8170 - Contract Executed
Docusign City Council Transmittal Coversheet
File Name
Purchasing Contact
City Council Target Date
Piggy Back Option
Contract Expiration
Ordinance
DocuSign Envelope ID: 629972C3-5567-4F7C-BC30-3E825F35A657
Not Applicable
Cori Power
Procore Project Management Software Renewal
8170COOP
JANUARY 24, 2023
JANUARY 24, 2026
23-176
1
RENEWAL AMENDMENT TO CONTRACT BETWEEN CITY OF DENTON, TEXAS AND PROCORE TECHNOLOGIES, INC. (Contract #8170)
This Renewal Amendment to Contract (Contract 7533) (this Amendment) is entered into between the City of Denton, Texas (City) and Procore Technologies, Inc. (Supplier).
Background
The City and Supplier have previously entered into Contract (7533), as amended (the Agreement). Initially capitalized terms used but not otherwise defined in this Amendment will have the meanings set forth in the Agreement. The parties desire to amend the Agreement as follows:
1 Effective Date
The terms of this Amendment are effective as of the latest date in the signature block.
2 Contract Term
The services under the Agreement will be extended one (1) year, effective from date of award. The City and the Supplier shall have the option to renew services for an additional two (2) one-year periods.
The Amendment shall commence upon the issuance of a Notice of Award by the City of Denton and shall automatically renew each year, from the date of award by City Council. The Supplier’s request to not renew the contract must be submitted in writing to the Purchasing Manager at least 60 days prior to the contract renewal date for each year. At the sole option of the City of Denton, the Contract may be further extended as needed, not to exceed a total of six (6) months.
3 Amendment to Subscription Terms
Amendment to Procore Subscription Terms of the Agreement are included in Attachment A and to this Amendment.
4 Fee Schedule
Attachment B to this Amendment includes the Subscription Fees. This Attachment B shall supersede the Order Form of the Agreement.
5 Total Contract Amount
The contract total for the continued services shall not exceed $814,747.08.
6 Updated contract number
This Amendment constitutes a new agreement beginning on the Effective Date between the parties incorporating, except as amended herein, all the terms and conditions in the Agreement for all intents and purposes. Such Agreement will have contract number #8170.
Confirmation of Agreement
This Amendment (together with all exhibits attached hereto) constitutes the entire agreement between the parties regarding the matters of this Amendment and supersedes all prior and contemporaneous agreements and understandings regarding the matters of this Amendment.
DocuSign Envelope ID: 629972C3-5567-4F7C-BC30-3E825F35A657
2
In the event of a conflict between this Amendment and the Agreement as it relates to the matters of this Amendment, the terms of this Amendment will control. Otherwise, all terms and conditions of the Agreement will remain in full force and effect and likewise apply to this Amendment.
Authorized Signatures:
“CITY”
CITY OF DENTON, TEXAS
“SUPPLIER”
PROCORE TECHNOLOGIES, INC.
By: By:
Name: Name:
Title: Title:
Date: Date:
THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms.
__________________________________
SIGNATURE PRINTED NAME
__________________________________
TITLE
__________________________________
DEPARTMENT
ATTEST:
ROSA RIOS, CITY SECRETARY
BY: _______________________________
APPROVED AS TO LEGAL FORM:
MACK REINWAND, CITY ATTORNEY
BY: _______________________________
DocuSign Envelope ID: 629972C3-5567-4F7C-BC30-3E825F35A657
1/3/2023
VP, Deal Desk
Darin Solinsky
Engineering Services
Trevor Crain
Director of Capital Projects
01/24/2023
Sara Hensley
City Manager
AMENDMENT TO PROCORE SUBSCRIPTION TERMS
This Amendment (“Amendment”), effective as of the date of the last signature below, is between Procore Technologies, Inc. (“Procore”)
and the City of Denton (“Customer”), and modifies that certain Procore Subscription Terms between the parties executed on or about
February 10, 2021 (the “Agreement”). All undefined capitalized terms used herein have the respective meanings given to them in the
Agreement.
Pursuant to the terms of the Agreement, the parties hereby agree to amend the Agreement as follows:
1. Definitions. Sections 2.6 (“Customer Content”) and 2.5 (“Customer Data”) of the Agreement are deleted in their entirety and
replaced with the following:
“Customer Data” means any content, data, information, personal data, and other materials submitted by Customer or
an Authorized User to the Services. Customer Data excludes Statistical Usage Data, any content from publicly available
sources, and any suggestion, enhancement request, recommendation, or correction.
All references to “Customer Content” in the Agreement are replaced with “Customer Data” as defined above.
2. Customer Data. Section 3.5 (“Customer Content”) of the Agreement is deleted in its entirety and replaced with the following:
Customer Data. Customer Data and Customer’s Confidential Information are and will remain owned exclusively by
Customer or its Authorized Users, as applicable. Customer hereby grants Procore, its Affiliates, and its subprocessors a
worldwide right and license to access, host, display, process, analyze, transmit, reproduce, and otherwise utilize
Customer Data (subject to the provisions of Section 3.6 (“Protection of Customer Data” as amended, and Section 9
(“Confidentiality”)) for the purposes of providing and improving the Services in accordance with this Agreement.
3. Personal Data. Section 3.6 (“Customer Data”) and Section 10 (“Privacy”) of the Agreement are deleted in their entirety and
replaced with the following:
Protection of Customer Data. Procore shall maintain administrative, technical, and physical safeguards designed to
protect the security, confidentiality, and integrity of Customer Data. Where Customer’s use of the Services includes the
processing of “personal data” subject to applicable data protection laws, such use will be governed by the data
processing addendum located at procore.com/legal/dpa (“DPA”) that is incorporated into this Agreement either by
reference or, at Customer’s option, when countersigned by Customer and provided to Procore at dpa@procore.com.
Customer shall only provide to Procore the minimum amount of personal data necessary to enable Customer to use
the Services in accordance with this Agreement.
4. Statistical Usage Data. Section 3.7 (“Aggregate Content”) of the Agreement is deleted in its entirety and replaced with the
following:
Statistical Usage Data. “Statistical Usage Data” means usage information or data related to the access or use of the
Services. Examples of Statistical Usage Data include information or data on user visits, user activity, and numbers and
types of clicks or impressions, as well as statistical, functional, behavioral, or other information or data based on or
derived from such access or use. Procore and its affiliates may collect, use, and otherwise process Statistical Usage Data
for their own analysis, analytics, marketing, and other internal business purposes, including, without limitation,
improving Procore’s products and services. Except where Customer has expressly provided its written consent, Procore
will only disclose Statistical Usage Data if such data is (a) aggregated or anonymized; and (b) does not disclose the
identity of Customer or its Authorized Users or any Customer Confidential Information.
5. General Provisions. Except as expressly modified by the terms of this Amendment, all terms of the Agreement remain unchanged
and will continue in full force. This Amendment will control to the extent of any conflict between the Agreement and this
Amendment.
// Signature Page Follows //
Procore Technologies, Inc. City of Denton
___________________________ ______________________________
Signature Signature
DocuSign Envelope ID: E9120A32-F808-4AE9-A824-9A94A9F7D77FDocuSign Envelope ID: 629972C3-5567-4F7C-BC30-3E825F35A657 Attachment A
Name: Name:
Title: Title:
Date: Date:
DocuSign Envelope ID: E9120A32-F808-4AE9-A824-9A94A9F7D77F
12/13/22
Darin Solinsky
VP, Deal Desk
DocuSign Envelope ID: 629972C3-5567-4F7C-BC30-3E825F35A657
01/24/2023
Sara Hensley
City Manager
Orders_Order_Form_V4.1.docx
PROPOSED BY:
Thomas Nilsson
thomas.nilsson@procore.com
6309 Carpinteria Avenue
Carpinteria, CA 93013
(866) 477-6267
ORDER FORM
Customer Name City of Denton
Quote Number Q354956
Subscription Info
Subscription Type Renew Subscription
Start Date February 10, 2023
Initial Term Months 24
Renewal Term Months 36
Billing Frequency Annual
Payment Terms Due Upon Receipt
Payment Method Check
Multi Year Paid up Front
Currency USD
Offer Valid Through November 25, 2022
THIS IS NOT AN INVOICE – PRICES QUOTED BELOW ARE ESTIMATES
INVOICE INFORMATION
Invoice Dates Estimated Invoice Amounts (Excludes Taxes)
02/10/23 - 02/09/24 $269,983.20
02/10/24 - 02/09/25 $267,983.20
02/10/25 - 02/09/26 $267,983.20
Total Invoice Amounts $805,949.60
Next Invoice Amount $269,983.20
SUBSCRIPTION INFORMATION
Product UOM QTY Project Cap Subscription Term Annual Fees
Analytics ACV (MM)181.000000 N/A 02/10/23 - 02/09/24 $18,936.00
Field Productivity FTE 30.000000 N/A 02/10/23 - 02/09/24 $3,400.00
Invoice Management ACV (MM)181.000000 150 02/10/23 - 02/09/24 $26,906.00
Maintenance & Support for
Professional Services
Each 1.000000 N/A 02/10/23 - 02/09/24 $14,335.20
Project Financials ACV (MM)181.000000 150 02/10/23 - 02/09/24 $53,862.00
Project Management Pro ACV (MM)181.000000 150 02/10/23 - 02/09/24 $107,117.00
Quality & Safety ACV (MM)181.000000 150 02/10/23 - 02/09/24 $43,427.00
Please note that some Procore product names have been updated without any reduction of functionality. Project Management Essentials is now known as Project
Management Pro, Starter Pack is now known as Project Management Starter, Construction Financials is now known as Financials, Field Financials is now known
as Project Financials, and Performance Management is now known as Quality & Safety.
One Time Fees UOM QTY Fees
Attachment BDocuSign Envelope ID: 629972C3-5567-4F7C-BC30-3E825F35A657
Consulting Services
Expires 12 months from Service Start
Date.
5 Hour Block 2 $2,000.00
SPECIAL TERMS
Customer will have the Renewal Term to consume the total Construction Volume purchased, regardless of annual Construction Volume so long as the total Construction Volume
cap is not exceeded.
This Order Form incorporates the Terms and Conditions as executed by the Parties and attached hereto (the 'Procore MSA'), which shall govern the Customer’s use of all line
items except the Calance Line Items. The Procore MSA attached hereto shall govern over the link in the Terms and Conditions section, below.
The 'Maintenance & Support for Professional Services' line item above refers to the Calance Dimension JD Edwards integration product (the 'Calance Connector').
The Calance Line Items will be governed exclusively by the Calance Terms, which are attached hereto and which will be executed between Customer and Calance. Procore is not
a party to the Calance Terms and the Calance Line Items are being provided as a Non-Procore Application, as defined in the Procore MSA.
The Calance Line Items are being provided as an open market item, and provided directly to Customer
Customer's use of the Timesheets Tool is limited by the number of Full Time Equivalent ('FTE') persons employed by Customer, which shall be a cap on the maximum number of
Authorized Users that can access and use the tool. FTE is the hours worked by one employee on a full-time basis, which can be used to convert the hours worked by several
parttime employees into the hours worked by full-time employees. On an annual basis, an FTE is considered to be 2,080 hours
By providing written notice to Procore and executing an appropriate Procore order document on or before November 10, 2025. Customer may elect to upgrade their pooled
agreement to add $50M in Construction Volume for $74,100/ per block in fees for Project Management Pro, Quality Safety, Project Financials, Invoice Management, Maintenance
and Support, Field Productivity, and Analytics.
Consulting Services:
Customer agrees to use all services purchased hereunder within twelve (12) months of the Effective Date and allow no more than 20 people to attend any one session of Virtual 1:1
Training and Consulting. Any Services not used within the Professional Services period will be automatically forfeited by you, with no further action required of either party, and you
will not be entitled to a refund, or any credit toward additional or other services, for any unused portion of the fees paid for any unused Services.
Customer's use of the Timesheets Tool is limited by the number of Full Time Equivalent ('FTE') calculated as the average number of Active Employees during the contract period.
An Active Employee is defined as a person with time logged in the tool.
This Agreement supersedes any prior Agreements between the Parties regarding Customer’s purchase of Software and Services from Procore.
BILL TO SHIP TO
City of Denton
trevor crain
901-A Texas Street
Denton, TX 76209
United States\
trevor.crain@cityofdenton.com
City of Denton
trevor crain
901-A Texas Street
Denton, TX 76209
United States\
trevor.crain@cityofdenton.com
TERMS AND CONDITIONS
The line item prices shown above have been rounded to two decimal places for display purposes. The totals for this Order were calculated using the actual prices, rather than the prices displayed
DocuSign Envelope ID: 629972C3-5567-4F7C-BC30-3E825F35A657
above, and are the true and binding totals for this order. Prices quoted do not include taxes. Construction Volume means the aggregate dollar value of the construction work performed or put in
place for all distinct projects for which Customer utilizes the Subscription Services identified with Customer’s Procore account(s) during the Subscription Term identified on this Order.
This Order is governed by the terms of the Procore Subscription and Services Agreement found at https://mkt-cdn.procore.com/legal/procore_SSA_V1_2021.pdf, unless the parties have and
active, executed frame agreement covering the use of the Services, in which case such agreement will govern (in either case, the "SSA"). This Order is incorporated into the SSA; however, any
conflicting terms in this Order will supersede over the SSA. This Order and the SSA supersede any prior agreements between the Parties regarding Customer’s purchase of Services from Procore.
By signing below, Customer agrees to the terms of this Order, the SSA, and the Procore Data Processing Addendum located at https://www.procore.com/legal/dpa. Each party represents that it
has the authority to enter into this Order.
The Services purchased above are further described in the table below. Please note that if this is an upgrade to your current subscription, then the table below shall only reflect your new or
changed Services. The Order and SSA constitute the entire agreement between Procore and Customer, superseding any other terms (including, but not limited to, the terms of any Customer
purchase order).
PO #: \poq_1\ Tax Exempt: \q_Tax_Exempt_1\
City of Denton (“Customer”)
Signature: \s1\
Name: \n1\
Title: \t1\
Date: \d1\
Procore Technologies, Inc. (“Procore”)
Signature: \s2\
Name: \n2\
Title: \t2\
Date: \q_signdate2\
DocuSign Envelope ID: E9120A32-F808-4AE9-A824-9A94A9F7D77F
Darin Solinsky
VP, Deal Desk
12/13/22
DocuSign Envelope ID: 629972C3-5567-4F7C-BC30-3E825F35A657
01/24/2023
City Manager
Sara Hensley
CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ
For vendor or other person doing business with local governmental entity
This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session.
This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as defined
by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a) and by City of Denton
Ethics Code, Ordinance 18-757.
By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the
date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code.
A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a
misdemeanor.
1 Name of vendor who has a business relationship with local governmental entity.
2
Check this box if you are filing an update to a previously filed questionnaire.
(The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day
after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.)
3 Name of local government officer about whom the information in this section is being disclosed.
Name of Officer
Describe each employment or other business relationship with the local government officer, or a family member of the officer, as described by Section
176.003(a)(2)(A). Also describe any family relations hip with the local government officer. This section, (item 3 including subparts A, B, C & D), must be
completed for each officer with whom the vendor has an employment or other business relationship as defined by Section 176.00 1(1-a), Local Government Code.
Attach additional pages to this Form CIQ as necessary.
A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor?
Yes No
B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named in
this section AND the taxable income is not received from the local governmental entity?
Yes No
C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer
or director, or holds an ownership of one percent or more?
Yes No
D. Describe each employment or business and family relationship with the local government officer named in this section.
4
I have no Conflict of Interest to disclose.
5
Signature of vendor doing business with the governmental entity Date
DocuSign Envelope ID: 629972C3-5567-4F7C-BC30-3E825F35A657Attachment CIQ
Procore Technologies, Inc.
X
X
1/3/2023
X
X
CONFLICT OF INTEREST QUESTIONNAIRE
For vendor doing business with local governmental entity
A complete copy of Chapter 176 of the Local Government Code may be found at http://www.statutes.legis.state.tx.us/ Docs/LG/htm/LG.176.htm. For easy
reference, below are some of the sections cited on this form.
Local Government Code § 176.001(1-a): "Business relationship" means a connection between two or more parties based on commercial activity of one of the
parties. The term does not include a connection based on:
(A) a transaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an agency of a federal, state, or local
governmental entity;
(B) a transaction conducted at a price and subject to terms available to the public; or
(C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by,
and reporting to, that agency.
Local Government Code § 176.003(a)(2)(A) and (B):
(A) A local government officer shall file a conflicts disclosure statement with respect to a vendor if:
(2) the vendor:
(A) has an employment or other business relationship with the local government officer or a family member of the officer that
results in the officer or family member receiving taxable income, other than investment income, that exceeds $2,500 during
the 12-month period preceding the date that the officer becomes aware that
(i) a contract between the local governmental entity and vendor has been executed; or
(ii) the local governmental entity is considering entering into a contract with the vendor;
(B) has given to the local government officer or a family member of the officer one or more gifts that have an aggregate value of more
than $100 in the 12-month period preceding the date the officer becomes aware that:
(i) a contract between the local governmental entity and vendor has been executed; or
(ii) the local governmental entity is considering entering into a contract with the vendor.
Local Government Code § 176.006(a) and (a-1)
(a) A vendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local governmental entity and:
(1) has an employment or other business relationship with a local government officer of that local governmental entity, or a family member
of the officer, described by Section 176.003(a)(2)(A);
(2) has given a local government officer of that local governmental entity, or a family member of the officer, one or more gifts with the
aggregate value specified by Section 176.003(a)(2)(B), excluding any gift described by Section 176.003(a-1); or
(3) has a family relationship with a local government officer of that local governmental entity.
(a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator not later than the seventh business day
after the later of:
(1) the date that the vendor:
(A) begins discussions or negotiations to enter into a contract with the local governmental entity; or
(B) submits to the local governmental entity an application, response to a request for proposals or bids, correspondence, or another
writing related to a potential contract with the local governmental entity; or
(2) the date the vendor becomes aware:
(A) of an employment or other business relationship with a local government officer, or a family member of the officer,
described by Subsection (a);
(B) that the vendor has given one or more gifts described by Subsection (a); or
(C) of a family relationship with a local government officer.
City of Denton Ethics Code Ordinance Number 18-757
Definitions:
Relative: a family member related to a City Official within the third 3rd degree of affinity (marriage) or consanguinity (blood or adoption)
City Official: for purpose of this article, the term consists of the Council Members, Department Heads, or member of the Board of Ethics, Planning
and zoning Commission Members, Board of Adjustment, Historic Landmark Commission, or Public Utilities Board
Vendor: a person who provides or seeks to provide goods, services, and/or real property to the City in exchange for compensation. This definition
does not include those property owners from whom the City acquires public right-of-way or other real property interests for public use.
Per the City of Denton Ethics Code, Section 2-273. – Prohibitions
(3) It shall be a violation of this Article for a Vendor to offer or give a Gift to City Official exceeding fifty dollars ($50.00) per gift, or multiple gifts
cumulatively valued at more than two hundred dollars ($200.00) per a single fiscal year.
Per the City of Denton Ethics Code, Section 2-282. – Disposition (b), (5) Ineligibility
If the Board of Ethics finds that a Vendor has violated this Article, the Board may recommend to the City Manager that the Vendor be deemed
ineligible to enter into a City contract or other arrangement for goods, services, or real property, for a period of one (1) year.
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 11/30/2015
DocuSign Envelope ID: 629972C3-5567-4F7C-BC30-3E825F35A657
Certificate Of Completion
Envelope Id: 629972C355674F7CBC303E825F35A657 Status: Completed
Subject: Please DocuSign: City Council Contract Renewal 8170 - Procore Project Management Software Renewal
Source Envelope:
Document Pages: 10 Signatures: 8 Envelope Originator:
Certificate Pages: 6 Initials: 1 Cori Power
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-06:00) Central Time (US & Canada)
901B Texas Street
Denton, TX 76209
cori.power@cityofdenton.com
IP Address: 198.49.140.10
Record Tracking
Status: Original
12/19/2022 1:35:13 PM
Holder: Cori Power
cori.power@cityofdenton.com
Location: DocuSign
Signer Events Signature Timestamp
Cori Power
cori.power@cityofdenton.com
Senior Buyer
City of Denton
Security Level: Email, Account Authentication
(None)
Completed
Using IP Address: 198.49.140.10
Sent: 12/20/2022 11:06:00 AM
Viewed: 12/20/2022 11:06:09 AM
Signed: 12/20/2022 11:06:22 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Lori Hewell
lori.hewell@cityofdenton.com
Purchasing Manager
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Sent: 12/20/2022 11:06:28 AM
Viewed: 12/20/2022 11:18:19 AM
Signed: 12/20/2022 12:37:10 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Marcella Lunn
marcella.lunn@cityofdenton.com
Deputy City Attorney
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.104
Sent: 12/20/2022 12:37:14 PM
Viewed: 12/22/2022 6:13:40 PM
Signed: 12/22/2022 6:14:27 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Darin Solinsky
darin.solinsky@procore.com
VP, Deal Desk
Security Level: Email, Account Authentication
(None)Signature Adoption: Pre-selected Style
Using IP Address: 137.83.248.30
Sent: 12/22/2022 6:14:32 PM
Resent: 12/27/2022 8:58:29 AM
Resent: 12/28/2022 9:35:48 AM
Resent: 12/29/2022 3:25:57 PM
Resent: 12/29/2022 3:26:09 PM
Resent: 12/29/2022 3:51:06 PM
Resent: 12/29/2022 3:51:18 PM
Resent: 1/3/2023 1:30:16 PM
Viewed: 1/3/2023 3:49:31 PM
Signed: 1/3/2023 3:51:29 PM
Electronic Record and Signature Disclosure:
Accepted: 12/29/2022 4:35:08 PM
ID: 754f2005-da05-4282-9ae0-3ae4f7981f0e
Signer Events Signature Timestamp
Trevor Crain
Trevor.Crain@cityofdenton.com
Director of Capital Projects
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 174.246.100.176
Signed using mobile
Sent: 1/3/2023 3:51:34 PM
Viewed: 1/3/2023 4:56:51 PM
Signed: 1/3/2023 4:57:22 PM
Electronic Record and Signature Disclosure:
Accepted: 1/3/2023 4:56:51 PM
ID: 984feae4-5e8f-4dc6-bd8e-2f0b9d6b007b
Cheyenne Defee
cheyenne.defee@cityofdenton.com
Procurement Administration Supervisor
City of Denton
Security Level: Email, Account Authentication
(None)
Completed
Using IP Address: 198.49.140.104
Sent: 1/3/2023 4:57:26 PM
Viewed: 1/25/2023 8:26:51 AM
Signed: 1/25/2023 8:27:20 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Sara Hensley
sara.hensley@cityofdenton.com
City Manager
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Sent: 1/25/2023 8:27:27 AM
Viewed: 1/25/2023 8:52:29 AM
Signed: 1/25/2023 8:52:56 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Rosa Rios
rosa.rios@cityofdenton.com
City Secretary
Security Level: Email, Account Authentication
(None)Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Sent: 1/25/2023 8:53:01 AM
Viewed: 1/25/2023 10:48:44 AM
Signed: 1/25/2023 10:49:02 AM
Electronic Record and Signature Disclosure:
Accepted: 1/25/2023 10:48:44 AM
ID: 8306a709-f1f1-4fb7-8564-18036d779750
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: 12/20/2022 11:06:28 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Carbon Copy Events Status Timestamp
Gretna Jones
gretna.jones@cityofdenton.com
Legal Secretary
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 1/3/2023 4:57:26 PM
Viewed: 1/3/2023 4:58:16 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
City Secretary Office
citysecretary@cityofdenton.com
Security Level: Email, Account Authentication
(None)
Sent: 1/25/2023 10:49:08 AM
Viewed: 1/25/2023 10:57:13 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Trevor Crain
Trevor.Crain@cityofdenton.com
Director of Capital Projects
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 1/25/2023 10:49:12 AM
Electronic Record and Signature Disclosure:
Accepted: 1/24/2023 10:18:16 AM
ID: 1b70b80b-3565-4125-a151-8bccb3594f7b
Cheyenne Defee
cheyenne.defee@cityofdenton.com
Procurement Administration Supervisor
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 1/25/2023 10:49:16 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 12/20/2022 11:06:00 AM
Envelope Updated Security Checked 12/20/2022 11:25:02 AM
Envelope Updated Security Checked 12/29/2022 3:25:56 PM
Envelope Updated Security Checked 12/29/2022 3:25:56 PM
Envelope Updated Security Checked 12/29/2022 3:51:05 PM
Envelope Updated Security Checked 12/29/2022 3:51:05 PM
Certified Delivered Security Checked 1/25/2023 10:48:44 AM
Signing Complete Security Checked 1/25/2023 10:49:02 AM
Completed Security Checked 1/25/2023 10:49:16 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.
(DocuSign) Express user account. Please read the information below carefully and thoroughly,
and if you can access this information electronically to your satisfaction and agree to these terms
and conditions, please confirm your agreement by clicking the 'I agree' button at the bottom of
this document.
Getting paper copies
At any time, you may request from us a paper copy of any record provided or made available
electronically to you by us. For such copies, as long as you are an authorized user of the
DocuSign system you will have the ability to download and print any documents we send to you
through your DocuSign user account for a limited period of time (usually 30 days) after such
documents are first sent to you. After such time, if you wish for us to send you paper copies of
any such documents from our office to you, you will be charged a $0.00 per-page fee. You may
request delivery of such paper copies from us by following the procedure described below.
Withdrawing your consent
If you decide to receive notices and disclosures from us electronically, you may at any time
change your mind and tell us that thereafter you want to receive required notices and disclosures
only in paper format. How you must inform us of your decision to receive future notices and
disclosure in paper format and withdraw your consent to receive notices and disclosures
electronically is described below.
Consequences of changing your mind
If you elect to receive required notices and disclosures only in paper format, it will slow the
speed at which we can complete certain steps in transactions with you and delivering services to
you because we will need first to send the required notices or disclosures to you in paper format,
and then wait until we receive back from you your acknowledgment of your receipt of such
paper notices or disclosures. To indicate to us that you are changing your mind, you must
withdraw your consent using the DocuSign 'Withdraw Consent' form on the signing page of your
DocuSign account. This will indicate to us that you have withdrawn your consent to receive
required notices and disclosures electronically from us and you will no longer be able to use your
DocuSign Express user account to receive required notices and consents electronically from us
or to sign electronically documents from us.
All notices and disclosures will be sent to you electronically
Unless you tell us otherwise in accordance with the procedures described herein, we will provide
electronically to you through your DocuSign user account all required notices, disclosures,
authorizations, acknowledgements, and other documents that are required to be provided or
made available to you during the course of our relationship with you. To reduce the chance of
you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required
notices and disclosures to you by the same method and to the same address that you have given
us. Thus, you can receive all the disclosures and notices electronically or in paper format through
the paper mail delivery system. If you do not agree with this process, please let us know as
described below. Please also see the paragraph immediately above that describes the
consequences of your electing not to receive delivery of the notices and disclosures
electronically from us.
Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM
Parties agreed to: Darin Solinsky, Trevor Crain, Rosa Rios, Trevor Crain
How to contact City of Denton:
You may contact us to let us know of your changes as to how we may contact you electronically,
to request paper copies of certain information from us, and to withdraw your prior consent to
receive notices and disclosures electronically as follows:
To contact us by email send messages to: purchasing@cityofdenton.com
To advise City of Denton of your new e-mail address
To let us know of a change in your e-mail address where we should send notices and disclosures
electronically to you, you must send an email message to us at melissa.kraft@cityofdenton.com
and in the body of such request you must state: your previous e-mail address, your new e-mail
address. We do not require any other information from you to change your email address..
In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected
in your DocuSign account by following the process for changing e-mail in DocuSign.
To request paper copies from City of Denton
To request delivery from us of paper copies of the notices and disclosures previously provided
by us to you electronically, you must send us an e-mail to purchasing@cityofdenton.com and in
the body of such request you must state your e-mail address, full name, US Postal address, and
telephone number. We will bill you for any fees at that time, if any.
To withdraw your consent with City of Denton
To inform us that you no longer want to receive future notices and disclosures in electronic
format you may:
i. decline to sign a document from within your DocuSign account, and on the subsequent
page, select the check-box indicating you wish to withdraw your consent, or you may;
ii. send us an e-mail to purchasing@cityofdenton.com and in the body of such request you
must state your e-mail, full name, IS Postal Address, telephone number, and account
number. We do not need any other information from you to withdraw consent.. The
consequences of your withdrawing consent for online documents will be that transactions
may take a longer time to process..
Required hardware and software
Operating Systems: Windows2000? or WindowsXP?
Browsers (for SENDERS): Internet Explorer 6.0? or above
Browsers (for SIGNERS): Internet Explorer 6.0?, Mozilla FireFox 1.0,
NetScape 7.2 (or above)
Email: Access to a valid email account
Screen Resolution: 800 x 600 minimum
Enabled Security Settings:
•Allow per session cookies
•Users accessing the internet behind a Proxy
Server must enable HTTP 1.1 settings via
proxy connection
** These minimum requirements are subject to change. If these requirements change, we will
provide you with an email message at the email address we have on file for you at that time
providing you with the revised hardware and software requirements, at which time you will
have the right to withdraw your consent.
Acknowledging your access and consent to receive materials electronically
To confirm to us that you can access this information electronically, which will be similar to
other electronic notices and disclosures that we will provide to you, please verify that you
were able to read this electronic disclosure and that you also were able to print on paper or
electronically save this page for your future reference and access or that you were able to
e-mail this disclosure and consent to an address where you will be able to print on paper or
save it for your future reference and access. Further, if you consent to receiving notices and
disclosures exclusively in electronic format on the terms and conditions described above,
please let us know by clicking the 'I agree' button below.
By checking the 'I Agree' box, I confirm that:
• I can access and read this Electronic CONSENT TO ELECTRONIC RECEIPT OF
ELECTRONIC RECORD AND SIGNATURE DISCLOSURES document; and
• I can print on paper the disclosure or save or send the disclosure to a place where I can
print it, for future reference and access; and
• Until or unless I notify City of Denton as described above, I consent to receive from
exclusively through electronic means all notices, disclosures, authorizations,
acknowledgements, and other documents that are required to be provided or made
available to me by City of Denton during the course of my relationship with you.