8608 - Contract Executed
Docusign Transmittal Coversheet
File Name
Purchasing Contact
Contract Expiration
Docusign Envelope ID: 660173A3-98EA-4F57-8E67-F3770B9FD099
06/30/2027
8608 Mango Languages Library Services
Kayla Clark
Mango Languages Library Order Form & Terms of Service
1
Mango Languages | P.O. Box 773164, Detroit, MI 48277-3164 Library Order Form & TOS (DEC 2023) mangolanguages.com | 877-
626-4611 | support@mangolanguages.com
Effective Date: 06/10/2024
Customer Name: City of Denton
Customer Address: 502 Oakland St., Denton, TX 76201
Order Details
Agreement Start Date: 07/01/2024
Agreement End Date: 06/30/2027
Billing Frequency: Annual
Description of Subscription Services
Service Rate per Year
(Initial Term) Start Date End Date Price
Mango Conversations
Library Edition $5,512.50 07/01/2024 6/30/2027 $5,512.50
Mango Movies*
Library Edition
Included with Mango
Conversations $0.00
Little Pim*
ASL Inside
*Note: These subscription services require an active Mango
Conversations subscription.
Grand Total $16,537.50
These Terms of Service (this “Agreement”) are made and entered into as of the Effective Date between the Customer and Creative
Empire LLC, d/b/a Mango Languages, a Michigan limited liability company (“Mango”).
1. SERVICES. Subject to the satisfaction of the terms and conditions of this Agreement and solely during the Initial Term
and any Successor Term(s), if applicable, Mango shall provide Customer access to the services listed above under Description
of Subscription Services (“Services”).
TERM. the “Initial Term” shall start on the Agreement Start Date and end on the Agreement End Date.
Docusign Envelope ID: 660173A3-98EA-4F57-8E67-F3770B9FD099
Mango Languages Library Order Form & Terms of Service
2
Mango Languages | P.O. Box 773164, Detroit, MI 48277-3164 Library Order Form & TOS (DEC 2023) mangolanguages.com | 877-
626-4611 | support@mangolanguages.com
2. PAYMENT. Customer shall pay Mango within 30 days of Customer’s receipt of an invoice from Mango. Payments shall
be payable by check, wire transfer, or other immediately available funds. Prior to the commencement of each Successor Term(s),
Customer and Mango shall agree upon the amount Customer shall pay Mango for the upcoming Successor Term (the “Successor
Payment Amount”), and Customer shall pay Mango the Successor Payment Amount within 30 days of the receipt of Mango’s
invoice for the Services for the Successor Term. The Successor Payment Amount shall be payable by check, wire transfer, or
other immediately available funds. Multi-year terms with annual payments are invoiced annually in equal annual installments.
3. LIMITATION OF LIABILITY. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, THE SERVICES
PURCHASED BY CUSTOMER FROM MANGO ARE PROVIDED "AS IS”. MANGO DOES NOT MAKE, AND HEREBY
DISCLAIMS, ANY AND ALL OTHER EXPRESS, IMPLIED OR STATUTORY WARRANTIES, INCLUDING IMPLIED
WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OF THIRD-PARTY
RIGHTS, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE. To the
maximum extent permitted by applicable law, neither Mango nor its licensors or distributors shall be liable to the Customer for
any lost profits, cost of substitute goods or services, or any form of indirect, special, incidental, consequential or punitive damages
from any causes of action arising with respect to the Services that Customer purchases from Mango, whether arising in tort
(including negligence), contract, strict liability or otherwise, whether or not such party has been advised of the possibility of such
damage. In no event shall Mango’s aggregate liability under this Agreement exceed the amount actually paid by Customer for
the applicable Services.
4. WEB-SITE/SOFTWARE ACCESS. To the extent that any Services are accessed through Mango’s website or software
programs (collectively “Website”), Mango hereby grants the Customer’s Authorized Users a limited license to access and make
use of such Services. “Authorized Users” means users who are registered borrowers of the Customer, those that are walk-ins,
and those who are remote users accessing the Services through the Customer’s website. Customer will make reasonable efforts
to protect Mango's proprietary information (including but not limited to Mango's intellectual property and other similar Content (as
defined below)), will promptly notify Mango if Customer discovers there is unauthorized use of Mango's Services and will
cooperate with Mango to mediate the situation.
5. WEB-SITE LICENSE AND CONDITIONS. As a condition of the Website license granted in paragraph 5 above, Customer
agrees:
a. not to download or modify any part of the Website, except with the express and prior written consent of Mango;
b. not to download or copy any account information for the benefit of another merchant;
c. not to resell or make any commercial use of the Website or its Content;
d. not to reproduce, duplicate, copy, sell, resell or otherwise exploit the Website for any commercial purpose without the
express written consent of Mango;
e. not to make any derivative use of the Website or its Content;
f. not to frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including
images, text, page layout, or form) of Mango except for the purposes of this Agreement and for promoting the Services;
g. not to use any meta tags or any other “hidden text” utilizing the Mango name or trademarks without the express written
consent of Mango;
h. While Mango attempts to ensure that its Website is normally available 24 hours a day, Mango shall not be liable if for any
reason its Website is unavailable at any time or for any period; provided however, that Mango shall use its best efforts to
provide adequate capacity and bandwidth to support the Customer’s needs and provide service on a 24 hour basis except
for routine maintenance (for which the Customer is pre-notified). In the event that Mango fails to provide such service for
five days within a 30 day period, Mango shall provide a pro rata refund for the 30 day period in question;
Docusign Envelope ID: 660173A3-98EA-4F57-8E67-F3770B9FD099
Mango Languages Library Order Form & Terms of Service
3
Mango Languages | P.O. Box 773164, Detroit, MI 48277-3164 Library Order Form & TOS (DEC 2023) mangolanguages.com | 877-
626-4611 | support@mangolanguages.com
i. Access to Mango’s Website may be suspended temporarily and without notice in the case of system failure, maintenance
or repair or for reasons beyond Mango’s control;
j. Certain Content, including without limitation Mango Movies Library Edition, may be owned by Mango and/or its licensors.
Customer therefore acknowledges and agrees that such Content may be added, removed or unavailable from time to
time during the Initial Term or any Successor Term (the “Unavailability”), and such Unavailability shall not be deemed
breach of this Agreement by Mango.
k. Neither the Customer nor any of its Authorized Users shall show any Content, including without limitation any video clips
or movies which are included in the Contents, to any public group or other third parties who are not Authorized Users,
and Customer and its Authorized Users shall abide by all Movie Regulations listed at
https://mangolanguages.com/legal/movie-regulations/;
l. Both Customer and its Authorized Users may deny or revoke their consent for Mango to use any of its/their Personal Data
at any time as allowed by data protection law. However, both Customer and its Authorized Users acknowledge that any
such denial or revocation of consent may materially degrade, or in some cases even entirely prevent, Customer or
Authorized Users’ ability to access and/or use all of Mango’s software, functions, or features; and
m. Any rights not expressly granted in these terms are reserved.
6. INDEMNIFICATION. Mango agrees to indemnify, defend and hold one the City , and all of their respective members,
directors, officers, employees, attorneys and agents (collectively, “Agents”) harmless from and against any loss, claim, judgment,
liability, damage, action or cause of action (including reasonable attorneys' fees and court costs) arising out of or in connection
with (a) a third party claim that the Customer's possession and/or use of the Services infringe or misappropriate the patent,
copyright, trademark or other intellectual property rights of a third party, or (b) the negligence or willful misconduct of either Mango
or the Customer or their respective Agents with respect to any obligation, term or condition of this Agreement.
7. SUPPORT. Mango shall support the Customer by responding to emails and phone calls from the Customer. Mango shall
make reasonable efforts to respond to all customer support issues during normal business days between the hours of 9 a.m.
and 7 p.m. Eastern Time, Monday through Thursday, and 9 a.m. and 5 p.m. Eastern Time on Fridays.
8. UPDATES. Mango shall from time to time update its online software and content related to the Services in its absolute
discretion. The Customer shall only receive updates to the Services listed above. Any changes or enhancements to Mango’s
consumer edition and/or other editions not specifically listed above will not necessarily be made to the Services listed above.
9. ACCESS. Mango intends to provide Authorized Users unlimited access to the Services. In the event that the Customer’s
Authorized Users exceed what Mango deems reasonable usage during the term of this Agreement (i.e., Mango determines that
usage of the Website and Services is being excessively abused by a particular user id and password), Mango shall assume that
either the number of Customer’s library cardholders was grossly underestimated or there is piracy of Mango’s Service from outside
sources. Under such circumstances, Mango reserves the right to restrict or limit access to the Services and/or the Website. In
the event of such circumstances, Mango shall make every effort to provide notice to and cooperate with Customer prior to Mango’s
restriction or limitation of access to its Website and Services.
10. INTELLECTUAL PROPERTY. All materials on the Mango Website or accessible as part of the Services, including without
limitation, text, images, logos, software, audio content and video clips, databases, e-mails, and posted comments and reviews
(collectively, the “Content”) are owned or controlled by Mango and/or its licensors, who retain all right, title, and interest in and to
the Content. The Website and Content are protected by the copyright and trademark laws of the United States and other countries,
international conventions, and other applicable laws. Customer shall use all reasonable efforts to ensure that all Authorized Users
are appropriately notified of the importance of respecting Mango’s intellectual property rights.
Docusign Envelope ID: 660173A3-98EA-4F57-8E67-F3770B9FD099
Mango Languages Library Order Form & Terms of Service
4
Mango Languages | P.O. Box 773164, Detroit, MI 48277-3164 Library Order Form & TOS (DEC 2023) mangolanguages.com | 877-
626-4611 | support@mangolanguages.com
11. LICENSE OF CUSTOMER’S TRADEMARKS. Customer agrees to grant Mango a non-exclusive, non-transferable,
royaltyfree, right and license, solely during the Initial or any Successor Terms of the Agreement, to reproduce, display, and
otherwise use the trademarks, service marks, logos, and trade names of Customer solely in connection with the advertising and
promotion of Mango’s language learning business.
12. APPLICABLE LAW; JURISDICTION. This Agreement shall be governed by and construed in accordance with the laws of
the State of Texas , excluding any conflicts of law provisions. The parties hereto agree to submit any suit arising under or relating
to this Agreement to any state court of competent jurisdiction located in Denton County, Texas, or in the United States District
Court for the Eastern District of Texas , and the parties hereto waive any objection to submitting to the personal jurisdiction and
venue therein.
13. FORCE MAJEURE. Neither party hereto shall be deemed in default of this Agreement to the extent that performance of its
obligations under this Agreement (other than any payment obligations) are delayed or prevented solely by supervening conditions
beyond a party’s reasonable control, including without limitation natural disasters, war, terrorism, strikes, power outages, internet
connectivity outages, labor disputes, and government demands or requirements (each, a “Force Majeure”), provided that such
party gives the other party written notice thereof within five (5) days of its discovery of a Force Majeure that prevents the
performance of its obligations under this Agreement (other than any payment obligations). The time for performance shall be
extended for a period equal to the duration of the Force Majeure, not to exceed six (6) months.
14. TAXES. All prices for the Services and other amounts in this Agreement are exclusive of any applicable customs, duties,
assessments, fees and taxes, including any applicable value added or any other sales taxes (collectively, “Taxes”).
15. ENTIRE AGREEMENT. This Agreement constitutes the entire agreement between Mango and the Customer regarding
the subject matter hereof, supersedes all prior or contemporaneous agreements, understandings or negotiations between Mango
and the Customer, whether written or oral, regarding the subject matter hereof, and may be amended, modified or waived only
by a Mango Change Order signed by Mango and Customer. Notwithstanding the foregoing, no terms, provisions or conditions
of any purchase order (including external links to terms and conditions), vendor registration or similar document issued by, or on
behalf of, the Customer will have any effect on the parties nor add to or modify this Agreement, even when signed (before, during,
or after the signing of this Agreement) by Mango, under any circumstances. Any reference to a purchase order or similar
documentation on an invoice or other acceptance thereof is solely for Customer’s convenience in record keeping, and no such
reference shall be deemed an acknowledgment of or agreement to any terms or conditions associated with any such purchase
order or other Customer provided documentation or vendor registration process. Any such associated terms and conditions shall
be of no force and effect and shall not in any way be deemed to amend, modify, supersede, alter or supplement this Agreement.
16. GENERAL. The parties hereto represent and warrant to the other party that they each have the right power, and authority
to enter into and fully perform its obligations under this Agreement and have obtained all necessary licenses, permissions, and
consents to fulfill their respective obligations under this Agreement. This Agreement shall be binding upon and shall inure to the
benefit of the parties hereto and their respective successors and assigns, but only Mango may assign any of its rights or
obligations under this Agreement. Whenever possible, each provision of this Agreement shall be interpreted in such manner as
to be effective and valid under applicable law. If any provision of this Agreement shall be held to be void or unenforceable by any
competent court or tribunal, the remaining provisions of this Agreement shall continue in full force and effect. No failure or delay
by Mango in exercising any right or power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise
thereof preclude any other or further exercise thereof or the exercise of any right or power hereunder. This Agreement may be
executed in counterparts (including counterparts delivered via facsimile or other electronic transmission), each of which shall be
deemed to be an original, but all of which together shall constitute the same instrument.
Docusign Envelope ID: 660173A3-98EA-4F57-8E67-F3770B9FD099
Mango Languages Library Order Form & Terms of Service
5
Mango Languages | P.O. Box 773164, Detroit, MI 48277-3164 Library Order Form & TOS (DEC 2023) mangolanguages.com | 877-
626-4611 | support@mangolanguages.com
17. Non-Appropriations. Seller acknowledges and agrees that the awarding or continuation of this Contract is dependent upon
the availability of funding. The City’s payment obligations are payable only and solely from funds appropriated and available for
this Contract. The absence of appropriated or other lawfully available funds shall render the Contract null and void to the extent
funds are not appropriated or available and any deliverables delivered but unpaid shall be returned to the Respondent. The Buyer
will not incur a debt or obligation to pay Seller any amounts the Buyer does not have the current funds available to pay
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date set forth above.
Customer:
City of Denton
Signature:
Name: __________________________
Title: ______________________________
Mango:
Creative Empire LLC, d/b/a Mango Languages
Signature:
Name:
Title: _____________________________
Docusign Envelope ID: 660173A3-98EA-4F57-8E67-F3770B9FD099
Steve Perakis
CFOBuyer
Kayla Clark
CONFLICT OF INTEREST QUESTIONNAIRE
CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ
For vendor or other person doing business with local governmental entity
This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session.
This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as
defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a).
By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after
the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code.
A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a
misdemeanor.
1 Name of vendor who has a business relationship with local governmental entity.
2
Check this box if you are filing an update to a previously filed questionnaire.
(The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the
date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.)
3 Name of local government officer about whom the information in this section is being disclosed.
Name of Officer
This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the vendor has an employment or other business
relationship as defined by Section 176.001(1-a), Local Government Code. Attach additional pages to this Form CIQ as necessary.
A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor?
Yes No
B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer
named in this section AND the taxable income is not received from the local governmental entity?
Yes No
C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an
officer or director, or holds an ownership of one percent or more?
Yes No
D. Describe each employment or business and family relationship with the local government officer named in this section.
4
I have no Conflict of Interest to disclose.
5
Signature of vendor doing business with the governmental entity Date
Docusign Envelope ID: 660173A3-98EA-4F57-8E67-F3770B9FD099
Creative Empire LLC dba Mango Languages
X
na
7/15/2024
Certificate Of Completion
Envelope Id: 660173A398EA4F578E67F3770B9FD099 Status: Completed
Subject: ***Purchasing Approval*** 8608 Mango Languages Library Services
Source Envelope:
Document Pages: 7 Signatures: 3 Envelope Originator:
Certificate Pages: 5 Initials: 2 Kayla Clark
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
901B Texas Street
Denton, TX 76209
kayla.clark@cityofdenton.com
IP Address: 198.49.140.10
Record Tracking
Status: Original
7/11/2024 11:48:44 AM
Holder: Kayla Clark
kayla.clark@cityofdenton.com
Location: DocuSign
Signer Events Signature Timestamp
Kayla Clark
kayla.clark@cityofdenton.com
Buyer
City of Denton
Security Level: Email, Account Authentication
(None)
Completed
Using IP Address: 198.49.140.10
Sent: 7/11/2024 11:53:17 AM
Viewed: 7/11/2024 11:58:15 AM
Signed: 7/11/2024 11:58:20 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: 198.49.140.104
Sent: 7/11/2024 11:58:21 AM
Viewed: 7/12/2024 6:12:54 AM
Signed: 7/12/2024 6:13:54 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Steve Perakis
steve.perakis@mangolanguages.com
CFO
Security Level: Email, Account Authentication
(None)Signature Adoption: Drawn on Device
Using IP Address: 97.70.140.47
Sent: 7/12/2024 6:13:56 AM
Resent: 7/15/2024 7:43:28 AM
Viewed: 7/15/2024 2:12:21 PM
Signed: 7/15/2024 2:14:09 PM
Electronic Record and Signature Disclosure:
Accepted: 7/15/2024 5:15:52 AM
ID: bafe24ae-c361-45a4-840c-c43917b9d4b0
Jennifer Bekker
Jennifer.Bekker@cityofdenton.com
Director of Libraries
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Sent: 7/15/2024 2:14:11 PM
Viewed: 7/16/2024 8:48:42 AM
Signed: 7/16/2024 8:48:47 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Signer Events Signature Timestamp
Kayla Clark
kayla.clark@cityofdenton.com
Buyer
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Sent: 7/16/2024 8:48:49 AM
Viewed: 7/16/2024 9:00:41 AM
Signed: 7/16/2024 9:00:47 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Cheyenne Defee
cheyenne.defee@cityofdenton.com
Procurement Administration Supervisor
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 7/16/2024 9:00:49 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Angela Zografos
angela.zografos@mangolanguages.com
Security Level: Email, Account Authentication
(None)
Sent: 7/16/2024 9:00:50 AM
Viewed: 7/16/2024 9:18:39 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Rachel Reeves
Rachel.Reeves@cityofdenton.com
Security Level: Email, Account Authentication
(None)
Sent: 7/16/2024 9:00:50 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 7/11/2024 11:53:17 AM
Certified Delivered Security Checked 7/16/2024 9:00:41 AM
Signing Complete Security Checked 7/16/2024 9:00:47 AM
Completed Security Checked 7/16/2024 9:00:50 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
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If you elect to receive required notices and disclosures only in paper format, it will slow the
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Unless you tell us otherwise in accordance with the procedures described herein, we will provide
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authorizations, acknowledgements, and other documents that are required to be provided or
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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
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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 1:59:03 PM
Parties agreed to: Steve Perakis
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,
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To contact us by email send messages to: purchasing@cityofdenton.com
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To let us know of a change in your e-mail address where we should send notices and disclosures
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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
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Server must enable HTTP 1.1 settings via
proxy connection
** These minimum requirements are subject to change. If these requirements change, we will
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