology (IT) services to
conduct a City-wide audit of all software used by the organization and to collect detailed information about the
software. We understand the City would like the selected vendor to develop recommendations for a variety of
business decisions related to the software and that the supplier of the requested services will assist the City of
Denton decision-makers with recommendations regarding the usage, license negotiation, cost, allocation/re-
allocation, and technical architecture. The supplier will
also assist the City of Denton to create policies around
software purchases and its use.
The City of Denton has approximately 1,600 fulltime
employees, 2,000+ workstations, laptops and
convertibles, and 300+ physical and virtual servers.
Servers are located at two main data centers as well in
the Microsoft Azure environment. City employees are
located at seven primary locations and 48 ancillary
locations. The City of Denton has 21 major
departments. Some devices are also housed in City
owned vehicles. Currently, the Technology Services
Department actively manages 50+ enterprise
applications and client-based applications, including
several in-house develop applications and cloud-hosted
web applications. It is expected that employees may be
using other consumer grade applications on their
personal devices such as Facebook or Google Apps for City business.
We understand the City is seeking a partner that can conduct a detailed audit of all software that is being used
by the City of Denton and will:
• Create a way to capture information that is minimally impactful to business operations
• Canvas the City of Denton for software being used by employees/departments
• Create the interview questions used for software discovery and to capture software data
• Communicate directly with the departments and employees
• Collect the data in a way that can saved, shared, updated, and analyzed by common data tools such as
Excel and Power BI
• Provide a detail report on all software found
• Make recommendations on how to best utilize the software
• Make recommendations on any software that is underutilized or overlapping
• Make recommendations on the best way to license the software
• Help develop software purchasing/licensing/use processes for the City of Denton
We understand the City’s desired goals and objectives and believe we are well qualified to provide objective and
comprehensive services for the City. Our proposed work plan addresses the deliverables as requested in the
The Plante Moran Difference: Emerging
Technology Center for Excellence
Disruptive technologies, such as blockchain,
artificial intelligence and machine learning,
internet of things, and robotic process
automation, are rapidly maturing and are
anticipated to have a profound impact on our
clients. In response to these changes, Plante
Moran’s management consulting team
established a Disruptive Technology Resource
Center (DTRC) to continue to be on the forefront
of understanding these technologies and, more
importantly, how they will impact our clients.
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City’s scope of work and our proposed project team has provided similar services for municipal clients, as
referenced in our proposal response.
Project plan summary
We have continually refined our approach for IT organizational reviews to include the technical, schedule, and
cost advantages that provide the utmost value to our clients. We believe that using this approach will provide
results that exceed your expectations and are in alignment with the objectives identified in the RFP.
Our project plan contains 2 phases:
• Phase 0: Project initiation and ongoing project management support
• Phase 1: Applications inventory assessment
The following table summarizes our project plan, deliverables, and anticipated deliverables dates by week.
Phase Tasks Deliverables Completion 0: Project Initiation and Ongoing Project Management 1. Initiate project
2. Develop project charter and
governance structure
3. Develop detailed work plan and
schedule
4. Conduct regular project status
meetings
• Project Charter Week 1-2
• Detailed Project Workplan and
Schedule
Week 2
• Status Updates Ongoing 1: Applications Inventory Assessment 1. Review existing business application
inventory information
2. Confirm business application
inventory detail
3. Confirm application support
responsibilities
4. Distribute business application
inventory survey to application
support staff
5. Review completed business application
inventory surveys
6. Confirm business application inventory
matrices with City departments
7. Finalize business application inventory
8. Develop and finalize software
inventory assessment report
• Review of existing documentation
• Departmental questionnaire/survey
• Interview questions/schedule
Week 3-5
• Business application survey results
• City departmental interviews and
results
• Draft applications inventory
• Findings report to include:
o Final application
inventory
o Considerations on
software utilization
o Best practices for
software
procurements/licensing
Week 6-12
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Project initiation and ongoing project management
The purpose of this task is to engage the City’s executive sponsor, steering team, and project manager in
setting project expectations, clarifying roles and responsibilities, and defining strong communication practices
for the project.
1. Initiate project
We will meet with the City’s project manager to introduce our project team, finalize the project scope,
deliverables and timetables, and identify any known project risks, constraints, or dependencies. We will work
with the City to identify subject matter experts and other participants to involve in data collection, interviews
and other working sessions, as well as deliverable reviews and approval. We also will collect information
regarding current IT asset and resource deployment across the City. We will document the outcome of these
discussions in the project charter.
During this activity, we will work with the City’s project manager to establish a project collaboration center.
Our proven templates facilitate the design, structure, security, and content collection that will last for the
duration of the project. Over the last few years, collaboration environments such as Microsoft SharePoint have
become increasingly viable for small, mid-size, and large-scale projects to share information, project working
documents, and deliverables. We will request background documentation to provide our team with
information about your organization, application portfolio, technology environment, staffing, and budgets.
2. Develop project charter and governance structure
We will work with the City’s project manager to develop a project charter based on our initial pre-project
planning meetings. The charter document will include:
• Business drivers and opportunities
• Project objectives
• Project overview and description
• Scope (both in and out of scope items)
• Deliverables
• Schedule and key milestones
• Project governance structure, roles and responsibilities
• Critical success factors
• Risks
• Constraints and dependencies
We will provide the charter document to the City’s executive sponsor and project manager to review and
approve prior to significantly commencing project activities.
Key Deliverable: Project Charter
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3. Develop detailed work plan and schedule
We will work with the City to incorporate the following into a detailed Microsoft Project ™ Plan:
• Major phases and milestones
• Work tasks and their due dates with assigned responsibility
• Task dependencies
During this activity, we will also review scheduling assumptions and finalize the project plan for approval
before initiating the majority of our onsite work. This project plan will serve as the foundation for the project
schedule and work tasks.
Key Deliverable: Detailed Project Workplan and Schedule
4. Conduct regular project status meetings
Frequent communication guided by a “no surprises” philosophy is the key to a successful project. In this way,
we manage expectations effectively and we avoid problems entirely, or we address them early on; we focus on
minimizing wasted effort and keeping the project on schedule. At a minimum, we anticipate regular status
updates with the City’s project manager to:
• Report on the status of the project plan and timeline
• Reschedule tasks as necessary and update project plan
• Review action items
• Discuss risks and open issues and develop strategies to address them
We also use the project collaboration site to more visually track and display progress against schedule.
Key Deliverable: Weekly Status Meeting/Status Updates
Applications inventory assessment
We will facilitate a City-wide review of all software used by the organization and to collect detailed information
about the software. The data collected will then be used to develop recommendations for a variety of business
decisions related to the software.
1. Review existing business application inventory information
Plante Moran will review existing documentation to gain a comprehensive understanding of the City’s business
needs and goals, planned initiatives, and current technology environment, including application portfolio,
technology infrastructure, service delivery model, and IT decision making structure and related processes as
they pertain to organizational IT governance and organization and staffing. We will provide the City with an
information request upon project initiation. Specifically, we intend to conduct an initial review of any business
application inventory information that has already been collected by the City and use this information as the
basis for pre-filling a business application inventory survey.
Key Deliverable: Review of Existing Documentation
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2. Confirm business application inventory detail
We will review with the City the proposed level of inventory detail that will be collected relative to
departmental and enterprise business applications. Details we have collected for past clients include:
• Business application name
• Application description
• Business functions supported/purpose
• Need/use case
• Using departments
• Owning department
• Client hardware platform
• Client operating system platform
• Client interface
• Database
• Database hardware platform
• Database operating system platform
• Server hardware platform
• Server operating system platform
• Third-party report writer used (if any)
• Interfacing systems
• Custom or packaged solution
• If package, is software under maintenance agreement
• Annual maintenance costs, if applicable
• Primary application support provider
• Initial installation date
• Number of licenses
• Type of license (concurrent, per seat)
• Overall satisfaction with application
• Holds sensitive information?
• Current status
• Scheduled updates/upgrades
• General comments
• Other
3. Confirm application support responsibilities
We will meet with City IT to determine the various groups that are responsible for supporting the business
applications within the City. It is likely that there are certain departments that provide primary support of
their business applications outside of City IT. As part of this initial review, we will also discuss the quality of
existing business application inventory information that has already been collected.
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4. Distribute business application inventory survey to application support staff
Based on the business application support responsibilities defined in the previous step, we will distribute a data
collection tool (survey or spreadsheet) containing the various business application inventory attributes to be
collected to the various business application support units within the City. To the degree possible, we will pre-
fill the spreadsheets based on existing business application inventory information that has already been
collected.
5. Review completed business application inventory surveys
Upon receipt of the completed business application inventory surveys, we will meet with those IT staff directly
responsible for supporting applications to confirm the information collected and to also develop data flow
diagrams that illustrate interfaces and critical uploads and downloads relative to the applications.
6. Confirm business application inventory with City departments
It is likely that there are departmental spreadsheets and small database applications that are critical to
departmental operations that are not directly supported by an application support unit within IT. To confirm
these other applications, we intend to distribute the completed business application inventory matrix to each
City department for review. We will request that they complete the matrix by identifying additional critical
departmental supported applications that are not included on the business application inventory matrix. Once
the matrices have been updated with this additional application detail, we intend to meet with each department
to confirm the additional information that has been provided including any critical interfaces, uploads ,
downloads, general satisfaction with the application, considerations around technology procurement and
decision making as well as any future upgrade/replacement plans.
Key Deliverables: Business Application Survey Results; Departmental Stakeholder Interviews and Results
7. Finalize business application inventory
We will finalize the application inventory and present to the City for their review. Upon completion of their
review, we will finalize these documents and make them available to the City in electronic format.
Key Deliverable: Draft Application Inventory
8. Develop and finalize software inventory assessment report
After validating our findings, recommendations, and implementation plan with the City, we will develop a draft
Applications Assessment Report for the City’s review and final comment. We anticipate the preliminary report
to include:
o Final application inventory
o Considerations on software utilization
o Best practices for software budgeting/procurements/licensing
o Other topics, as appropriate
Deliverable: Application Inventory Assessment Report
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Fees Section
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Plante Moran provides a not-to-exceed cost of $60,630 to complete the tasks as proposed in our work plan.
Totals by Phase Hours Fees
Phase 0: Project Management 30 $7,050
Phase 1: Applications Inventory Assessment 228 $53,580
Total: 258 $60,630
Cost assumptions
Our fees are based on the assumptions listed below. Should these assumptions change, we would adjust our
professional fees accordingly, in consultation with the City.
• Project status meetings will be conducted remotely and occur no more than once weekly with the City’s
project manager.
• Data and information are provided in a reasonable format and timeframe requested.
• City staff are available for interviews and focus groups as scheduled by Plante Moran and the City’s
project manager.
• The total number and duration of interviews shall be according to the approved project plan and
schedule.
• There will be a single draft-to-final process for each deliverable.
• The City will have 10 working days or other number of days as mutually agreed to in the project
schedule to approve or provide comments on all interim, draft, and final deliverables; all resulting
delays may affect project schedule and fees.
• All project activities progress according to the final accepted, detailed project plan and schedule.
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Appendix
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Conflict of Interest Questionnaire
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Invoice example
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Supplier Information Form
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Exceptions
Page Section / Reference Proposed exception Rationale
RFP Document
14 11
Please Modify as Follows:
The contractor will indemnify, defend and hold harmless the City of
Denton, and its authorized users, against any action or claim brought
against the City of Denton, or its authorized users that is based on a
claim that software infringes any patent rights, copyright rights or
incorporated misappropriated trade secrets, in each case to the extent
that any such infringement actually occurred and was caused by
Contractor’s gross negligence or willful misconduct in performing the
services under this contract. Contractor will pay any damages
attributable to such claim that are awarded against the City of Denton
or its authorized users, in a judgment or settlement. If the City of
Denton or its authorized users’ utilization of the software becomes
subject to a claim, or is likely to become subject to a claim, in the sole
opinion of the City of Denton, or its authorized users, the Contractor
shall, at its sole expense:
(1) procure for City of Denton or its authorized users, the right to
continue using such software under the terms of this Contract; or
(2) replace or modify the software so that it is non-infringing.
Plante Moran can agree to
indemnify the City in
proportion to Plante Moran’s
fault, if any.
14 12
Please Modify as Follows:
Any software, research, reports studies, data, photographs, negatives or
other documents, drawings or materials prepared by contractor in the
performance of its obligations under this contract, in each case that are
in final form and intended for delivery to the City of Denton, shall be
the exclusive property of the City of Denton and all such materials shall
be delivered to the City by the contractor upon completion,
termination, or cancellation of this contract. Contractor may, at its own
expense, keep copies of all its writings for its personal files. Contractor
shall not use, willingly allow, or cause to have such materials used for
any purpose other than the performance of contractor’s obligations
under this contract without the prior written consent of the City;
provided, however, that contractor shall be allowed to use non-
confidential materials for writing samples in pursuit of the work. The
ownership rights described herein shall include, but not be limited to,
the right to copy, publish, display, transfer, prepare derivative works,
or otherwise use the works.
Plante Moran would like to
clarify that the materials
subject to this section are
those that are in final form
and intended for delivery to
the City.
14 13
Please Modify as Follows:
Please delete this section in its entirety.
Plante Moran is not
supplying any goods to the
City.
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Page Section / Reference Proposed exception Rationale
15 20
Please Modify as Follows:
Monthly Time Standards - Contractors shall fully understand that the
City relies on the product or service of the solicitation to provide vital
municipal services, and the availability and reliability of the equipment
is of the essence. With this in mind, the Contractor shall meet the
following performance standards at all times. Labor disputes, strikes,
and other events, except those beyond the Contractor's control such as
acts of God, shall not relieve the Contractor from meeting these
standards. For service category, the Contractor must ensure the given
level of service is achieved, use commercially reasonable efforts to
perform the services within the designated number of working hours.
Contractor shall deliver goods or services within specified delivery
times for 95% of all orders.
Plante Moran can agree to
use commercially reasonable
efforts to perform the
services within the
designated number of
working hours.
16 23(a)
Please Modify as Follows:
PAYMENT AND INVOICES: Payment processing: The City review,
inspection, and processing procedures for invoices ordinarily require
thirty (30) days after receipt of invoices, materials, or services.
Submissions which call for payment before thirty (30) days from receipt
of invoice, or cash discounts given on such payment, will be considered
only if, in the opinion of the Purchasing Manager, the review,
inspection, and processing procedures can be completed as specified. It
is the intention of tThe City of Denton to will make payment within
thirty days after receipt of valid invoices for which items or services
have been received unless unusual circumstances arise. The 30 day
processing period for invoices will begin on the date the invoice is
received or the date the items or services are received, whichever is
later. Direct deposit for payments: Contractors are encouraged to
arrange for receiving payments through direct deposit. Information
regarding direct deposit payments is available from the City of Denton
Purchasing website: www.dentonpurchasing.com. 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 as identified in the Notice to Proceed. It
is the intention of tThe City of Denton to will 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.
Plante Moran would like to
clarify that the City is
obligated to make payment
for services rendered. A
statement of intention is not
the same as an obligation.
17 54(2)
Please Modify as Follows:
Delete this subsection in its entirety.
Plante Moran does not agree
to liquidated damages.
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Page Section / Reference Proposed exception Rationale
17 54(3)
Please Modify as Follows:
Delete this subsection in its entirety.
This subsection is applicable
to a transaction involving
goods, not professional
services.
17 54(4)
Please Modify as Follows:
Delete this subsection in its entirety.
This subsection is applicable
to a transaction involving
goods, not professional
services.
17 54(5)
Please Modify as Follows:
Delete this subsection in its entirety.
This subsection is applicable
to a transaction involving
goods, not professional
services.
17 54(6)
Please Modify as Follows:
Delete this subsection in its entirety.
This subsection is applicable
to a transaction involving
goods, not professional
services.
17 54(7)
Please Modify as Follows:
Delete this subsection in its entirety.
This subsection is applicable
to a transaction involving
goods, not professional
services.
17 54(8)
Please Modify as Follows:
Delete this subsection in its entirety.
This subsection is applicable
to a transaction involving
goods, not professional
services.
Professional Services Agreement1
1 Article I
Please Modify as Follows:
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 highest applicable
professional standards customarily obtained for such services in the
Plante Moran can agree to
perform the services in
accordance with applicable
professional standards.
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Page Section / Reference Proposed exception Rationale
State of Texas. The professional services set out herein are in
connection with the following described project:
3
Article V.B,
third
paragraph
Please Modify as Follows:
Delete this paragraph in its entirety.
Plante Moran does not agree
that the City can unilaterally
withhold payment based on
its subjective determination
that the work is
unsatisfactory or not
submitted in compliance
with the agreement or that
Plante Moran is in default.
3 Article V.D
Please Modify as Follows:
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) calendar 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,” 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.
Plante Moran would like to
clarify that how the days of
any notice of suspension are
counted.
Plante Moran does not agree
to subjective conditions on
amounts owed to it.
4 Article V(E)
Please Modify as Follows:
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
tThe City of Denton to will 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.
Plante Moran would like to
clarify that the City is
obligated to make payment
for services rendered. A
statement of intention is not
the same as an obligation.
4 Article VII
Please Modify as Follows:
All documents prepared or furnished by the CONSULTANT (and
CONSULTANT’s subcontractors or subconsultants) pursuant to this
Agreement that are in final form intended for delivery to the City of
Plante Moran would like to
clarify that the documents
that will become the City’s
property are those that are
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Page Section / Reference Proposed exception Rationale
Denton 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 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.
in final form and intended
for delivery to the City.
5
Article VIII,
first
paragraph
Please Modify as Follows:
THE CONSULTANT SHALL INDEMNIFY AND SAVE AND HOLD
HARMLESS THE OWNER AND ITS OFFICERS, OFFICIALS, AGENTS,
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 AGAINST OR INCURRED
BY THE OWNER, AND INCLUDING, WITHOUT LIMITATION,
DAMAGES FOR BODILY AND PERSONAL INJURY, DEATH AND
PROPERTY DAMAGE, RESULTING FROM THE NEGLIGENT ACTS OR
OMISSIONS IN EACH CASE TO THE EXTENT CAUSED BY THE GROSS
NEGLIGENCE OR WILLFUL MISCONDUCT OF THE CONSULTANT OR
ITS OFFICERS, SHAREHOLDERS, AGENTS, OR EMPLOYEES
INCIDENTAL TO, RELATED TO, AND IN THE EXECUTION,
OPERATION, OR PERFORMANCE OF THIS AGREEMENT.
Plante Moran can agree to
indemnify the City in
proportion to Plante Moran’s
fault, if any.
6 Article IX(C)
Please Modify as Follows:
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 effective 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 reasonably in providing information.
The CONSULTANT shall turn over all documents that are in final form
and intended for delivery to OWNER that were prepared or furnished
by CONSULTANT pursuant to this Agreement to the OWNER on or
before the date of termination, but may maintain copies of such
documents for its use.
Plante Moran does not agree
to subjective conditions to
payment for its services.
Plante Moran would like to
clarify that the documents
that are to be turned over
are those that are in final
form and intended for
delivery to the City.
7 Article XV Please Modify as Follows: Plante Moran can agree to
negotiate in good faith to
DocuSign Envelope ID: D4E46180-326C-4021-8981-EC3C54622A69
RFP# 7566 Software Inventory Audit Services – PLANTE MORAN 40
Page Section / Reference Proposed exception Rationale
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 negotiate in good faith to 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 provision.
reform any invalid or
unenforceable provisions of
this agreement.
7 Article XVI
Please Modify as Follows:
The CONSULTANT shall comply with all applicable federal, state, and
local laws, rules, regulations, and ordinances applicable to it and to the
work covered hereunder as those laws may now read or hereinafter be
amended.
Plante Moran would like to
clarify that its obligation is
to comply with laws
applicable to it.
7 Article
XVIII(A)
Please Modify as Follows:
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 that legally would preclude CONSULTANT from continuing
to perform under this Agreement.
Plante Moran would like to
clarify the type of conflict
that would necessitate notice
to the City.
8 Article
XXI(D)
Please Modify as Follows:
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 use commercially
reasonable efforts to coordinate its work take such steps as are
appropriate to ensure that the work involved is properly coordinated
with related work being carried on by the OWNER.
Plante Moran can agree to
use commercially reasonable
efforts to coordinate its
work with related work
being carried out by the City.
9 Artilce XXIII
Please Modify as Follows:
The OWNER shall have the right to audit and make copies of the books,
records and computations pertaining to this agreement. The
CONTRACTOR 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 CONTRACTOR shall also require all
Subcontractors, material suppliers, and other payees to retain all
books, records, documents and other evidence pertaining to this
Plante Moran does not agree
to unlimited liability for any
audit costs, as they are
unpredictable and
completely within the City’s
control.
Plante Moran would like to
clarify that the City may
audit do not include Plante
Moran’s workpapers.
DocuSign Envelope ID: D4E46180-326C-4021-8981-EC3C54622A69
RFP# 7566 Software Inventory Audit Services – PLANTE MORAN 41
Page Section / Reference Proposed exception Rationale
agreement (other than the CONTRACTOR’s workpapers), and to allow
the OWNER similar access to those documents. All books and records
will be made available electronically 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 CONTRACTOR 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, but do not include any of the CONTRACTOR’s
workpapers.
Exhibit D
16
Standard
Provisions,
opening
paragraph
Please Modify as Follows:
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.
The concept of “acceptance”
applies to a transaction
involving the sale of goods,
not professional services.
16
Standard
Provisions,
second bullet
point on this
page
Please Modify as Follows:
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.
Plante Moran cannot
commit on behalf of its
insurers that that the
insurers will reduce or
eliminate deductibles or
insured retentions upon the
City’s request, nor does
Plante Moran agree to
procure any bonds.
16
Standard
Provisions,
third bullet
point on this
page
Please Modify as Follows:
Liability policies shall be endorsed to provide the following: All
required liability insurance policies shall comply with the following:
Plante Moran cannot
commit that the policies
themselves will contain
these endorsements but can
agree to these terms other
than the noted exceptions
below.
17
Fourth bullet
point on this
page
Please Modify as Follows: Plante Moran’s insurers will
not provide notices to third
parties, but Plante Moran
DocuSign Envelope ID: D4E46180-326C-4021-8981-EC3C54622A69
RFP# 7566 Software Inventory Audit Services – PLANTE MORAN 42
Page Section / Reference Proposed exception Rationale
Cancellation: City requires The contractor will give at least 30 day
written notice should it initiate cancellation of any of the policies
described on the certificate be cancelled before the expiration date.
can agree to provide notice if
it initiates cancellation of
any of the policies on the
certificate.
17 Sixth bullet
on this page
Please Modify as Follows:
Delete this section in its entirety.
Plante Moran does not agree
with these requirements.
17
Seventh
bullet on this
page
Please Modify as Follows:
Delete this section in its entirety.
Plante Moran does not agree
to withholding of its
payments.
18
Workers’
Compensatio
n Insurance
Please Modify as Follows:
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, $100,000 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).
Plante Moran cannot
commit on behalf of its
insurers that they will waive
subrogation rights.
This engagement does not
involve any building or
construction project.
Attachment 1
20-22 Attachment 1
Please Modify as Follows:
Delete this attachment in its entirety.
This engagement does not
involve any building or
construction project.
DocuSign Envelope ID: D4E46180-326C-4021-8981-EC3C54622A69
We look forward to working with you.
Please contact us with any questions.
Mike Riffel
Partner
(312).602-3539
Mike.Riffel@plantemoran.com
DocuSign Envelope ID: D4E46180-326C-4021-8981-EC3C54622A69
City of Denton, Texas Contract 7566
Standard Agreement for Engineering Related Design Services
Revised Date: 6/4/21
Page 13 of 16
Exhibit C
CITY OF DENTON
INSURANCE REQUIREMENTS FOR CONTRACTORS
Bidder's 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 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, ask for 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.
• All required liability insurance policies shall comply with the following:
• Name as additional insured the City of Denton, its Officials, Agents,
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: D4E46180-326C-4021-8981-EC3C54622A69
City of Denton, Texas Contract 7566
Standard Agreement for Engineering Related Design Services
Revised Date: 6/4/21
Page 14 of 16
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: The contractor will give at least 30 day written notice should it
initiate cancellation of any of the policies described on the certificate before
the expiration date and shall provide notice of the cancellation of any policies
initiated by the insurance provider within five business days of receiving such
notice from the insurance provider.
• 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.
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 specifications 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. 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
DocuSign Envelope ID: D4E46180-326C-4021-8981-EC3C54622A69
City of Denton, Texas Contract 7566
Standard Agreement for Engineering Related Design Services
Revised Date: 6/4/21
Page 15 of 16
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.
[X] 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] 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, $100,000 per each employee, and a $500,000 policy limit for occupational disease.
[ ] 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.
[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.
DocuSign Envelope ID: D4E46180-326C-4021-8981-EC3C54622A69
City of Denton, Texas Contract 7566
Standard Agreement for Engineering Related Design Services
Revised Date: 6/4/21
Page 16 of 16
[ ] 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.
[X] Cyber
Cyber coverage provided protection for business liability for a data breach, cyber extortion, business interruption due to malicious cyber attacks or malware infections. A Cyber policy will be required anytime a system interfaces with the City of Denton’s servers or houses sensitive
information such as customer or employee data. When Cyber coverage is required commercial
crime is also required. Limits of not less than $500,000 are required unless other limits are individually approved by the City. [ ] 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: D4E46180-326C-4021-8981-EC3C54622A69
Exhibit
CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ
For vendor or other person doing business with local governmental entity
This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session.
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).
By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after
the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code.
A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a
misdemeanor.
1 Name of vendor who has a business relationship with local governmental entity.
2
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
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 176.001(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?
Yes No
B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer
named in this section AND the taxable income is not received from the local governmental entity?
Yes No
C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an
officer or director, or holds an ownership of one percent or more?
Yes No
D. Describe each employment or business and family relationship with the local government officer named in this section.
4
I have no Conflict of Interest to disclose.
5
Signature of vendor doing business with the governmental entity Date
DocuSign Envelope ID: D4E46180-326C-4021-8981-EC3C54622A69
Plante & Moran, PLLC
D
6/8/2021
Certificate Of Completion
Envelope Id: D4E46180326C40218981EC3C54622A69 Status: Completed
Subject: Please DocuSign: City Council Contract 7566 Software Inventory Audit services
Source Envelope:
Document Pages: 61 Signatures: 6 Envelope Originator:
Certificate Pages: 6 Initials: 1 Cori Power
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-06:00) Central Time (US & Canada)
901B Texas Street
Denton, TX 76209
cori.power@cityofdenton.com
IP Address: 198.49.140.10
Record Tracking
Status: Original
6/8/2021 10:16:40 AM
Holder: Cori Power
cori.power@cityofdenton.com
Location: DocuSign
Signer Events Signature Timestamp
Cori Power
cori.power@cityofdenton.com
Senior Buyer
City of Denton
Security Level: Email, Account Authentication
(None)
Completed
Using IP Address: 198.49.140.10
Sent: 6/8/2021 10:21:05 AM
Viewed: 6/8/2021 10:21:43 AM
Signed: 6/8/2021 10:23:06 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Lori Hewell
lori.hewell@cityofdenton.com
Purchasing Manager
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Sent: 6/8/2021 10:23:08 AM
Viewed: 6/8/2021 10:34:59 AM
Signed: 6/8/2021 10:35:36 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Marcella Lunn
marcella.lunn@cityofdenton.com
Deputy City Attorney
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.104
Sent: 6/8/2021 10:35:38 AM
Viewed: 6/8/2021 10:59:05 AM
Signed: 6/8/2021 11:00:28 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Mike Riffel
Mike.Riffel@plantemoran.com
Partner
Plante Moran – MC
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 165.225.39.97
Sent: 6/8/2021 11:00:31 AM
Viewed: 6/8/2021 11:36:42 AM
Signed: 6/8/2021 11:37:06 AM
Electronic Record and Signature Disclosure:
Accepted: 6/8/2021 11:36:42 AM
ID: 995c8d55-81b7-4abf-9d41-41596ccc20fd
Signer Events Signature Timestamp
Leisha Meine
Leisha.Meine@cityofdenton.com
Chief Technology Officer
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Sent: 6/8/2021 11:37:10 AM
Viewed: 6/9/2021 2:19:18 PM
Signed: 6/9/2021 2:19:41 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Cheyenne Defee
cheyenne.defee@cityofdenton.com
Contract Administrator
City of Denton
Security Level: Email, Account Authentication
(None)
Completed
Using IP Address: 198.49.140.10
Sent: 6/9/2021 2:19:46 PM
Viewed: 7/21/2021 9:55:29 AM
Signed: 7/21/2021 9:56:05 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Sara Hensley
sara.hensley@cityofdenton.com
Interim City Manager
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 47.190.47.120
Signed using mobile
Sent: 7/21/2021 9:56:09 AM
Viewed: 7/21/2021 10:24:04 AM
Signed: 7/21/2021 10:24:13 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Rosa Rios
rosa.rios@cityofdenton.com
City Secretary
Security Level: Email, Account Authentication
(None)Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Sent: 7/21/2021 10:24:16 AM
Viewed: 7/21/2021 12:48:25 PM
Signed: 7/21/2021 12:48:51 PM
Electronic Record and Signature Disclosure:
Accepted: 7/21/2021 12:48:25 PM
ID: 0ff1e99b-a2f6-47e2-a611-0dcd2d91fe71
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Cheyenne Defee
cheyenne.defee@cityofdenton.com
Contract Administrator
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 6/8/2021 10:23:09 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Carbon Copy Events Status Timestamp
Gretna Jones
gretna.jones@cityofdenton.com
Legal Secretary
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 6/9/2021 2:19:47 PM
Viewed: 6/17/2021 11:44:21 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
City Secretary Office
citysecretary@cityofdenton.com
Security Level: Email, Account Authentication
(None)
Sent: 7/21/2021 12:48:54 PM
Viewed: 7/21/2021 1:22:38 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Drew Allen
drew.allen@cityofdenton.com
Sr. Mgr, Applications & Projects
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 7/21/2021 12:48:55 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Cheyenne Defee
cheyenne.defee@cityofdenton.com
Contract Administrator
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 7/21/2021 12:48:56 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 6/8/2021 10:21:05 AM
Certified Delivered Security Checked 7/21/2021 12:48:25 PM
Signing Complete Security Checked 7/21/2021 12:48:51 PM
Completed Security Checked 7/21/2021 12:48:56 PM
Payment Events Status Timestamps
Electronic Record and Signature Disclosure
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.
Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM
Parties agreed to: Mike Riffel, Rosa Rios
How to contact City of Denton:
You may contact us to let us know of your changes as to how we may contact you electronically,
to request paper copies of certain information from us, and to withdraw your prior consent to
receive notices and disclosures electronically as follows:
To contact us by email send messages to: purchasing@cityofdenton.com
To advise City of Denton of your new e-mail address
To let us know of a change in your e-mail address where we should send notices and disclosures
electronically to you, you must send an email message to us at melissa.kraft@cityofdenton.com
and in the body of such request you must state: your previous e-mail address, your new e-mail
address. We do not require any other information from you to change your email address..
In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected
in your DocuSign account by following the process for changing e-mail in DocuSign.
To request paper copies from City of Denton
To request delivery from us of paper copies of the notices and disclosures previously provided
by us to you electronically, you must send us an e-mail to purchasing@cityofdenton.com and in
the body of such request you must state your e-mail address, full name, US Postal address, and
telephone number. We will bill you for any fees at that time, if any.
To withdraw your consent with City of Denton
To inform us that you no longer want to receive future notices and disclosures in electronic
format you may:
i. decline to sign a document from within your DocuSign account, and on the subsequent
page, select the check-box indicating you wish to withdraw your consent, or you may;
ii. send us an e-mail to purchasing@cityofdenton.com and in the body of such request you
must state your e-mail, full name, IS Postal Address, telephone number, and account
number. We do not need any other information from you to withdraw consent.. The
consequences of your withdrawing consent for online documents will be that transactions
may take a longer time to process..
Required hardware and software
Operating Systems: Windows2000? or WindowsXP?
Browsers (for SENDERS): Internet Explorer 6.0? or above
Browsers (for SIGNERS): Internet Explorer 6.0?, Mozilla FireFox 1.0,
NetScape 7.2 (or above)
Email: Access to a valid email account
Screen Resolution: 800 x 600 minimum
Enabled 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 above,
please let us know by clicking the 'I agree' button below.
By checking the 'I Agree' box, I confirm that:
• I can access and read this Electronic CONSENT TO ELECTRONIC RECEIPT OF
ELECTRONIC RECORD AND SIGNATURE DISCLOSURES document; and
• I can print on paper the disclosure or save or send the disclosure to a place where I can
print it, for future reference and access; and
• Until or unless I notify City of Denton as described above, I consent to receive from
exclusively through electronic means all notices, disclosures, authorizations,
acknowledgements, and other documents that are required to be provided or made
available to me by City of Denton during the course of my relationship with you.