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HomeMy WebLinkAbout9041 - Contract Executed Docusign City Council Transmittal Coversheet File Name Purchasing Contact City Council Target Date Piggy Back Option Contract Expiration Ordinance Docusign Envelope ID: 2916BD1B-A24D-430B-92F4-47155736C310 Christa Christian Not Applicable FILE OSI Maintenance and Support 9041 JUNE 16, 2029 JUNE 16, 2026 26-0889 1 RENEWAL AMENDMENT TO CONTRACT BETWEEN CITY OF DENTON, TEXAS AND OPEN SYSTEMS INTERNATIONAL, INC. (Contract #9041) This Renewal Amendment to Contract (Contract 7718) (this Amendment) is entered into between the City of Denton, Texas (City) and Open Systems International, Inc. (Supplier). Background The City and Supplier have previously entered into Contract (7718), 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 Section (#3) of Exhibit A will be deleted and replaced in its entirety with the following: The contract term will be three (3) years, effective from date of award. 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 Fee Schedule Attachment 1 to this Amendment includes the Annual Fee Schedules. This Attachment 1 shall supersede Exhibit B, Part A of the Agreement. 4 Total Contract Amount The contract total for the continued services shall not exceed $791,693. 5 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 9041. 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. 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. Docusign Envelope ID: 2916BD1B-A24D-430B-92F4-47155736C310 2 IN WITNESS WHEREOF, the City and the Contractor, have each executed this Amendment, by and through their respective duly authorized representatives and officers on this date_______________________________________. Authorized Signatures: “CITY” CITY OF DENTON, TEXAS “SUPPLIER” OPEN SYSTEMS INTERNATIONAL, 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: BY: _______________________________ ___________________________________ APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY BY: _______________________________ Docusign Envelope ID: 2916BD1B-A24D-430B-92F4-47155736C310 5/7/2026 Vice President of Finance Sean Egan DME General Manager Antonio Puente, Jr. Electric KRISTI FOGLE, INTERIM CITY SECRETARY 06/16/2026 Cassey Ogden Interim City Manager 6/17/2026 Software Maintenance and Support (SMS) Renewal Quote Offer Expires: Start Date: End Date: Total Quote Fees: Year 2: 9/21/2027-9/20/2028 USD 97,470.00 USD 97,470.00 (9/21/2026-9/20/2027) monarch Support Denton TX GoldUSD 97,470.00 SMS Support Level monarch Support USD 104,293.00 SMS Products Fee GoldUSD 104,293.00 (9/21/2027-9/20/2028) Sub-Total Fees: USD 104,293.00 Quote Term: 21 September 2026 20 September 2029 USD 313,356.00 Site(s) 0000XaSiLIAV 20 September 2026 Reference Number: Quote Number: Quote Date:13 February 2026 00107192 Upon payment in full of the specified Total Quote Fees, Open Systems International, Inc. (Licensor) will provide the Product(s) during the Quote Term for the software licensed by Licensor to Customer pursuant to Part B (OSI Software License Agreement) of Exhibit B (OSI Standard Terms and Conditions) to Contract 7718 by and between Licensor and Customer dated 9/21/2021. The Product(s) will be provided in accordance with OSI’s support program as referenced in Section 6 (Warranties) of Exhibit B (OSI Standard Terms and Conditions) to Contract 7718. OSI’s support program is detailed in the Software Support Plan Overview, which is incorporated herein by this reference and available upon request. SMS Support LevelSite(s)Fee Year 1: 9/21/2026-9/20/2027 SMS Products Open Systems International, Inc. 4101 Arrowhead Dr Medina, MN 55340 Customer: City of Denton (T&D) Sub-Total Fees: USD 111,593.00 Denton TX Sub-Total Fees: Year 3: 9/21/2028-9/20/2029 SMS Products Fee Site(s)SMS Support Level monarch Support USD 111,593.00 Denton TX GoldUSD 111,593.00 (9/21/2028-9/20/2029) 1 of 2 Docusign Envelope ID: 2916BD1B-A24D-430B-92F4-47155736C310 Attachment 1 Is the billing address below correct? ( ) YES ( ) NO Denton Municipal Electric City of Denton Purchasing Department 901-13 Texas St Denton, TX 76209 tony.jones@cityofdenton.com Is the shipping address below correct? ( ) YES ( ) NO Denton Municipal Electric 1659 Spencer Rd Denton, TX 76209 tony.jones@cityofdenton.com All amounts to be invoiced hereunder will be exclusive of taxes or duties. Customer is tax exempt, and shall provide Licensor with a valid exemption certificate as evidence of exemption for any taxes that Licensor is required by law to collect and remit to the appropriate taxing jurisdiction. All Quote Fee(s) hereunder shall be paid in U.S. Dollars within 30 days of receipt of the invoice. SMS for the Products must be renewed in the same calendar quarter as the End Date. If SMS for the Products is not renewed in the same calendar quarter as the End Date, Customer will no longer be entitled to SMS for the Products unless and until the perpetual license(s) for the Products are superseded with new term license(s) for the Products, which will be subject to a Software License Agreement by and between Licensor and Customer. An authorized representative of Customer may accept this Quote before it expires by signing below and returning the signed Quote to Licensor. The terms and conditions contained herein, including all forms incorporated herein by reference, shall constitute the entire agreement between Customer and the Licensor regarding SMS and shall supersede all prior agreements regarding SMS. Any purchase order Customer may issue for billing purposes must specifically reference the Quote Number. Purchase order provisions that are different from, or additional to, the provisions of this Quote will not apply. Please contact the Sales Account Manager (SAM) for questions regarding this quote: SAM: Steve Dworak; Email: Steve.Dworak@emerson.com Signature Customer Signature: Printed Name and Title TO BE COMPLETED BY CUSTOMER [ ] Check this box if a purchase order or payment reference number is required by Customer for billing purposes. Customer's failure to check the box confirms that no purchase order is required for Customer's internal payment process. If the box is checked, please insert the purchase order or payment reference number in the space provided: PO or Reference Number: ____________________ Licensor does not require a purchase order; however, any purchase order Customer may issue for billing purposes must specifically reference the Quote Number. 2 of 2 Docusign Envelope ID: 2916BD1B-A24D-430B-92F4-47155736C310 Software Maintenance and Support (SMS) Renewal Quote Offer Expires: Start Date: End Date: Total Quote Fees: Year 2: 9/21/2027-9/20/2028 USD 85,406.00 USD 85,406.00 (9/21/2026-9/20/2027) monarch Support Denton TX GoldUSD 85,406.00 SMS Support Level monarch Support USD 91,385.00 SMS Products Fee GoldUSD 91,385.00 (9/21/2027-9/20/2028) Sub-Total Fees: USD 91,385.00 Quote Term: 21 September 2026 20 September 2029 USD 274,573.00 Site(s) 0000XaShUIAV 20 September 2026 Reference Number: Quote Number: Quote Date:13 February 2026 00107190 Upon payment in full of the specified Total Quote Fees, Open Systems International, Inc. (Licensor) will provide the Product(s) during the Quote Term for the software licensed by Licensor to Customer pursuant to Part B (OSI Software License Agreement) of Exhibit B (OSI Standard Terms and Conditions) to Contract 7718 by and between Licensor and Customer dated 9/21/2021. The Product(s) will be provided in accordance with OSI’s support program as referenced in Section 6 (Warranties) of Exhibit B (OSI Standard Terms and Conditions) to Contract 7718. OSI’s support program is detailed in the Software Support Plan Overview, which is incorporated herein by this reference and available upon request. SMS Support LevelSite(s)Fee Year 1: 9/21/2026-9/20/2027 SMS Products Open Systems International, Inc. 4101 Arrowhead Dr Medina, MN 55340 Customer: City of Denton (GMS) Sub-Total Fees: USD 97,782.00 Denton TX Sub-Total Fees: Year 3: 9/21/2028-9/20/2029 SMS Products Fee Site(s)SMS Support Level monarch Support USD 97,782.00 Denton TX GoldUSD 97,782.00 (9/21/2028-9/20/2029) 1 of 2 Docusign Envelope ID: 2916BD1B-A24D-430B-92F4-47155736C310 Is the billing address below correct? ( ) YES ( ) NO Denton Municipal Electric City of Denton Purchasing Department 901-13 Texas St Denton, TX 76209 tony.jones@cityofdenton.com Is the shipping address below correct? ( ) YES ( ) NO Denton Municipal Electric 1659 Spencer Rd Denton, TX 76209 tony.jones@cityofdenton.com All amounts to be invoiced hereunder will be exclusive of taxes or duties. Customer is tax exempt, and shall provide Licensor with a valid exemption certificate as evidence of exemption for any taxes that Licensor is required by law to collect and remit to the appropriate taxing jurisdiction. All Quote Fee(s) hereunder shall be paid in U.S. Dollars within 30 days of receipt of the invoice. SMS for the Products must be renewed in the same calendar quarter as the End Date. If SMS for the Products is not renewed in the same calendar quarter as the End Date, Customer will no longer be entitled to SMS for the Products unless and until the perpetual license(s) for the Products are superseded with new term license(s) for the Products, which will be subject to a Software License Agreement by and between Licensor and Customer. An authorized representative of Customer may accept this Quote before it expires by signing below and returning the signed Quote to Licensor. The terms and conditions contained herein, including all forms incorporated herein by reference, shall constitute the entire agreement between Customer and the Licensor regarding SMS and shall supersede all prior agreements regarding SMS. Any purchase order Customer may issue for billing purposes must specifically reference the Quote Number. Purchase order provisions that are different from, or additional to, the provisions of this Quote will not apply. Please contact the Sales Account Manager (SAM) for questions regarding this quote: SAM: Steve Dworak; Email: Steve.Dworak@emerson.com Signature Customer Signature: Printed Name and Title TO BE COMPLETED BY CUSTOMER [ ] Check this box if a purchase order or payment reference number is required by Customer for billing purposes. Customer's failure to check the box confirms that no purchase order is required for Customer's internal payment process. If the box is checked, please insert the purchase order or payment reference number in the space provided: PO or Reference Number: ____________________ Licensor does not require a purchase order; however, any purchase order Customer may issue for billing purposes must specifically reference the Quote Number. 2 of 2 Docusign Envelope ID: 2916BD1B-A24D-430B-92F4-47155736C310 Software Maintenance and Support (SMS) Renewal Quote Offer Expires: Start Date: End Date: Total Quote Fees: Year 2: 9/21/2027-9/20/2028 USD 50,939.00 USD 50,939.00 (9/21/2026-9/20/2027) monarch Support Denton TX GoldUSD 50,939.00 SMS Support Level monarch Support USD 54,505.00 SMS Products Fee GoldUSD 54,505.00 (9/21/2027-9/20/2028) Sub-Total Fees: USD 54,505.00 Quote Term: 21 September 2026 20 September 2029 USD 163,764.00 Site(s) 0000XaSiEIAV 20 September 2026 Reference Number: Quote Number: Quote Date:13 February 2026 00107197 Upon payment in full of the specified Total Quote Fees, Open Systems International, Inc. (Licensor) will provide the Product(s) during the Quote Term for the software licensed by Licensor to Customer pursuant to Part B (OSI Software License Agreement) of Exhibit B (OSI Standard Terms and Conditions) to Contract 7718 by and between Licensor and Customer dated 9/21/2021. The Product(s) will be provided in accordance with OSI’s support program as referenced in Section 6 (Warranties) of Exhibit B (OSI Standard Terms and Conditions) to Contract 7718. OSI’s support program is detailed in the Software Support Plan Overview, which is incorporated herein by this reference and available upon request. SMS Support LevelSite(s)Fee Year 1: 9/21/2026-9/20/2027 SMS Products Open Systems International, Inc. 4101 Arrowhead Dr Medina, MN 55340 Customer: City of Denton (Patch) Sub-Total Fees: USD 58,320.00 Denton TX Sub-Total Fees: Year 3: 9/21/2028-9/20/2029 SMS Products Fee Site(s)SMS Support Level monarch Support USD 58,320.00 Denton TX GoldUSD 58,320.00 (9/21/2028-9/20/2029) 1 of 2 Docusign Envelope ID: 2916BD1B-A24D-430B-92F4-47155736C310 Is the billing address below correct? ( ) YES ( ) NO Denton Municipal Electric City of Denton Purchasing Department 901-13 Texas St Denton, TX 76209 tony.jones@cityofdenton.com Is the shipping address below correct? ( ) YES ( ) NO Denton Municipal Electric 1659 Spencer Rd Denton, TX 76209 tony.jones@cityofdenton.com All amounts to be invoiced hereunder will be exclusive of taxes or duties. Customer is tax exempt, and shall provide Licensor with a valid exemption certificate as evidence of exemption for any taxes that Licensor is required by law to collect and remit to the appropriate taxing jurisdiction. All Quote Fee(s) hereunder shall be paid in U.S. Dollars within 30 days of receipt of the invoice. SMS for the Products must be renewed in the same calendar quarter as the End Date. If SMS for the Products is not renewed in the same calendar quarter as the End Date, Customer will no longer be entitled to SMS for the Products unless and until the perpetual license(s) for the Products are superseded with new term license(s) for the Products, which will be subject to a Software License Agreement by and between Licensor and Customer. An authorized representative of Customer may accept this Quote before it expires by signing below and returning the signed Quote to Licensor. The terms and conditions contained herein, including all forms incorporated herein by reference, shall constitute the entire agreement between Customer and the Licensor regarding SMS and shall supersede all prior agreements regarding SMS. Any purchase order Customer may issue for billing purposes must specifically reference the Quote Number. Purchase order provisions that are different from, or additional to, the provisions of this Quote will not apply. Please contact the Sales Account Manager (SAM) for questions regarding this quote: SAM: Steve Dworak; Email: Steve.Dworak@emerson.com Signature Customer Signature: Printed Name and Title TO BE COMPLETED BY CUSTOMER [ ] Check this box if a purchase order or payment reference number is required by Customer for billing purposes. Customer's failure to check the box confirms that no purchase order is required for Customer's internal payment process. If the box is checked, please insert the purchase order or payment reference number in the space provided: PO or Reference Number: ____________________ Licensor does not require a purchase order; however, any purchase order Customer may issue for billing purposes must specifically reference the Quote Number. 2 of 2 Docusign Envelope ID: 2916BD1B-A24D-430B-92F4-47155736C310 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: 2916BD1B-A24D-430B-92F4-47155736C310 Open Systems International, Inc. FORM CIQ X 5/7/2026 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: 2916BD1B-A24D-430B-92F4-47155736C310 Certificate Of Completion Envelope Id: 2916BD1B-A24D-430B-92F4-47155736C310 Status: Completed Subject: Please DocuSign: City Council Contract 9041 - OSI Maintenance and Support Source Envelope: Document Pages: 11 Signatures: 6 Envelope Originator: Certificate Pages: 6 Initials: 1 Christa Christian AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) 901B Texas Street Denton, TX 76209 Christa.Christian@cityofdenton.com IP Address: 198.49.140.104 Record Tracking Status: Original 5/5/2026 1:37:55 PM Holder: Christa Christian Christa.Christian@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Christa Christian Christa.Christian@cityofdenton.com Purchasing Supervisor City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 198.49.140.10 Sent: 5/6/2026 10:41:48 AM Viewed: 5/6/2026 11:00:17 AM Signed: 5/6/2026 11:00:23 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: 5/6/2026 11:00:26 AM Viewed: 5/6/2026 11:05:38 AM Signed: 5/6/2026 11:06:44 AM Electronic Record and Signature Disclosure: Not Offered via Docusign Leah Bush leah.bush@cityofdenton.com Assistant City Attorney Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Sent: 5/6/2026 11:06:47 AM Viewed: 5/6/2026 4:52:20 PM Signed: 5/7/2026 1:52:10 PM Electronic Record and Signature Disclosure: Not Offered via Docusign Sean Egan Sean.Egan@aspentech.com Vice President of Finance Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 2600:387:f:5d0e::40 Signed using mobile Sent: 5/7/2026 1:52:14 PM Viewed: 5/7/2026 2:24:14 PM Signed: 5/7/2026 5:09:38 PM Electronic Record and Signature Disclosure: Accepted: 5/7/2026 2:24:14 PM ID: dcea1448-85ae-473b-b047-9b9f12a44edb Signer Events Signature Timestamp Antonio Puente, Jr. Antonio.Puente@cityofdenton.com DME General Manager Denton Municipal Electric Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.104 Sent: 5/7/2026 5:09:42 PM Viewed: 5/7/2026 5:15:39 PM Signed: 5/7/2026 5:15:55 PM Electronic Record and Signature Disclosure: Accepted: 5/7/2026 5:15:39 PM ID: 5200249f-86e4-4a33-b5eb-4c6d5d6a6b91 Cheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 198.49.140.10 Sent: 5/7/2026 5:15:58 PM Viewed: 6/17/2026 10:05:33 AM Signed: 6/17/2026 10:05:58 AM Electronic Record and Signature Disclosure: Not Offered via Docusign Cassey Ogden Cassey.Ogden@cityofdenton.com Interim City Manager City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Sent: 6/17/2026 10:06:01 AM Viewed: 6/17/2026 11:21:02 AM Signed: 6/17/2026 11:21:06 AM Electronic Record and Signature Disclosure: Not Offered via Docusign Kristi Fogle kristi.fogle@cityofdenton.com Chief of Staff Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.104 Sent: 6/17/2026 11:21:09 AM Viewed: 6/18/2026 6:08:45 PM Signed: 6/18/2026 6:09:53 PM Electronic Record and Signature Disclosure: Accepted: 6/18/2026 6:08:45 PM ID: 2b59cddd-8c27-4cbd-b694-f2acbf0e5b73 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: 5/6/2026 11:00:27 AM Electronic Record and Signature Disclosure: Not Offered via Docusign Carbon Copy Events Status Timestamp Steve Dworak steve.dworak@emerson.com Security Level: Email, Account Authentication (None) Sent: 5/7/2026 1:52:14 PM Viewed: 5/7/2026 1:59:19 PM Electronic Record and Signature Disclosure: Not Offered via Docusign Gretna Jones gretna.jones@cityofdenton.com Legal Secretary City of Denton Security Level: Email, Account Authentication (None) Sent: 5/7/2026 5:15:58 PM Viewed: 5/11/2026 10:58:02 AM Electronic Record and Signature Disclosure: Not Offered via Docusign City Secretary Office citysecretary@cityofdenton.com Security Level: Email, Account Authentication (None) Sent: 6/18/2026 6:09:55 PM Electronic Record and Signature Disclosure: Not Offered via Docusign Jerry Looper jerry.looper@cityofdenton.com Exe Manager System Operations/Compliance Security Level: Email, Account Authentication (None) Sent: 6/18/2026 6:09:56 PM Electronic Record and Signature Disclosure: Accepted: 6/4/2026 3:53:40 PM ID: 296de752-b6d5-42d8-9ed6-76f30951823e Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 5/6/2026 10:41:49 AM Envelope Updated Security Checked 5/6/2026 10:59:59 AM Certified Delivered Security Checked 6/18/2026 6:08:45 PM Signing Complete Security Checked 6/18/2026 6:09:53 PM Completed Security Checked 6/18/2026 6:09:57 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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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: Sean Egan, Antonio Puente, Jr., Kristi Fogle, Jerry Looper 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.