8164 - Contract Executed
Docusign Transmittal Coversheet
File Name
Purchasing Contact
Contract Expiration
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
8164 Executive Search Deputy City Manager
N/A
Gabby Leeper
City of Denton, Texas Contract 8164
Standard Agreement for Professional Services
Revised Date: 12/5/18 Page 1 of 20
PROFESSIONAL SERVICES AGREEMENT
FOR CONSULTING SERVICES
FILE 8164
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 Mosaic Public Partners LLC, with its corporate
office at 200 Gateway Drive #1908 Lincoln CA 95648, 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 diligence and in
accordance with the highest professional standards customarily obtained for such services in the
State of Texas. The professional services set out herein are in connection with the following
described project:
The Project shall include, without limitation, Executive Search Deputy City Manager, as
described in Exhibit A, which is attached hereto and incorporated herein (the “Project”).
ARTICLE II
SCOPE OF BASIC SERVICES
The CONSULTANT shall perform the following services in a professional manner:
A. To perform all those services set forth in CONSULTANT’s proposal, which proposal is
attached hereto and made a part hereof as Exhibit A as if written word for word herein.
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
11/17/2022
City of Denton, Texas Contract 8164
Standard Agreement for Professional Services
Revised Date: 12/5/18 Page 2 of 20
B. CONSULTANT shall perform all those services set forth in individual task orders, as
described in Exhibit A, which shall be attached to this Agreement and made a part
hereof.
C. If there is any conflict between the terms of this Agreement and the exhibits attached to
this Agreement, the terms and conditions of this Agreement will control over the terms
and conditions of the attached exhibits or task orders.
ARTICLE III
ADDITIONAL SERVICES
Additional services to be performed by the CONSULTANT, if authorized by the
OWNER, which are not included in the above-described Basic Services, may be negotiated as
needed, per rates included in Exhibit A.
A. 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 A.
F. Preparing statements for invoicing or other documentation for billing other than for the
standard invoice for services attached to this professional services agreement.
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
City of Denton, Texas Contract 8164
Standard Agreement for Professional Services
Revised Date: 12/5/18 Page 3 of 20
ARTICLE IV
TIME OF COMPLETION
CONSULTANT is authorized to commence work under this contract upon execution of this
AGREEMENT. CONSULTANT shall perform and complete its obligations herein in a prompt
and continuous manner, so as to not delay the completion of the Project in accordance with the
schedules as described in Exhibit A. The contract shall remain effective for a period which may
reasonably be required for the completion of the Project, acceptance by an authorized
representative of the OWNER, exhaustion of authorized funds, or termination as provided in this
Agreement, whichever occurs first.
ARTICLE V
COMPENSATION
A. COMPENSATION TERMS:
1. “Subcontract Expense” is defined as expenses incurred by the CONSULTANT in
employment of others in outside firms for services related to this agreement.
2. “Direct Non-Labor Expense” is defined as that expense for any assignment
incurred by the CONSULTANT for supplies, transportation and equipment,
travel, communications, subsistence, and lodging away from home, and similar
incidental expenses in connection with that assignment.
B. BILLING AND PAYMENT: For and in consideration of the professional services to be
performed by the CONSULTANT herein, the OWNER agrees to pay, based on the cost
estimate detail at an hourly rate shown in Exhibit A which is attached hereto and made a
part of this Agreement as if written word for word herein, a total fee, including
reimbursement for direct non-labor expenses not to exceed $30,000.
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 which is
unsatisfactory, as reasonably determined by the City Manager or his designee, or which is
not submitted in compliance with the terms of this Agreement. The OWNER shall not be
required to make any payments to the CONSULTANT when the 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 OWNER. The CONSULTANT shall not proceed to perform the services listed
in Article III “Additional Services,” without obtaining prior written authorization from
the OWNER.
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
City of Denton, Texas Contract 8164
Standard Agreement for Professional Services
Revised Date: 12/5/18 Page 4 of 20
C. ADDITIONAL SERVICES: For additional services authorized in writing by the
OWNER in Article III, the CONSULTANT shall be paid based on the Schedule of
Charges at an hourly rate shown in Exhibit A. Payments for additional services shall be
due and payable upon submission by the CONSULTANT and approval by the City staff,
and shall be in accordance with subsection B hereof. Statements shall not be submitted
more frequently than monthly.
D. PAYMENT: If the OWNER fails to make payments due the CONSULTANT for
services and expenses within thirty (30) days after receipt of the CONSULTANT’s
undisputed statement thereof, the amounts due the CONSULTANT will be paid interest
in accordance with the Texas Government Code 2251.025. Additionally, the
CONSULTANT may, after giving seven (7) days’ written notice to the OWNER,
suspend services under this Agreement until the CONSULTANT has been paid in full all
amounts due for services, expenses, and charges. Nothing herein shall require the
OWNER to pay the late charge if the OWNER reasonably determines that the work is
unsatisfactory, in accordance with this Article V, “Compensation,” there is a bona fide
dispute concerning the amount due, or the invoice was not mailed to the address or in the
form as described in this Agreement. The OWNER will notify CONSULTANT of any
disputes within twenty-one (21) days of receipt of the invoice.
E. Invoices shall be sent directly to the City of Denton Accounts Payable Department, 215
E McKinney St, Denton, TX, 76201-4299. A pro-forma invoice shall be sent to the
contract administrator. It is the intention of the City of Denton to make payment on
completed orders within thirty days after receipt of invoice or items; whichever is later,
unless unusual circumstances arise. Invoices must be fully documented as to labor,
materials, and equipment provided, if applicable, and must reference the City of
Denton Purchase Order Number in order to be processed. No payments shall be
made on invoices not listing a Purchase Order Number.
ARTICLE VI
OBSERVATION AND REVIEW OF THE WORK
The CONSULTANT will exercise reasonable care and due diligence in discovering and
promptly reporting to the OWNER any defects or deficiencies in the work of the
CONSULTANT or any subcontractors or subconsultants.
ARTICLE VII
OWNERSHIP OF DOCUMENTS
All documents prepared or furnished by the CONSULTANT (and CONSULTANT’s
subcontractors or subconsultants) pursuant to this Agreement are instruments of service, and
shall become the property of the OWNER upon the termination of this Agreement. The
CONSULTANT is entitled to retain copies of all such documents. The documents prepared and
furnished by the CONSULTANT are intended only to be applicable to this Project, and
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.
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
City of Denton, Texas Contract 8164
Standard Agreement for Professional Services
Revised Date: 12/5/18 Page 5 of 20
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,
RESULTING FROM THE NEGLIGENT ACTS OR OMISSIONS OF THE
CONSULTANT OR ITS OFFICERS, SHAREHOLDERS, AGENTS, OR EMPLOYEES
INCIDENTAL TO, RELATED TO, AND IN THE EXECUTION, OPERATION, OR
PERFORMANCE OF THIS AGREEMENT.
Nothing in this Agreement shall be construed 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 B which is
attached hereto and made a part of this Agreement as if written word for word herein.
ARTICLE X
ALTERNATIVE DISPUTE RESOLUTION
The parties may agree to settle any disputes under this Agreement by submitting the
dispute to mediation with each party bearing its own costs of mediation. No mediation arising
out of or relating to this Agreement, involving one party’s disagreement may include the other
party to the disagreement without the other’s approval. Mediation will not be a condition
precedent to suit.
ARTICLE XI
TERMINATION OF AGREEMENT
A. 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 the non-performance, and not less than fifteen (15) calendar days to cure the
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
City of Denton, Texas Contract 8164
Standard Agreement for Professional Services
Revised Date: 12/5/18 Page 6 of 20
failure; and (2) an opportunity for consultation with the terminating party prior to
termination.
C. If the Agreement is terminated prior to completion of the services to be provided
hereunder, CONSULTANT shall immediately cease all services and shall render a final
bill for services to the OWNER within thirty (30) days after the date of termination. The
OWNER shall pay CONSULTANT for all services properly rendered and satisfactorily
performed and for reimbursable expenses to termination incurred prior to the date of
termination, in accordance with Article V “Compensation.” Should the OWNER
subsequently contract with a new consultant for the continuation of services on the
Project, CONSULTANT shall cooperate in providing information. The CONSULTANT
shall turn over all documents 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:
Mosaic Public Partners, LLC. City of Denton
Greg Nelson Purchasing Manager –File 8098
200 Gateway Drive #1908 901B Texas Street
Lincoln, CA 95648 Denton, Texas 76201
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: 457736E5-F2AD-469A-BF39-EB67F5A859FB
City of Denton, Texas Contract 8164
Standard Agreement for Professional Services
Revised Date: 12/5/18 Page 7 of 20
ARTICLE XIV
ENTIRE AGREEMENT
This Agreement and related exhibits constitute the complete and final expression of this
Agreement of the parties, and is intended as a complete and exclusive statement of the terms of
their agreements, and supersedes all prior contemporaneous offers, promises, representations,
negotiations, discussions, communications, and agreements which may have been made in
connection with the subject matter hereof.
ARTICLE XV
SEVERABILITY
If any provision of this Agreement is found or deemed by a court of competent
jurisdiction to be invalid or unenforceable, it shall be considered severable from the remainder of
this Agreement and shall not cause the remainder to be invalid or unenforceable. In such event,
the parties shall reform this Agreement to replace such stricken provision with a valid and
enforceable provision which comes as close as possible to expressing the intention of the stricken
provision.
ARTICLE XVI
COMPLIANCE WITH LAWS
The CONSULTANT shall comply with all federal, state, and local laws, rules,
regulations, and ordinances applicable to the work covered hereunder as those laws may now
read or hereinafter be amended.
ARTICLE XVII
DISCRIMINATION PROHIBITED
In performing the services required hereunder, the CONSULTANT shall not discriminate
against any person on the basis of race, color, religion, sex, sexual orientation, national origin or
ancestry, age, or physical handicap.
ARTICLE XVIII
PERSONNEL
A. The CONSULTANT represents that it has or will secure, at its own expense, all
personnel required to perform all the services required under this Agreement. Such
personnel shall not be employees or officers of, or have any contractual relations with the
OWNER. CONSULTANT shall inform the OWNER of any conflict of interest or
potential conflict of interest that may arise during the term of this Agreement.
B. All services required hereunder will be performed by the CONSULTANT or under its
supervision. All personnel engaged in work shall be qualified, and shall be authorized
and permitted under state and local laws to perform such services.
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
City of Denton, Texas Contract 8164
Standard Agreement for Professional Services
Revised Date: 12/5/18 Page 8 of 20
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 – Consultant’s Scope of Services Offer, Project Schedule and Rates
Exhibit B –Consultant’s Insurance Requirements
What is called for by one exhibit shall be as binding as if called for by all. In the event of
an inconsistency or conflict in this Agreement and any of the provisions of the exhibits,
the inconsistency or conflict shall be resolved by giving precedence first to this
Agreement then to the exhibits in the order in which they are listed above.
B. This Agreement shall be governed by, construed, and enforced in accordance with, and
subject to, the laws of the State of Texas or federal law, where applicable, without regard
to the conflict of law principles of any jurisdiction. In the event there shall be any dispute
arising out of the terms and conditions of, or in connection with, this Agreement, the
party seeking relief shall submit such dispute to the District Courts of Denton County or
if federal diversity or subject matter jurisdiction exists, to the United States District Court
for the Eastern District of Texas-Sherman Division.
C. For the purpose of this Agreement, the key persons who will perform most of the work
hereunder shall be _Greg Nelson. However, nothing herein shall limit CONSULTANT
from using other equally qualified and competent members of its firm to perform the
services required herein.
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
City of Denton, Texas Contract 8164
Standard Agreement for Professional Services
Revised Date: 12/5/18 Page 9 of 20
D. CONSULTANT shall commence, carry on, and complete any and all projects with all
applicable dispatch, in a sound, economical, and efficient manner and in accordance with
the provisions hereof. In accomplishing the projects, CONSULTANT shall take such
steps as are appropriate to ensure that the work involved is properly coordinated with
related work being carried on by the OWNER.
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 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
agreement, and to allow the OWNER similar access to those documents. All books and records
will be made available 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,
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
City of Denton, Texas Contract 8164
Standard Agreement for Professional Services
Revised Date: 12/5/18 Page 10 of 20
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.
ARTICLE XXIV
Prohibition on Contracts with Companies Boycotting Israel
Contractor acknowledges that in accordance with Chapter 2271 of the Texas Government Code,
City is prohibited from entering into a contract with a company for goods or services unless the
contract contains a written verification from the company that it: (1) does not boycott Israel; and
(2) will not boycott Israel during the term of the contract. The terms “boycott Israel” and
“company” shall have the meanings ascribed to those terms in Section 808.001 of the Texas
Government Code. By signing this agreement, Contractor certifies that Contractor’s signature
provides written verification to the City that Contractor: (1) does not boycott Israel; and (2)
will not boycott Israel during the term of the agreement. Failure to meet or maintain the
requirements under this provision will be considered a material breach.
ARTICLE XXV
Prohibition On Contracts With Companies Doing Business with Iran, Sudan, or a
Foreign Terrorist Organization
Sections 2252 and 2270 of the Texas Government Code restricts CITY from contracting with
companies that do business with Iran, Sudan, or a foreign terrorist organization. By signing this
agreement, Contractor certifies that Contractor’s signature provides written verification to the
City that Contractor, pursuant to Chapters 2252 and 2270, is not ineligible to enter into this
agreement and will not become ineligible to receive payments under this agreement by doing
business with Iran, Sudan, or a foreign terrorist organization. Failure to meet or maintain the
requirements under this provision will be considered a material breach.
ARTICLE XXVI
Prohibition on Contracts with Companies Boycotting Certain Energy Companies
Contractor acknowledges that in accordance with Chapter 2274 of the Texas Government Code,
City is prohibited from entering into a contract with a company for goods or services unless the
contract contains written verification from the company that it (1) does not boycott energy
companies; and (2) will not boycott energy companies during the term of the contract. The terms
“boycott energy company” and “company” shall have the meanings ascribed to those terms in
Section 809.001 of the Texas Government Code. By signing this agreement, Contractor
certifies that Contractor’s signature provides written verification to the City that Contractor:
(1) does not boycott energy companies; and (2) will not boycott energy companies during the
term of the agreement. Failure to meet or maintain the requirements under this provision will be
considered a material breach.
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
City of Denton, Texas Contract 8164
Standard Agreement for Professional Services
Revised Date: 12/5/18 Page 11 of 20
ARTICLE XXVII
Prohibition on Contracts with Companies Boycotting Certain Firearm Entities and
Firearm Trade Associations
Contractor acknowledges that in accordance with Chapter 2274 of the Texas Government Code,
City is prohibited from entering into a contract with a company for goods or services unless the
contract contains written verification from the company that it (1) does not have a practice,
policy, guidance, or directive that discriminates against a firearm entity or firearm trade
association; and (2) will not discriminate during the term of the contract against a firearm entity
or firearm trade association. The terms “discriminate against a firearm entity or firearm trade
association,” “firearm entity” and “firearm trade association” shall have the meanings ascribed to
those terms in Chapter 2274 of the Texas Government Code. By signing this agreement,
Contractor certifies that Contractor’s signature provides written verification to the City that
Contractor: (1) does not have a practice, policy, guidance, or directive that discriminates
against a firearm entity or firearm trade association; and (2) will not discriminate during the
term of the contract against a firearm entity or firearm trade association. Failure to meet or
maintain the requirements under this provision will be considered a material breach.
ARTICLE XXVIII
Termination Right for Contracts with Companies Doing Business with Certain Foreign-
Owned Companies
The City of Denton may terminate this Contract immediately without any further liability if the
City of Denton determines, in its sole judgment, that this Contract meets the requirements under
Chapter 2274, and Contractor is, or will be in the future, (i) owned by or the majority of stock or
other ownership interest of the company is held or controlled by individuals who are citizens of
China, Iran, North Korea, Russia, or other designated country (ii) directly controlled by the
Government of China, Iran, North Korea, Russia, or other designated country, or (iii) is
headquartered in China, Iran, North Korea, Russia, or other designated country.
ARTICLE XXIX
PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS
No officer, employee, independent consultant, or elected official of the City who is involved in
the development, evaluation, or decision-making process of the performance of any solicitation
shall have a financial interest, direct or indirect, in the Contract resulting from that solicitation as
defined in the City’s Ethic Ordinance 18-757 and in the City Charter chapter 2 article XI(Ethics).
Any willful violation of this section shall constitute impropriety in office, and any officer or
employee guilty thereof shall be subject to disciplinary action up to and including dismissal. Any
violation of this provision, with the knowledge, expressed or implied, of the Contractor shall
render the Contract voidable by the City. The Consultant shall complete and submit the City’s
Conflict of Interest Questionnaire.
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.
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
City of Denton, Texas Contract 8164
Standard Agreement for Professional Services
Revised Date: 12/5/18 Page 12 of 20
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______________________.
THIS AGREEMENT HAS BEEN
BOTH REVIEWED AND APPROVED
as to financial and operational obligations
and business terms.
_______________ ________________
SIGNATURE PRINTED NAME
__________________________________
TITLE
__________________________________
DEPARTMENT
CONSULTANT
BY:______________________________
AUTHORIZED SIGNATURE
Printed Name:_____________________
Title:____________________________
__________________________________
PHONE NUMBER
_________________________________
EMAIL ADDRESS
CITY OF DENTON, TEXAS
BY: _____________________________
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
916-550-4100
greg@mosaicpublic.com
Greg Nelson
Founder and Managing Partner
Human Resources
Director of Human Resources
Sarah Kuechler
City of Denton, Texas Contract 8164
Standard Agreement for Professional Services
Revised Date: 12/5/18 Page 13 of 20
Exhibit A
Consultant’s Scope of Services Offer, Project Schedule and Rates
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
Placing Today’s Public Leaders
200 Gateway Drive, #1908
Lincoln, California 95648
www.mosaicpublic.com
(916) 550-4100
November 7, 2022
Ms. Sarah Keuchler
City of Denton, Texas
601 East Hickory Street
Denton, Texas 76205
Re: Proposal to Provide Executive Search Services – Deputy City Manager
Dear Ms. Keuchler:
Mosaic Public Partners is pleased to have the opportunity to present our qualifications and
approach to your executive search needs for the position of Deputy City Manager. Mosaic Public
Partners was founded on the principles of providing higher levels of innovation and client
collaboration to complement the tried-and-true principles of executive search. By using private-
sector technologies and search methodologies, we deliver a better client experience and results,
while staying within the constraints of the public sector.
Members of our project team are seasoned public sector executives who have a true passion for
the work of public agencies. We understand the challenges that public agencies face and their
unique needs. Our consultants have conducted one hundred-fifty executive searches across the
United States, bringing both experience and a national perspective on current trends and issues. If
selected, both principals of the firm will lead this recruitment.
The consultants at Mosaic Public Partners have conducted several recruitments for the City of
Denton and many other Texas municipalities. We feel this experience, coupled with a national
candidate reach, positions us to be successful in assisting the City of Denton with this important
recruitment.
After reviewing our proposal, please contact us at (916) 550-4100 if you have questions or need
additional information. We look forward to hearing from you and hope to have the opportunity to
work with you on this important recruitment.
Best Regards,
Greg Nelson Bryan Noblett
Founder and Managing Partner Founder and Managing Partner
greg@mosaicpublic.com bryan@mosaicpublic.com
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Placing Today’s Public Leaders 2
Professional Qualifications
Mosaic Public Partners was founded to create a better partner for public agencies
needing to fill critical positions. We bring higher levels of innovation and client
collaboration to the tried-and-true principles of executive search. Using private sector
technologies and search methodologies, squared within the constraints of the public
sector, allows us to deliver an improved client experience and better results.
We are seasoned public sector executives who have profound respect for the work of
public agencies. We are passionate about placing today’s public leaders, which enables
public agencies to deliver exemplary leadership to their constituents.
Mosaic Public Partners is a Limited Liability Company (LLC) registered in the state of
California. Mr. Greg Nelson and Mr. Bryan Noblett are the founders and managing
partners of the firm with 55% and 45% respective ownership, and both have the authority
to bind the firm. There are no known conflicts of interest related to this executive search
and no subcontractors are utilized. Mosaic Public Partners has never been involved in
litigation, past or present, nor has it been involved in any form of financial insolvency.
Mosaic Approach
Placing today’s public leaders is our mission. Aligning the right candidates with the right
opportunities helps our clients to build effective teams. We enjoy building relationships
with the people involved in our searches, whether it is the candidates, hiring managers,
team members or stakeholders. Establishing meaningful connections with those involved
in our search processes is the basis from which we derive our success as a trusted partner
and client-focused search firm.
Client Focused
Mosaic Public Partners provides a client-focused, customized approach to every
search. We create an open, transparent, and interactive search process for both our
clients and candidates. As a small firm we remain highly responsive to client needs and
objectives, along with being personally available during the search process. Honest
communication, collaboration and connecting with people are key components in a
successful search. At Mosaic Public Partners, we pride ourselves on excellent customer
service, agility, and responsiveness. We tailor our workload so that we can be readily
available to assist with all elements of the search process for our clients and candidates
alike. The use of our innovative executive recruiting platform allows our clients
unparalleled real-time access and visibility of the search process. Our commitment is that
clients have a 360-degree view of all elements of their recruitment at any time. Our
clients can see the candidate pool in real-time while the recruitment is progressing, rather
than having to wait until the recruitment period closes to learn about the candidate pool.
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
Placing Today’s Public Leaders 3
This type of transparency ensures our recruitment efforts are properly calibrated to our
client’s expectations. We are proud to bring this private sector software to our public
sector searches to make them as efficient and transparent as possible for our clients.
Trusted Partners
Our founding partners are two former public sector executives, each with exemplary
service careers. We understand local government and the importance of accountability
and responsiveness. Our combined career histories exemplify professionalism and a
dedication to public service, along with a keen understanding of what it takes to be an
effective leader in a public sector environment. Leveraging our public service careers, we
became experienced executive search consultants, bringing with us a continued
dedication to public service and an ethical, confidential, and discrete approach to
assisting public agencies in the executive search process. Mosaic Public Partners is your
trusted partner in placing today’s public leaders.
Commitment to Diversity, Equity, and Inclusion
The Mosaic Team celebrates and prioritizes diversity, equity, and inclusion in its search
practices and in its own organizational culture. We believe in the critical importance of
diverse teams and our clients’ need to build organizations that are representative of the
communities they serve. Simply stated, the need for public employers and public sector
search firms to build recruitment processes anchored by a commitment to diversity,
equity and inclusion is more important now than ever. It is no longer adequate for public
employers or executive search firms to speak about increasing DEI efforts; rather,
intentional efforts must be woven into our cultures and work practices. Mosaic Public
Partners is committed to ensuring outreach to diverse candidate pools via inclusive and
strategic advertising, targeted outreach, and other methods which are intentional efforts
to deliver a diverse, highly qualified candidate pool to our clients. Evidence of this
commitment can be seen in the placements our founding partners have made over the
past several years.
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Placing Today’s Public Leaders 4
Why Choose Mosaic Public Partners?
National Reach
While we have extensive experience conducting searches in the California, our work
across the nation brings a valuable perspective on issues and candidate markets to our
clients. We invite you to view our consultants’ body of executive search experience at:
mosaicpublic.com/consultant-portfolio
Diversity
Today’s public sector leadership teams thrive when they are diverse in race, ethnic and
cultural identity, gender, background and thought. Mosaic Public Partners is here to
assist, guide and lead in that endeavor.
Experience
Public service is the world in which we have lived. Our search team has over 80 years of
combined public service experience. Having attained executive level positions in our
public sector careers has given us valuable insight and an advantage in understanding and
responding to the nuances and challenges of selecting public sector leaders.
Collaboration
Mosaic Public Partners believes that executive searches are more successful when the
consultants and clients work closely together throughout the engagement. We treat each
search as a true partnership with our clients.
Service
Our team will be your partner from start to finish. We are committed to providing
excellent service to clients and candidates alike, as well as representing our clients at the
highest level.
Innovation
Applying private sector technologies to the tried-and-true practices of public sector
searches allows Mosaic Public Partners to deliver needed agility and improved
communications to our clients.
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Placing Today’s Public Leaders 5
Relevant Experience
Our consultants have conducted searches for public agencies across the nation for over
80 different types of executive and professional positions. We encourage the reader to
view our consultants’ areas of experience at mosaicpublic.com/consultant-portfolio,
which is continually updated. The following city management recruitments are
highlighted for this proposal:
City Management
Town of Addison Addison, TX City Manager *
City of Allen Allen, TX City Manager
Town of Apple Valley Apple Valley, CA Town Manager
City of Austin Austin, TX Assistant City Managers (5)
City of Austin Austin, TX Deputy City Manager
Bear Valley CSD Tehachapi, CA Administrative Services
Director
City of Bishop Bishop, CA City Administrator
City of Brownsville Brownsville, TX City Manager
City of Burleson Burleson, TX Deputy City Manager
City of Citrus Heights Citrus Heights, CA City Manager
City of Denton City Denton, TX Assistant City Manager
City of Indio Indio, CA City Manager
City of Lawrence Lawrence, KS City Manager
City of Lawrence Lawrence, KS City Manager
City of Lewisville Lewisville, TX City Manager
City of McKinney McKinney, TX City Manager
City of McKinney McKinney, TX Assistant City Manager
City of Moorpark Moorpark, CA City Manager
City of Morro Bay Morro Bay, CA City Manager
City of Orange City Orange, CA City Manager
City of Reno Reno, NV City Manager
City of Riverbank Riverbank, CA Assistant City Manager
City of Sanger Sanger, CA City Manager
City of South Jordan South Jordan, UT Assistant City Manager
City of South Padre Island So. Padre Island, TX City Manager
City of Sugar Land Sugar Land, TX City Manager
City of Suisun City Suisun City, CA City Manager
Town of Westlake Westlake, TX Town Manager *
The Woodlands Township The Woodlands, TX President and General
Manager
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
Placing Today’s Public Leaders 6
Work Plan and Timeline
At the beginning of each search engagement, Mosaic Public Partners meets with clients to
collaboratively craft a work plan and timeline that best aligns with our client’s needs. Our
consultants will suggest best practices and share examples from prior engagements to
tailor a process that is thoughtful and well communicated. The following represents the
key milestones of an executive search, including tasks and timelines.
The typical duration of a fixed search project is 12-17 weeks. If a more expeditious search
is desired by the City, we can conduct this search without a fixed closing date, with the
goal to quickly bring candidates to the City for review and interview. If a more typical
recruitment period is desired by the City, we can certainly accommodate the City’s wishes
and work with a more traditional timeline as noted in the following sample schedule.
Additionally, the selected candidate will customarily need to provide 30 days for notice
and transition, if selected from outside of the organization.
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Placing Today’s Public Leaders 7
Task Timeline
K
i
c
k
o
f
f
1
Project Management
Pre-kickoff meeting: project schedule, stakeholder analysis,
communication methods, collection of background material
1-2 weeks
2
Candidate Profile Development
Client input meetings, stakeholder input meetings
Drafting and layout of candidate profile
O
u
t
r
e
a
c
h
3
Outreach and Recruiting
Advertising strategy and campaign
Candidate research and identification
Seek nominations
Recruit candidates
4-6 weeks
4
Candidate Screening and Evaluation
Paper screening
Screening interviews
News and internet research 2 weeks
S
e
l
e
c
t
i
o
n
5
Presentation of Candidates
Client meeting to review candidates and select those to advance
Candidate updates
1 week
6
Selection Process
Consult and design interview process
Facilitation of on-site interview process, typically 4-7 candidates
2-3 weeks
7
Background and Final Qualification
Background investigation and thorough reference checks for finalist
candidate
1-2 weeks
8 Negotiation 1 week
9 Closeout Communications Concurrent
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
Placing Today’s Public Leaders 8
Project Team
If awarded the search, both Founders and Managing Partners of the firm, along with a
senior consultant, would serve on the project team, supported by the firm’s Business
Support Manager.
Greg Nelson, Founder and Managing Partner
For the better part of a decade, Greg led a successful executive search
practice for a national search firm. In his role, he has successfully
recruited public sector executives on a national scale for a diverse
array of field and positions. His work has included positions with
intense community interest, high levels of stakeholder involvement,
and those with political sensitivities.
In the first twenty years of his career, Mr. Nelson served leadership
roles in municipal government where he was known for his progressive and principled
leadership. Under his tenure, the City increased employee engagement, citizen
satisfaction (amongst the highest in a national survey), and made drastic improvements in
the labor-management climate. He created public-private partnerships that allowed for
superior levels of service during budget shortfalls, while enhancing relationships with
stakeholders in the community. Additionally, he has provided expert testimony for state
and local legislative bodies. Mr. Nelson was a co-founder of a municipal Human Rights
Committee, engaging businesses and citizens in workshops and community dialogue on
diversity and social equity issues, in and out of the workplace.
Mr. Nelson also served as the board chair of a regional 911 communications center.
During his tenure, he led several large-scale ehnancements such as a CAD/RMS transition,
installation of a county-wide microwave radio system, and began the needed, but
politically sensitive, movement to consolidate public safety answering points.
Mr. Nelson holds a Master’s degree in Public Administration from the University of
Illinois-Springfield with a graduate certificate in Public Sector Labor Relations.
As a founder of Mosaic Public Partners, Greg leverages decades of experience in the
public sector with many years of successful experience leading executive searches for a
variety of client roles across the nation.
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Placing Today’s Public Leaders 9
Bryan Noblett, Founder and Managing Partner
Bryan Noblett spent over 34 years working as a public safety leader in
the Greater Sacramento Region. The majority of his career was spent
working in leadership and executive level roles. Bryan placed a strong
focus on staff development and on ensuring his organization was
responsive to community needs throughout his career. He possesses a
strong commitment to customer service and worked diligently as a
municipal government executive to ensure his organization was
focused on partnering with the community it served. In addition,
Bryan is well-versed in labor negotiations and working collaboratively with labor groups
to achieve successful outcomes. Bryan’s passion for leadership development, talent
assessment and public service led him to accept a position with a nationally recognized
public sector search firm shortly after his retirement. Bryan holds a Bachelor’s degree in
Criminal Justice, a Master’s degree in Organizational Leadership and has attended a
number of prestigious professional development courses.
As a long-time contributor to city executive teams, Bryan possesses a thorough
understanding of all areas of public sector leadership. He spent the last 2 years partnering
with municipal clients and communities across the country by assisting them in recruiting
talented leaders to serve as Police Chiefs, City Managers, Chief Financial Officers and
other executive-level leadership positions. Bryan deeply values his connections with
people, which has led to several outstanding placements and ongoing relationships with
clients and candidates alike.
Bryan spent approximately 4 years serving as the Public Safety Answering Point (PSAP)
Manager for a medium-sized public safety organization in Northern California. He worked
diligently to ensure all state and national standards/best practices were implemented to
provide the best service possible to the community and to the public safety end-users his
communications center supported daily. Bryan oversaw the implementation of updated
communications equipment during his tenure and became a resource for other PSAP
Managers in the state who were seeking assistance on navigating the State of California
procurement process.
As a founder of Mosaic Public Partners, Bryan is very excited to focus on client needs and
work with candidates to place today’s public leaders.
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
Placing Today’s Public Leaders 10
Jacqueline Seabrooks, Senior Consultant
Jacqueline “Jackie” Seabrooks has been involved in the dynamic
environs of public sector work for almost four decades. Ms. Seabrooks
has held increasingly responsible positions in both state and municipal
public safety organizations. Ms. Seabrooks has substantial senior
executive experience and a strong reputation for service-oriented,
values-based leadership carried out in a manner which promotes
effectiveness and consistency in the carrying out of the best and most
promising workplace practices. Jackie has extensive experience in the
areas of employer-employee relations, budgeting, building collaborative teams with both
internal and external organizational stakeholders, mentoring/coaching, staff and
organizational development, and labor-management relations. Over the course of her
career, Ms. Seabrooks was committed to promoting principles of equity, diversity, and
inclusion in her leadership.
Ms. Seabrooks holds a Master’s degree in Public Administration from California State
University, Long Beach. She has attended an array of executive development courses to
include offerings by the prestigious Harvard University’s Kennedy School of Government,
the FBI’s National Academy, and Boston University’s Senior Management Institute for
Police.
As a Senior Consultant with Mosaic Public Partners Ms. Seabrooks leverages her extensive
public sector leadership experience, which includes eleven years of service as a municipal
police chief, to facilitate the selection and placement of those public sector executives
ready to meet the leadership demands of the 21st Century. Based in Dallas, Texas, Jackie
is elated to be part of Mosaic Public Partners, joining managing partners Greg Nelson and
Bryan Noblett, to foster continued public sector excellence through the placement of
today’s and tomorrow’s committed leaders.
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
Placing Today’s Public Leaders 11
Sheri Noblett, Business Support Manager
Sheri Noblett spent over 30 years working in the public sector in the
Greater Sacramento Region. Over the course of her career, she had
direct involvement in the design and implementation of numerous
infrastructure and leisure service projects that improved the lives of
many in the region. Sheri is a highly skilled project manager and
utilized her keen organizational skills to deliver stellar projects on time
and on budget.
Her extensive experience in the public sector and working in collaboration with multiple
project stakeholders makes Sheri a valued partner with respect to integrating the input
from others to deliver the best possible project outcomes. She possesses a strong
customer service orientation and has a wealth of understanding of municipal service.
Sheri holds a Bachelor’s degree in Landscape Architecture, is licensed in California and
possesses many certifications that bolstered her public service career.
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Placing Today’s Public Leaders 12
Cost of Services
Our flat fee to provide executive search services as outlined in this proposal for the
position of Deputy City Manager is $30,000. The flat fee includes both professional
services and consultant expenses related to the aforementioned work plan. These
expenses include advertising, consultant travel, administrative support, printing, postage,
technology, educational verifications on top candidates and background checks on the
selected candidate.
Invoicing will be in four installments:
1. Upon execution of the Professional Services Agreement: $9,000
2. After Presentation of Candidates: $9,000
3. After Initial Interviews: $9,000
4. After accepted offer of employment: $3,000
The flat fee is based upon one consultant trip for the search team to facilitate candidate
interviews. All other client meetings will be conducted via videoconference or
teleconference. If additional consultant trips are requested, they will be invoiced at
$1,500 per day, per consultant, plus actual travel expenses. Any additional expenses will
be invoiced at the end of the project and are supplemental to the flat fee. Candidate
travel expenses shall be the responsibility of the City.
Guarantee
Mosaic Public Partners offers the industry-standard one-year guarantee on our full search
process. If, within a one-year period after appointment, the selected candidate
voluntarily resigns or is dismissed for cause, Mosaic Public Partners will conduct another
search effort without additional fees for professional services. The City would be
expected to reimburse the firm for all incurred expenses which are approximately 30% of
the flat fee.
If a placement is not made in the first search attempt, Mosaic Public Partners will conduct
a second search effort with no charge for professional services. The City would be
expected to pay for all incurred expenses.
Mosaic Public Partners will never actively recruit our placement while they are employed
with the City.
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
City of Denton, Texas Contract 8164
Standard Agreement for Professional Services
Revised Date: 12/5/18 Page 14 of 20
Exhibit B
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, Owner, the minimum insurance coverage as indicated hereinafter.
As soon as practicable after notification of bid award, Contractor shall file with the Purchasing
Department satisfactory certificates of insurance, containing the bid number and title of the
project. Contractor may, upon written request to the Purchasing Department, 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. If
requested by the City, the insurer shall reduce or eliminate such deductibles or
self-insured retentions with respect to the City, its officials, agents, employees and
volunteers; or, the contractor shall procure a bond guaranteeing payment of losses and
related investigations, claim administration and defense expenses.
Liability policies shall be endorsed to provide the following:
Name as additional insured the City of Denton, its Officials, Agents,
Employees and volunteers.
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
City of Denton, Texas Contract 8164
Standard Agreement for Professional Services
Revised Date: 12/5/18 Page 15 of 20
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 applies separately to each insured against whom claim is made or
suit is brought. The inclusion of more than one insured shall not operate to
increase the insurer's limit of liability.
Provide a Waiver of Subrogation in favor of the City of Denton, its officials,
agents, employees, and volunteers.
Cancellation: City requires 30 day written notice should any of the policies
described on the certificate be cancelled before the expiration date.
Should any of the required insurance be provided under a claims-made form,
Contractor shall maintain such coverage continuously throughout the term of
this contract and, without lapse, for a period of three years beyond the contract
expiration, such that occurrences arising during the contract term which give
rise to claims made after expiration of the contract shall be covered.
Should any of the required insurance be provided under a form of coverage that
includes a general annual aggregate limit providing for claims investigation or
legal defense costs to be included in the general annual aggregate limit, the
Contractor shall either double the occurrence limits or obtain Owners and
Contractors Protective Liability Insurance.
Should any required insurance lapse during the contract term, requests for
payments originating after such lapse shall not be processed until the City
receives satisfactory evidence of reinstated coverage as required by this
contract, effective as of the lapse date. If insurance is not reinstated, City may,
at its sole option, terminate this agreement effective on the date of the lapse.
SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS:
All insurance policies proposed or obtained in satisfaction of this Contract shall additionally
comply with the following marked specifications, and shall be maintained in compliance with
these additional specifications throughout the duration of the Contract, or longer, if so noted:
[ ] 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:
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
City of Denton, Texas Contract 8164
Standard Agreement for Professional Services
Revised Date: 12/5/18 Page 16 of 20
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
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.
[ ] 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.
[ ] 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. The City need not be
named as an "Additional Insured" but the insurer shall agree to waive all rights of
subrogation against the City, its officials, agents, employees and volunteers for any work
performed for the City by the Named Insured. For building or construction projects, the
Contractor shall comply with the provisions of Attachment 1 in accordance with
§406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Worker's
Compensation Commission (TWCC).
[ ] Owner's and Contractor's Protective Liability Insurance
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
City of Denton, Texas Contract 8164
Standard Agreement for Professional Services
Revised Date: 12/5/18 Page 17 of 20
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.
[ ] Commercial Crime
Provides coverage for the theft or disappearance of cash or checks, robbery inside/outside
the premises, burglary of the premises, and employee fidelity. The employee fidelity
portion of this coverage should be written on a “blanket” basis to cover all employees,
including new hires. This type insurance should be required if the contractor has access
to City funds. Limits of not less than each occurrence are required.
[ ] Additional Insurance
Other insurance may be required on an individual basis for extra hazardous contracts and
specific service agreements. If such additional insurance is required for a specific
contract, that requirement will be described in the "Specific Conditions" of the contract
specifications.
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
City of Denton, Texas Contract 8164
Standard Agreement for Professional Services
Revised Date: 12/5/18 Page 18 of 20
ATTACHMENT 1
[ ] Workers’ Compensation Coverage for Building or Construction Projects for
Governmental Entities
A. Definitions:
Certificate of coverage ("certificate")-A copy of a certificate of insurance, a
certificate of authority to self-insure issued by the commission, or a coverage
agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory
workers' compensation insurance coverage for the person's or entity's employees
providing services on a project, for the duration of the project.
Duration of the project - includes the time from the beginning of the work on the
project until the contractor's/person's work on the project has been completed and
accepted by the governmental entity.
Persons providing services on the project ("subcontractor" in §406.096) - includes all
persons or entities performing all or part of the services the contractor has
undertaken to perform on the project, regardless of whether that person contracted
directly with the contractor and regardless of whether that person has employees.
This includes, without limitation, independent contractors, subcontractors, leasing
companies, motor carriers, owner-operators, employees of any such entity, or
employees of any entity which furnishes persons to provide services on the project.
"Services" include, without limitation, providing, hauling, or delivering equipment or
materials, or providing labor, transportation, or other service related to a project.
"Services" does not include activities unrelated to the project, such as food/beverage
vendors, office supply deliveries, and delivery of portable toilets.
B. The contractor shall provide coverage, based on proper reporting of classification
codes and payroll amounts and filing of any overage agreements, which meets the
statutory requirements of Texas Labor Code, Section 401.011(44) for all employees
of the Contractor providing services on the project, for the duration of the project.
C. The Contractor must provide a certificate of coverage to the governmental entity prior
to being awarded the contract.
D. If the coverage period shown on the contractor's current certificate of coverage ends
during the duration of the project, the contractor must, prior to the end of the
coverage period, file a new certificate of coverage with the governmental entity
showing that coverage has been extended.
E. The contractor shall obtain from each person providing services on a project, and
provide to the governmental entity:
1) a certificate of coverage, prior to that person beginning work on the project, so the
governmental entity will have on file certificates of coverage showing coverage
for all persons providing services on the project; and
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
City of Denton, Texas Contract 8164
Standard Agreement for Professional Services
Revised Date: 12/5/18 Page 19 of 20
2) no later than seven days after receipt by the contractor, a new certificate of
coverage showing extension of coverage, if the coverage period shown on the
current certificate of coverage ends during the duration of the project.
F. The contractor shall retain all required certificates of coverage for the duration of the
project and for one year thereafter.
G. The contractor shall notify the governmental entity in writing by certified mail or
personal delivery, within 10 days after the contractor knew or should have known, of
any change that materially affects the provision of coverage of any person providing
services on the project.
H. The contractor shall post on each project site a notice, in the text, form and manner
prescribed by the Texas Workers' Compensation Commission, informing all persons
providing services on the project that they are required to be covered, and stating how
a person may verify coverage and report lack of coverage.
I. The contractor shall contractually require each person with whom it contracts to
provide services on a project, to:
1) provide coverage, based on proper reporting of classification codes and payroll
amounts and filing of any coverage agreements, which meets the statutory
requirements of Texas Labor Code, Section 401.011(44) for all of its employees
providing services on the project, for the duration of the project;
2) provide to the contractor, prior to that person beginning work on the project, a
certificate of coverage showing that coverage is being provided for all employees
of the person providing services on the project, for the duration of the project;
3) provide the contractor, prior to the end of the coverage period, a new certificate of
coverage showing extension of coverage, if the coverage period shown on the
current certificate of coverage ends during the duration of the project;
4) obtain from each other person with whom it contracts, and provide to the
contractor:
a) certificate of coverage, prior to the other person beginning work on the
project; and
b) a new certificate of coverage showing extension of coverage, prior to the
end of the coverage period, if the coverage period shown on the current
certificate of coverage ends during the duration of the project;
5) retain all required certificates of coverage on file for the duration of the project
and for one year thereafter;
6) notify the governmental entity in writing by certified mail or personal delivery,
within 10 days after the person knew or should have known, of any change that
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
City of Denton, Texas Contract 8164
Standard Agreement for Professional Services
Revised Date: 12/5/18 Page 20 of 20
materially affects the provision of coverage of any person providing services on
the project; and
7) Contractually require each person with whom it contracts, to perform as required
by paragraphs (1) - (7), with the certificates of coverage to be provided to the
person for whom they are providing services.
J. By signing this contract or providing or causing to be provided a certificate of
coverage, the contractor is representing to the governmental entity that all employees
of the contractor who will provide services on the project will be covered by workers'
compensation coverage for the duration of the project, that the coverage will be based
on proper reporting of classification codes and payroll amounts, and that all coverage
agreements will be filed with the appropriate insurance carrier or, in the case of a self-
insured, with the commission's Division of Self-Insurance Regulation. Providing
false or misleading information may subject the contractor to administrative penalties,
criminal penalties, civil penalties, or other civil actions.
K. The contractor’s failure to comply with any of these provisions is a breach of contract
by the contractor which entitles the governmental entity to declare the contract void if
the contractor does not remedy the breach within ten days after receipt of notice of
breach from the governmental entity.
DocuSign Envelope ID: 457736E5-F2AD-469A-BF39-EB67F5A859FB
Certificate Of Completion
Envelope Id: 457736E5F2AD469ABF39EB67F5A859FB Status: Completed
Subject: ***Purchasing Approval*** 8164- Executive Search Deputy City Manager
Source Envelope:
Document Pages: 33 Signatures: 3 Envelope Originator:
Certificate Pages: 5 Initials: 1 Gabby Leeper
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-06:00) Central Time (US & Canada)
901B Texas Street
Denton, TX 76209
Gabby.Leeper@cityofdenton.com
IP Address: 198.49.140.104
Record Tracking
Status: Original
11/16/2022 2:25:31 PM
Holder: Gabby Leeper
Gabby.Leeper@cityofdenton.com
Location: DocuSign
Signer Events Signature Timestamp
Gabby Leeper
gabby.leeper@cityofdenton.com
Buyer
City of Denton
Security Level: Email, Account Authentication
(None)
Completed
Using IP Address: 198.49.140.104
Sent: 11/16/2022 3:22:42 PM
Viewed: 11/16/2022 3:22:51 PM
Signed: 11/16/2022 3:23:15 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: 198.49.140.10
Sent: 11/16/2022 3:23:18 PM
Viewed: 11/17/2022 8:41:34 AM
Signed: 11/17/2022 8:42:58 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Greg Nelson
greg@mosaicpublic.com
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 66.115.176.23
Sent: 11/17/2022 8:43:01 AM
Viewed: 11/17/2022 9:19:31 AM
Signed: 11/17/2022 9:20:17 AM
Electronic Record and Signature Disclosure:
Accepted: 11/17/2022 9:19:31 AM
ID: a4256894-825a-4e62-bf50-1ca249b75133
Sarah Kuechler
sarah.kuechler@cityofdenton.com
Director of Human Resources
Security Level: Email, Account Authentication
(None)Signature Adoption: Pre-selected Style
Using IP Address: 174.197.72.63
Signed using mobile
Sent: 11/17/2022 9:20:20 AM
Viewed: 11/17/2022 9:38:13 AM
Signed: 11/17/2022 9:39:20 AM
Electronic Record and Signature Disclosure:
Accepted: 11/17/2022 9:38:13 AM
ID: a4885fea-8448-49e0-84d7-fd6f265e3bc0
Signer Events Signature Timestamp
Gabby Leeper
gabby.leeper@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: 11/17/2022 9:39:23 AM
Viewed: 11/17/2022 9:40:04 AM
Signed: 11/17/2022 9:40:15 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: 11/17/2022 9:40:18 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 11/16/2022 3:22:42 PM
Certified Delivered Security Checked 11/17/2022 9:40:04 AM
Signing Complete Security Checked 11/17/2022 9:40:15 AM
Completed Security Checked 11/17/2022 9:40:18 AM
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.
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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
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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
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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: Greg Nelson, Sarah Kuechler
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..
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Browsers (for SIGNERS): Internet Explorer 6.0?, Mozilla FireFox 1.0,
NetScape 7.2 (or above)
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Screen Resolution: 800 x 600 minimum
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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.
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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
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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:
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ELECTRONIC RECORD AND SIGNATURE DISCLOSURES document; and
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print it, for future reference and access; and
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exclusively through electronic means all notices, disclosures, authorizations,
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available to me by City of Denton during the course of my relationship with you.