8033 - Amendment 1 Executed
Docusign Transmittal Coversheet
File Name
Purchasing Contact
Contract Expiration
DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13
Ginny Brummett
June 28, 2025
8033-Axon Fleet In-Car System
Amendment 1
Procurement & Compliance
901 B Texas St., Denton, TX 76209 (940) 349-7100
OUR CORE VALUES
Integrity Fiscal Responsibility Inclusion Transparency Outstanding Customer Service
July 1, 2022
Mr. Robert Driscoll
Axon Enterprise, Inc.
17800 North 85th Street
Scottsdale, Arizona 85255
Legal@axon.com
Re: Letter Agreement to Amend (this “Amendment”) File 8033 – Axon Fleet In-Car Video
System between the City of Denton (“COD”) and Axon Enterprises, Inc., dated June 28,
2022 (the “Contract”) – Amendment #1
Dear Mr. Driscoll,
Thank you for being such a valued partner. By signing this Amendment below, COD and Axon
Enterprises, Inc. agree that the Contract is hereby deemed amended to replace Exhibit C to the attached
updated Schedule of Charges, Exhibit C.
Except as amended by this Amendment, the Contract is not otherwise amended, and all other terms
and conditions of the Contract remain in full force and effect, as amended hereby. This Amendment
may be executed in any number of counterparts, each of which shall be deemed an original and all of
which together shall constitute one and the same instrument. Signatures transmitted electronically
shall have the same effect as the delivery of original signatures.
The City of Denton reserves the right to re-evaluate pricing as the market conditions change and can
ask your firm to provide updated proposed pricing, including, but not limited to, a decrease in
pricing, as a result of any such change.
We look forward to future business with your firm.
Regards,
____________________________ ___________________________
Ginny Brummett, Buyer Robert Driscoll, VP Associate
Procurement and Compliance General Counsel
City of Denton or Authorized Representative
Axon Enterprises, Inc.
DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13
Page 1 Q-388934-44740.777DT
Q-388934-44740.777DT
Issued: 06/28/2022
Quote Expiration:
Estimated Contract Start Date: 08/01/2022
Account Number: 129364
Payment Terms: N30
Delivery Method: Fedex - Ground
SHIP TO BILL TO SALES REPRESENTATIVE PRIMARY CONTACT
Delivery-804 Texas St Denton Police Dept. - TX Danny Thielen Tiffany Wei
804 Texas St 215 E McKinney St Phone: (480) 434-8810 Phone: (940) 349-7816
Denton, TX 76209-4350 Denton, TX 76201-4229 Email: dthielen@axon.com Email: tiffany.wei@cityofdenton.com
USA USA Fax: Fax:
Email:
Quote Summary Discount Summary
Program Length 34.5 Months Average Savings Per Year $8,870.28
TOTAL COST $90,429.96
ESTIMATED TOTAL W/ TAX $90,429.96 TOTAL SAVINGS $25,502.04
Payment Summary
Date Subtotal Tax Total
Jul 2022 $55,047.60 $0.00 $55,047.60
Jul 2023 $17,691.18 $0.00 $17,691.18
Jul 2024 $17,691.18 $0.00 $17,691.18
Total $90,429.96 $0.00 $90,429.96
Axon Enterprise, Inc.
17800 N 85th St.
Scottsdale, Arizona 85255
United States
VAT: 86-0741227
Domestic: (800) 978-2737
International: +1.800.978.2737
DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13
Exhibit C
Page 2 Q-388934-44740.777DT
Quote List Price:$115,932.00
Quote Subtotal:$90,429.96
Pricing
All deliverables are detailed in Delivery Schedules section lower in proposal
Item Description Term Qty List Price Net Price Subtotal Tax Total
Fleet 2 Unlimited
80410 FLEET, UNLIMITED STORAGE, 1 CAMERA 35m 24 $595.00 $409.27 $9,822.48 $0.00 $9,822.48
87050 FLEET VIEW XL LICENSE 35m 12 $1,015.00 $698.16 $8,377.92 $0.00 $8,377.92
71088 AXON FLEET 2 KIT 12 $1,560.00 $1,073.03 $12,876.36 $0.00 $12,876.36
72040 FLEET REFRESH, 2 CAMERA KIT 12 $2,643.00 $1,817.97 $21,815.64 $0.00 $21,815.64
80397 EXT WARRANTY, FLEET 2 KIT 24m 12 $156.00 $107.30 $1,287.60 $0.00 $1,287.60
Individual Items
11634 CRADLEPOINT IBR900-1200M-B-NPS+5YR NETCLOUD 12 $1,249.00 $1,249.00 $14,988.00 $0.00 $14,988.00
11595 FLEET ANT, AIRGAIN, 5-IN-1, 2LTE, 2WIFI, 1GNSS, MAG, BL 12 $325.00 $325.00 $3,900.00 $0.00 $3,900.00
72048 FLEET SIM INSERTION, ATT 12 $15.00 $15.00 $180.00 $0.00 $180.00
80179 FLEET 2 TAP TRUE-UP PAYMENT 26m 12 $1,508.00 $1,431.83 $17,181.96 $0.00 $17,181.96
Total $90,429.96 $0.00 $90,429.96
DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13
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Delivery Schedule
Hardware
Bundle Item Description QTY Estimated Delivery Date
Fleet 2 Unlimited 71088 AXON FLEET 2 KIT 12 07/01/2022
A la Carte 11595 FLEET ANT, AIRGAIN, 5-IN-1, 2LTE, 2WIFI, 1GNSS, MAG, BL 12 07/01/2022
A la Carte 11634 CRADLEPOINT IBR900-1200M-B-NPS+5YR NETCLOUD 12 07/01/2022
A la Carte 72048 FLEET SIM INSERTION, ATT 12 07/01/2022
Fleet 2 Unlimited 72040 FLEET REFRESH, 2 CAMERA KIT 12 07/01/2027
Software
Bundle Item Description QTY Estimated Start Date Estimated End Date
Fleet 2 Unlimited 80410 FLEET, UNLIMITED STORAGE, 1 CAMERA 24 08/01/2022 06/15/2025
Fleet 2 Unlimited 87050 FLEET VIEW XL LICENSE 12 08/01/2022 06/15/2025
Warranties
Bundle Item Description QTY Estimated Start Date Estimated End Date
Fleet 2 Unlimited 80397 EXT WARRANTY, FLEET 2 KIT 12 07/01/2023 06/15/2025
DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13
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Payment Details
Jul 2022
Invoice Plan Item Description Qty Subtotal Tax Total
Year 1 - Upfront Payment 11595 FLEET ANT, AIRGAIN, 5-IN-1, 2LTE, 2WIFI, 1GNSS, MAG, BL 12 $3,900.00 $0.00 $3,900.00
Year 1 - Upfront Payment 11634 CRADLEPOINT IBR900-1200M-B-NPS+5YR NETCLOUD 12 $14,988.00 $0.00 $14,988.00
Year 1 - Upfront Payment 71088 AXON FLEET 2 KIT 12 $12,876.36 $0.00 $12,876.36
Year 1 - Upfront Payment 72040 FLEET REFRESH, 2 CAMERA KIT 12 $21,815.64 $0.00 $21,815.64
Year 1 - Upfront Payment 72048 FLEET SIM INSERTION, ATT 12 $180.00 $0.00 $180.00
Year 1 - Upfront Payment 80397 EXT WARRANTY, FLEET 2 KIT 12 $1,287.60 $0.00 $1,287.60
Total $55,047.60 $0.00 $55,047.60
Jul 2023
Invoice Plan Item Description Qty Subtotal Tax Total
Year 2 80179 FLEET 2 TAP TRUE-UP PAYMENT 12 $8,590.98 $0.00 $8,590.98
Year 2 80410 FLEET, UNLIMITED STORAGE, 1 CAMERA 24 $4,911.24 $0.00 $4,911.24
Year 2 87050 FLEET VIEW XL LICENSE 12 $4,188.96 $0.00 $4,188.96
Total $17,691.18 $0.00 $17,691.18
Jul 2024
Invoice Plan Item Description Qty Subtotal Tax Total
Year 3 80179 FLEET 2 TAP TRUE-UP PAYMENT 12 $8,590.98 $0.00 $8,590.98
Year 3 80410 FLEET, UNLIMITED STORAGE, 1 CAMERA 24 $4,911.24 $0.00 $4,911.24
Year 3 87050 FLEET VIEW XL LICENSE 12 $4,188.96 $0.00 $4,188.96
Total $17,691.18 $0.00 $17,691.18
DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13
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Tax is estimated based on rates applicable at date of quote and subject to change at time of invoicing. If a tax exemption certificate should be applied, please submit
prior to invoicing.
Contract Sourcewell Contract #010720-AXN is incorporated by reference into the terms and conditions of this Agreement. In the event of conflict the terms of Axon's Master
Services and Purchasing Agreement shall govern.
Standard Terms and Conditions
Axon Enterprise Inc. Sales Terms and Conditions
Axon Master Services and Purchasing Agreement:
This Quote is limited to and conditional upon your acceptance of the provisions set forth herein and Axon’s Master Services and Purchasing Agreement
(posted at www.axon.com/legal/sales-terms-and-conditions), as well as the attached Statement of Work (SOW) for Axon Fleet and/or Axon Interview Room
purchase, if applicable. In the event you and Axon have entered into a prior agreement to govern all future purchases, that agreement shall govern to the
extent it includes the products and services being purchased and does not conflict with the Axon Customer Experience Improvement Program Appendix as
described below.
ACEIP:
The Axon Customer Experience Improvement Program Appendix, which includes the sharing of de-identified segments of Agency Content with Axon to
develop new products and improve your product experience (posted at www.axon.com/legal/sales-terms-and-conditions), is incorporated herein by
reference. By signing below, you agree to the terms of the Axon Customer Experience Improvement Program.
Acceptance of Terms:
Any purchase order issued in response to this Quote is subject solely to the above referenced terms and conditions. By signing below, you represent that you
are lawfully able to enter into contracts. If you are signing on behalf of an entity (including but not limited to the company, municipality, or government agency
for whom you work), you represent to Axon that you have legal authority to bind that entity. If you do not have this authority, please do not sign this Quote.
DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13
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\s1\\d1\
Signature Date Signed
6/28/2022
DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13
7/7/2022
1
FLEET STATEMENT OF WORK BETWEEN AXON ENTERPRISE AND AGENCY
Introduction
This Statement of Work (“SOW”) has been made and entered into by and between Axon Enterprise, Inc. (“AXON”), and Denton Police Dept. - TX the (“AGENCY”)
for the purchase of the Axon Fleet in-car video solution (“FLEET”) and its supporting information, services and training. (AXON Technical Project Manager/The
AXON installer)
Purpose and Intent
AGENCY states, and AXON understands and agrees, that Agency’s purpose and intent for entering into this SOW is for the AGENCY to obtain from AXON
deliverables, which used solely in conjunction with AGENCY’s existing systems and equipment, which AGENCY specifically agrees to purchase or provide
pursuant to the terms of this SOW.
This SOW contains the entire agreement between the parties. There are no promises, agreements, conditions, inducements, warranties or understandings,
written or oral, expressed or implied, between the parties, other than as set forth or referenced in the SOW.
Acceptance
Upon completion of the services outlined in this SOW, AGENCY will be provided a professional services acceptance form (“Acceptance Form”). AGENCY will sign
the Acceptance Form acknowledging that services have been completed in substantial conformance with this SOW and the Agreement. If AGENCY reasonably
believes AXON did not complete the professional services in conformance with this SOW, AGENCY must notify AXON in writing of the specific reasons within
seven (7) calendar days from delivery of the Acceptance Form. AXON will remedy the issues to conform with this SOW and re-present the Acceptance Form for
signature. If AXON does not receive the signed Acceptance Form or written notification of the reasons for rejection within 7 calendar days of the delivery of the
Acceptance Form, AGENCY will be deemed to have accepted the services in accordance to this SOW.
Force Majeure
DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13
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Neither party hereto shall be liable for delays or failure to perform with respect to this SOW due to causes beyond the party’s reasonable control and not avoidable
by diligence.
Schedule Change
Each party shall notify the other as soon as possible regarding any changes to agreed upon dates and times of Axon Fleet in-car Solution installation to be
performed pursuant of this Statement of Work.
Axon Fleet Deliverables
Typically, within (30) days of receiving this fully executed SOW, an AXON Technical Project Manager will deliver to AGENCY’s primary point of contact via
electronic media, controlled documentation, guides, instructions and videos followed by available dates for the initial project review and customer readiness
validation. Unless otherwise agreed upon by AXON, AGENCY may print and reproduce said documents for use by its employees only.
Security Clearance and Access
Upon AGENCY’s request, AXON will provide the AGENCY a list of AXON employees, agents, installers or representatives which require access to the AGENCY’s
facilities in order to perform Work pursuant of this Statement of Work. AXON will ensure that each employee, agent or representative has been informed or and
consented to a criminal background investigation by AGENCY for the purposes of being allowed access to AGENCY‘s facilities. AGENCY is responsible for
providing AXON with all required instructions and documentation accompanying the security background check’s requirements.
Training
AXON will provide training applicable to Axon Evidence, Cradlepoint NetCloud Manager and Axon Fleet application in a train-the-trainer style method unless
otherwise agreed upon between the AGENCY and AXON.
Local Computer
DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13
3
AGNECY is responsible for providing a mobile data computer (MDC) with the same software, hardware, and configuration that AGENCY personnel will use with
the AXON system being installed. AGENCY is responsible for making certain that any and all security settings (port openings, firewall settings, antivirus software,
virtual private network, routing, etc.) are made prior to the installation, configuration and testing of the aforementioned deliverables.
Network
AGENCY is responsible for making certain that any and all network(s) route traffic to appropriate endpoints and AXON is not liable for network breach, data
interception, or loss of data due to misconfigured firewall settings or virus infection, except to the extent that such virus or infection is caused, in whole or in part,
by defects in the deliverables.
Cradlepoint Router
When applicable, AGENCY must provide AXON Installers with temporary administrative access to Cradlepoint’s NetCloud Manager to the extent necessary to
perform Work pursuant of this Statement of Work.
Evidence.com
AGENCY must provide AXON Installers with temporary administrative access to Axon Evidence.com to the extent necessary to perform Work pursuant of this
SOW.
Wireless Upload System
If purchased by the AGENCY, on such dates and times mutually agreed upon by the parties, AXON will install and configure into AGENCY’s existing network a
wireless network infrastructure as identified in the AGENCY’s binding quote based on conditions of the sale.
VEHICLE INSTALLATION
Preparedness
DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13
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On such dates and times mutually agreed upon by the parties, the AGENCY will deliver all vehicles to an AXON Installer less weapons and items of evidence.
Vehicle(s) will be deemed ‘out of service’ to the extent necessary to perform Work pursuant of this SOW.
Existing Mobile Video Camera System Removal
On such dates and times mutually agreed upon by the parties, the AGENCY will deliver all vehicles to an AXON Installer which will remove from said vehicles all
components of the existing mobile video camera system unless otherwise agreed upon by the AGENCY.
Major components will be salvaged by the AXON Installer for auction by the AGENCY. Wires and cables are not considered expendable and will not be
salvaged. Salvaged components will be placed in a designated area by the AGENCY within close proximity of the vehicle in an accessible work space.
Prior to removing the existing mobile video camera systems, it is both the responsibility of the AGENCY and the AXON Installer to test the vehicle’s systems’
operation to identify and operate, documenting any existing component or system failures and in detail, identify which components of the existing mobile video
camera system will be removed by the AXON Installer.
In-Car Hardware/Software Delivery and Installation
On such dates and times mutually agreed upon by the parties, the AGENCY will deliver all vehicles to an AXON Installer, who will install and configure in each
vehicle in accordance with the specifications detailed in the system’s installation manual and its relevant addendum(s). Applicable in-car hardware will be installed
and configured as defined and validated by the AGENCY during the pre-deployment discovery process.
If a specified vehicle is unavailable on the date and time agreed upon by the parties, AGENCY will provide a similar vehicle for the installation process. Delays due
to a vehicle, or substitute vehicle, not being available at agreed upon dates and times may results in additional fees to the AGENCY. If the AXON Installer
determines that a vehicle is not properly prepared for installation (“Not Fleet Ready”), such as a battery not being properly charged or properly up-fit for in-service,
field operations, the issue shall be reported immediately to the AGENCY for resolution and a date and time for the future installation shall be agreed upon by the
parties.
DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13
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Upon completion of installation and configuration, AXON will systematically test all installed and configured in-car hardware and software to ensure that ALL
functions of the hardware and software are fully operational and that any deficiencies are corrected unless otherwise agreed upon by the AGENCY, installation,
configuration, test and the correct of any deficiencies will be completed in each vehicle accepted for installation.
Prior to installing the Axon Fleet camera systems, it is both the responsibility of the AGENCY and the AXON Installer to test the vehicle’s existing systems’
operation to identify, document any existing component or vehicle systems’ failures. Prior to any vehicle up-fitting the AXON Installer will introduce the system’s
components, basic functions, integrations and systems overview along with reference to AXON approved, AGENCY manuals, guides, portals and videos. It is
both the responsibility of the AGENCY and the AXON Installer to agree on placement of each components, the antenna(s), integration recording trigger sources
and customer preferred power, ground and ignition sources prior to permanent or temporary installation of an Axon Fleet camera solution in each vehicle type.
Agreed placement will be documented by the AXON Installer.
AXON welcomes up to 5 persons per system operation training session per day, and unless otherwise agreed upon by the AGENCY, the first vehicle will be used
for an installation training demonstration. The second vehicle will be used for an assisted installation training demonstration. The installation training session is
customary to any AXON Fleet installation service regardless of who performs the continued Axon Fleet system installations.
DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13
6
The customary training session does not ‘certify’ a non-AXON Installer, customer-employed Installer or customer 3rd party Installer, since the AXON Fleet
products does not offer an Installer certification program. Any work performed by non-AXON Installer, customer-employed Installer or customer 3rd party Installer
is not warrantied by AXON, and AXON is not liable for any damage to the vehicle and its existing systems and AXON Fleet hardware.
DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13
Certificate Of Completion
Envelope Id: AC65F09E81BA4F1CB720C662D266EF13 Status: Completed
Subject: ***Purchasing Approval*** 8033 Axon Fleet In-Car System Amendment 1
Source Envelope:
Document Pages: 14 Signatures: 5 Envelope Originator:
Certificate Pages: 5 Initials: 1 Ginny Brummett
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-06:00) Central Time (US & Canada)
901B Texas Street
Denton, TX 76209
Ginny.Brummett@cityofdenton.com
IP Address: 198.49.140.10
Record Tracking
Status: Original
7/6/2022 2:18:15 PM
Holder: Ginny Brummett
Ginny.Brummett@cityofdenton.com
Location: DocuSign
Signer Events Signature Timestamp
Ginny Brummett
ginny.brummett@cityofdenton.com
Buyer
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Sent: 7/6/2022 2:44:50 PM
Viewed: 7/6/2022 2:45:01 PM
Signed: 7/6/2022 2:47:48 PM
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: 198.49.140.104
Sent: 7/6/2022 2:47:50 PM
Viewed: 7/7/2022 8:59:30 AM
Signed: 7/7/2022 8:59:42 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Robert Driscoll
Bobby@axon.com
VP, Assoc. General Counsel
eSign
Security Level: Email, Account Authentication
(None)
Signature Adoption: Uploaded Signature Image
Using IP Address: 76.24.211.230
Sent: 7/7/2022 8:59:44 AM
Viewed: 7/7/2022 9:10:10 AM
Signed: 7/7/2022 9:20:15 AM
Electronic Record and Signature Disclosure:
Accepted: 8/14/2020 1:33:50 PM
ID: 12670bf2-ee1f-4bf1-b2a2-1ddabb4427d2
Frank Dixon
Frank.Dixon@cityofdenton.com
Chief of Police
Security Level: Email, Account Authentication
(None)Signature Adoption: Pre-selected Style
Using IP Address: 76.85.64.217
Signed using mobile
Sent: 7/7/2022 9:20:17 AM
Resent: 7/8/2022 12:08:49 PM
Resent: 7/8/2022 4:20:01 PM
Viewed: 7/8/2022 6:28:19 PM
Signed: 7/8/2022 6:28:28 PM
Electronic Record and Signature Disclosure:
Accepted: 7/7/2022 9:53:55 AM
ID: 79096015-4530-4cdd-a138-ae5504f9752e
Signer Events Signature Timestamp
Ginny Brummett
ginny.brummett@cityofdenton.com
Buyer
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.104
Sent: 7/8/2022 6:28:30 PM
Viewed: 7/13/2022 9:36:56 AM
Signed: 7/13/2022 9:37:55 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
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
Procurement Administration Supervisor
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 7/13/2022 9:37:57 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Tiffany Wei
Tiffany.Wei@cityofdenton.com
Business Information Analyst
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 7/13/2022 9:37:57 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Danny Thielen
dthielen@axon.com
Security Level: Email, Account Authentication
(None)
Sent: 7/13/2022 9:37:57 AM
Viewed: 7/13/2022 9:40:20 AM
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 7/6/2022 2:44:50 PM
Certified Delivered Security Checked 7/13/2022 9:36:56 AM
Signing Complete Security Checked 7/13/2022 9:37:55 AM
Completed Security Checked 7/13/2022 9:37:58 AM
Payment Events Status Timestamps
Electronic Record and Signature Disclosure
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Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM
Parties agreed to: Robert Driscoll, Frank Dixon
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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..
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** These minimum requirements are subject to change. If these requirements change, we will
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