6587 - ERLPhase Tesla 4000 Fault Recorders Contract EXECUTED
Docusign City Council Transmittal Coversheet
File Name
Purchasing Contact
City Council Target Date
Contract Value
Piggy Back Option
Contract Expiration
Ordinance
DocuSign Envelope ID: 35AC2AC3-CA51-4CEE-A5B5-22CE27A68BB0
10/17/17
File 6587
ERLPhase Tesla 4000 Fault Recorders
no
$293,216
Karen Smith
10/17/2020
2017-315
Contract 6587
CONTRACT BY AND BETWEEN
CITY OF DENTON, TEXAS AND ERLPHASE POWER TECHNOLOGIES, LTD
(Contract 6587)
THIS CONTRACT is made and entered into this date _______________________, by
and between ERLPhase Technologies, Ltd., a corporation, whose address is 74 Scurfield Blvd.,
Winnipeg, MB R3Y 1G4, hereinafter referred to as "Supplier," and the CITY OF DENTON,
TEXAS, a home rule municipal corporation, hereinafter referred to as "City," to be effective upon
approval of the Denton City Council and subsequent execution of this Contract by the Denton City
Manager or his duly authorized designee.
For and in consideration of the covenants and agreements contained herein, and for the
mutual benefits to be obtained hereby, the parties agree as follows:
SCOPE OF SERVICES
Supplier shall provide products in accordance with the Supplier’s proposal in response
thereto, a copy of which is attached hereto and incorporated herein for all purposes as Exhibit
"B". The Contract consists of this written agreement and the following items which are attached
hereto, or on file, and incorporated herein by reference:
(a) Special Terms and Conditions (Exhibit “A”);
(b) Supplier’s Proposal. (Exhibit "B");
(c) Certificate of Interested Parties Electronic Filing (Exhibit “C”);
(d) Form CIQ – Conflict of Interest Questionnaire (Exhibit "D")
These documents make up the Contract documents and what is called for by one shall be
as binding as if called for by all. In the event of an inconsistency or conflict in any of the provisions
of the Contract documents, the inconsistency or conflict shall be resolved by giving precedence
first to the written agreement then to the contract documents in the order in which they are listed
above. These documents shall be referred to collectively as “Contract Documents.”
IN WITNESS WHEREOF, the parties of these presents have executed this agreement in
the year and day first above written.
DocuSign Envelope ID: 35AC2AC3-CA51-4CEE-A5B5-22CE27A68BB0
October 17, 2020
Contract 6587
SUPPLIER
BY: ______________________________
AUTHORIZED SIGNATURE
Date: _______________________________
Name:______________________________
Title: _______________________________
___________________________________
PHONE NUMBER
___________________________________
EMAIL ADDRESS
___________________________________
TEXAS ETHICS COMMISSION
CERTIFICATE NUMBER
CITY OF DENTON, TEXAS
ATTEST:
JENNIFER WALTERS, CITY SECRETARY BY: _____________________________
TODD HILEMAN
CITY MANAGER
BY: __________________________________
APPROVED AS TO LEGAL FORM:
AARON LEAL, INTERIM CITY ATTORNEY
BY: _______________________________
DocuSign Envelope ID: 35AC2AC3-CA51-4CEE-A5B5-22CE27A68BB0
ERLPhase Power Technologies Ltd.
214-930-5906
cgibson@erlphase.com
Regional Sales Manager
2017-270532
10/11/2017
Craig Gibson
Contract 6587
Exhibit A
Special Terms and Conditions
1. The Quantities
The quantities indicated on Exhibit B are estimates based upon the best available information. The
City reserves the right to increase or decrease the quantities to meet its actual needs without any
adjustments in the bid price. Individual purchase orders will be issued on an as needed basis.
2. Product Changes During Contract Term
The supplier shall not change specifications during the contract term without prior approval. Any
deviation in the specifications or change in the product must be approved in advance by the City
of Denton. Notice of a change shall be submitted in writing to
dentonpurchasing@cityofdenton.com, with the above file number in the subject line, for review.
Products found to have changed specifications without notification, and acceptance, will be
returned at the supplier’s expense. Products that have been installed will be replaced at the
supplier’s expense.
3. Contract Terms
The contract term will be three (3) years, effective from date of contract execution as determined
by the City of Denton Purchasing Department. The contract may be extended six months if agreed
upon by both parties.
4. Total Contract Amount
The contract total shall not exceed $293,216. Pricing shall be per Exhibit B attached.
5. Delivery Lead Time
Products or services will be delivered four to six weeks after the receipt of order from the City.
DocuSign Envelope ID: 35AC2AC3-CA51-4CEE-A5B5-22CE27A68BB0
ERLPhase Power Technologies Ltd.
Customer Quotation
ERL Phase Quote # 20002898
Quote Date (M.D.Y)
Valid Date (M.D.Y)
Sales Manager
Phone No/ E-mail
AUG.10.2017
AUG.10.2020
Gibson, Craig P.
214-930-5906 /Cgibson@erlphase.com
74 Scurfield Blvd.
Winnipeg, MB R3Y 1G4
Tel: 204-477-0591
Fax: 204-478-1697
www.erlphase.com
Customer Contact Information
Requested By : Mark Zimmerer
Phone : 940-349-7169
Email : Mark.Zimmerer@cityofdenton.com
End User Name: Denton Municipal Electric
End User Substation:
Customer Enq.Number: Email 10/08/2017
Pos. Item.No Material Qty Unit Price
USD
Unit
Discount
Net Price
USD
10 113931 TESLA 4000 ( 36-16P-0-2-60-0-0 ) 11 EA 21,106.00 232,166.00
36 AI, 64 DI, 8 DO
16P: 16GB w/ PMU
No Internal Modem
2: Ethernet 401=Cu, 402=Cu
60: 60 Hz
0: Not CE Marked
0: Not conformal coated
20
114154
MDL 401026, PT Module, DIN
47 EA
323.00
15,181.00
30 101783 5A Split Core CT, Mdl 401013 232 EA 137.00 31,784.00
The Split Core CT works in
conjunction with the TESLA
disturbance fault
recorder to monitor secondary
currents.
40
113834
Split Core End Mount Bracket
232 EA
15.00
3,480.00
50 109971 RecordBase CS - CD 1 EA 9,900.00 9,900.00
.
Freight not included 705.00
Total Quotation Value 293,216.00
Special Note
Please Include a reference to the ERLPhase Quote #: 20002898 on all Purchase Order.
Freight is included in Quotation, All applicable Taxes extra.
Should you wish to proceed with an order, we require a formal Purchase Order (PO) with all the required information as per the pre-order
checklist below.
Additional Note
Quotation To 500766
Denton Municipal Electric
1671 Spencer Road
DENTON TX 76205
USA
Payment and Shipping Information
Payment Terms : Net 30 Days
Delivery Terms
Shipment Date
: DDP, Denton, TX
: 4-6 Weeks ARO
Exhibit B
Contract 6587
DocuSign Envelope ID: 35AC2AC3-CA51-4CEE-A5B5-22CE27A68BB0
ERLPhase Power Technologies Ltd.
Customer Quotation
ERL Phase Quote # 20002898
Customer PO # Email 10/08/2017
Sales Manager Gibson, Craig P.
Phone No/ E-mail 214-930-5906 /Cgibson@erlphase.com
74 Scurfield Blvd.
Winnipeg, MB R3Y 1G4
Tel: 204-477-0591
Fax: 204-478-1697
www.erlphase.com
Page
2
Warranty: Ten-Year Relay and Recorder limited warranty, refer to "ERLPHASE Relay &
Recorder Standard Terms and Conditions" for details.
End of Quotation
"Please provide the following information on your purchase order"
1. Purchase Order Number
2. Company Name, Billing and Shipping Address
3. Contact Name, Phone, Email Address
4. Delivery Term (For collect shipments via any courier, provide account number)
5. Our Product Part Number and configuration
6. Unit Price USD / CAD and Total Price USD / CAD
7. Requested Ship Date
8. End user information: Company Name, Sub Station and Location
Payment Remittance Information
ERLPhase Power Technologies Ltd
74, Scurfield Blvd
Winnipeg MB
Canada R3Y 1G4
Phone: 204-477-0591
Fax : 204-478-1697
For ERLPHASE customer service and
product information please contact us
at
Phone: 204-477-0591
Fax : 204-478-1697
Email: info@erlphase.com
Exhibit B
Contract 6587
DocuSign Envelope ID: 35AC2AC3-CA51-4CEE-A5B5-22CE27A68BB0
ERLPhase Power Technologies Limited
Page
1
STANDARD TERMS AND CONDITIONS
The following terms and conditions apply to all sales of goods, equipment, software
or accessories (collectively, "Products"), by ERLPhase to the Purchaser. By placing
its order for Products from ERLPhase, Purchaser agrees to be bound by the following
terms. In the event of any conflict between the following terms and any terms in any
purchaser order or other documentation originating with Purchaser, these Standard
Terms and Conditions shall control unless expressly and specifically agreed to in
writing by ERLPhase.
1. PRICE
All prices are firm and shall not be subject to change. The price will be based on
Customer Order Confirmation. In the event of price reduction, all Products not
shipped as of the effective date of the reduction (except shipment held by request of
the Purchaser) will be invoiced at the reduced price. Goods already shipped are not
subject to price reduction. Orders on a bid or contract basis are not subject to this
clause.
2. TAXES
Any applicable duties or sales, use, excise, value-added or similar taxes will be the
responsibility of Purchaser, and are added to the price and invoice separately
(unless an acceptable exemption certificate is furnished).
3. TERMS OF PAYMENTS
All payments shall be in United States dollars (unless specifically mentioned in our
customer order confirmation) and payment is due for all items upon shipment. For any
orders involving a single price but multiple shipments, a pro rata payment, in an
amount reasonably determined by ERLPhase, shall be due upon each shipment. Any amount
which remains unpaid more than thirty days after it is due may, at the sole
discretion of ERLPhase, bear interest at a rate of 1.5% per month.
4. DELIVERY AND PASSAGE OF TITLE
The term "shipment" means delivery to the initial carrier in accordance with the
delivery terms of this Order. ERLPhase may make partial shipments. All shipments of
Products shall be delivered DDP, jobsite, Denton, TX and title and liability for
loss or damage thereto shall pass to Purchaser upon delivery of the Products to
Purchaser, and any loss or damage thereto shall pass to the Purchaser upon delivery
of the Products , and any loss or damage thereafter shall not relieve Purchaser from
any obligation hereunder.
All delivery designations are INCOTERMS 2000.
Exhibit B
Contract 6587
DocuSign Envelope ID: 35AC2AC3-CA51-4CEE-A5B5-22CE27A68BB0
ERLPhase Power Technologies Limited
Page
2
5. DELAYED SHIPMENT & STORAGE
Any item of the Products on which manufacture or shipment is delayed by Purchaser or
by causes which affect Purchaser's ability to receive the Products may be placed in
storage by ERLPhase for Purchaser's account and risk, and Purchaser shall pay all
charges for storage, trucking and other incidental expenses incurred by ERLPhase. In
the event of delayed shipment, ERLPhase may invoice Purchaser upon completion of
manufacture or upon date the Products would have been ready for shipment.
6. FORCE MAJEURE
If ERLPhase suffers delay in performance due to any cause beyond its reasonable
control, including but not limited to act of God, act or failure to act of
government, act or omission of Purchaser, war, fire, flood, strike or labor trouble,
sabotage, or delay in obtaining from others suitable services, materials, components,
equipment or transportation, the time of performance shall be extended for a period
of time equal to the period of the delay and its consequences. ERLPhase will give to
Purchaser notice in writing within a reasonable time after ERLPhase becomes aware of
any such delay.
7. NON-CANCELLATION
Purchaser may not cancel or terminate for convenience, or direct suspension of
manufacture, except with ERLPhase's written consent, whichmay be conditioned upon, at
ERLPhase's discretion, payment of additional amounts to compensate ERLPhase for its
engineering, fabrication and purchasing charges and any other costs relating to such
cancellation, termination or suspension, plus a reasonable amount for profit.
8. GOODS RETURNED FOR CREDIT
ERLPhase will not accept Products for return unless an authorization for such return
has been issued by ERLPhase in writing. Only Products currently manufactured by
ERLPhase and invoiced within the preceding twelve month period will be considered for
return. If ERLPhase's permission to return any Products is granted, the amount of
credit will be governed by the facts in each case. Credit issued for any item not
returned in its original crate or carton will be subject to a deduction to compensate
for crate or carton replacement. Special Products fabricated to order are not
returnable under any conditions.
Exhibit B
Contract 6587
DocuSign Envelope ID: 35AC2AC3-CA51-4CEE-A5B5-22CE27A68BB0
ERLPhase Power Technologies Limited
Page
3
9. WARRANTY AND REMEDY
ERLPhase warrants that on the date of shipment to Purchaser any Products manufactured
or created by ERLPhase will conform to ERLPhase's published written specifications
for such Products as of the date of shipment. THIS WARRANTY CONSTITUTES THE ONLY
WARRANTY OF ERLPHASE WITH RESPECT TO ANY PRODUCTS SUPPLIED BY ERLPHASE. ERLPHASE
EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, INCLUDING BUT NOT LIMITED TO ANY IMPLIED
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR PARTICULAR PURPOSE. If within ten years
from date of shipment by ERLPhase, of any item of the Products, Purchaser discovers
that such item was not as warranted above and promptly notifies ERLPhase in writing
thereof, ERLPhase shall remedy such defect by, at ERLPhase#s option, adjustment,
repair or replacement of the item and any affected part of the Products. Purchaser
shall assume all responsibility and expense for removal, reinstallation and freight
in connection with the foregoing remedy. The same obligations and conditions shall
extend to replacement items furnished by ERLPhase hereunder. ERLPhase shall have the
right of disposal of items replaced by it. Purchaser shall grant ERLPhase access to
the goods at all reasonable times in order for ERLPhase to determine any defect in
the goods. The foregoing states Purchaser's exclusive remedy against ERLPhase and its
suppliers for any defect in the goods or for failure of the goods to be as warranted,
whether Purchaser's remedy is based on the contract, warranty, failure of such remedy
to achieve its essential purpose, tort (including negligence), strict liability,
indemnity or any other legal theory, and whether arising out of warranties,
representations, instructions, installations or defects from any cause. This Warranty
shall be void in its entirety if the Purchaser chooses not to implement product
maintenance releases to the Products. The warranty set forth in this section does not
extend to any item of the Products which have not been manufactured by ERLPhase.
ERLPhase shall also have no responsibility and this warranty shall not apply if, in
ERLPhase's sole judgment, the Products have been improperly stored, handled or
installed, if the Products have not been operated or maintained according to their
ratings or according to instructions in ERLPhase or supplier furnished manuals, or if
unauthorized repairs or modifications have been made to the Products. This warranty
will also not cover damage due to acts of God, power failures, lightning, fire,
flood, severe weather, hailstorms, insects and pest infestation, and other events
reasonable beyond ERLPhase's control. Warranty coverage does not include any
transportation costs for return of Products or for reshipment of any repaired or
replaced Products, or costs associated with removal, installation or reinstallation
of Products.
Exhibit B
Contract 6587
DocuSign Envelope ID: 35AC2AC3-CA51-4CEE-A5B5-22CE27A68BB0
ERLPhase Power Technologies Limited
Page
4
10. LIMITATION OF LIABILITY
Neither ERLPhase nor its suppliers shall be liable, whether in contract, warranty,
failure of a remedy to achieve its essential purpose, tort (including negligence),
strict liability, indemnity or any other legal theory, for loss of use, revenue or
profit, or for cost of capital or of substitute use or performance, or for indirect,
special, liquidated, incidental or consequential damages, or for any other loss or
cost of a similar type, or for claims by Purchaser for damages of Purchaser's
customers. ERLPhase's maximum liability under this contract shall be the contract
price. ERLPhase and Purchaser agree that the exclusions and limitations set forth in
this article are separate and independent from any remedies which Purchaser may have
hereunder and shall be given full force and effect whether or not any or all such
remedies shall be deemed to have failed of their essential purpose. In all cases,
ERLPhases's total liability will be limited to the price of Products provided or
services performed by ERLPhase. NO IMPLIED STATUTORY WARRANT OF MERCHANTABILITY OR
FITNESS FOR A PARTICULAR PURPOSE SHALL APPLY.
11. NUCLEAR
Purchaser represents and warrants that the Products covered by this contract shall
not be used in or in connection with a nuclear facility or application. If Purchaser
is unable to make such representation and warranty, the Purchaser agrees to indemnify
and hold harmless ERLPhase and to waive and require its insurers to waive all rights
of recovery against ERLPhase for any damage, loss, destruction, injury of death from
a "nuclear incident", as that term is defined in the Atomic Act of 1954,as amended,
whether or not due to ERLPhase's negligence.
12. PATENTS
Subject to the limitations herein, ERLPhase will defend any suit or proceeding
brought against Purchaser if it is based on a claim that any product furnished
hereunder constitutes an infringement of any U.S. or Canadian intellectual property
rights. ERLPhase must be notified promptly in writing and given full and complete
authority, information and assistance (at ERLPhase's expense) for defense of the
suit. ERLPhase will pay damages and costs therein awarded against Purchaser but shall
not be responsible for any compromise made without its consent. In no event shall
ERLPhase's liability for such damages and costs (including legal costs) exceed the
contractual value of the Products or software supplied by ERLPhase to Purchaser that
are the subject of the lawsuit. In providing such defense, or in the event that such
product is held to constitute infringement and the use of the product is enjoined,
ERLPhase, in its discretion, shall procure the right to continue using such product
or software, or modify it so that it becomes noninfringing, or remove it and grant
Purchaser a credit for the depreciated value thereof. ERLPhase's indemnity does not
extend to claims of infringement arising from ERLPhase's compliance with Purchaser's
design, specifications and/or instructions, or use of any product in combination with
other products or in connection with a manufacturing or other process, or from a
modification of the Products without the consent of ERLPhase. The foregoing remedy is
exclusive and constitutes ERLPhase's sole obligation for any claim of intellectual
property infringement and ERLPhase makes no warranty that products sold hereunder
will not infringe any intellectual property rights.
Exhibit B
Contract 6587
DocuSign Envelope ID: 35AC2AC3-CA51-4CEE-A5B5-22CE27A68BB0
ERLPhase Power Technologies Limited
Page
5
13. INTELLECTUAL PROPERTY
Purchaser acknowledges that the Products may contain ERLPhase's intellectual
property, including but not limited to patents, copyrights, derivative works, mask
work rights, trademarks, tradenames, trade secrets, and proprietary technical know
how, embodied in hardware, software, or technical information, or some combination
thereof. Purchase agrees that, as between Purchaser and ERLPhase, the ownership of
all patents, copyrights, derivative works, mask work rights, trademarks, tradenames,
trade secrets, and all other intellectual property contained in the Products remains
with ERLPhase and none is transferred to Purchaser. Notwithstanding any provisions to
the contrary (including but not limited to provisions regarding transfer of title),
Purchaser acknowledges that a sale of the products does not constitute a sale of any
of ERLPhase's intellectual property rights and does not convey any license by
implication, estoppel or otherwise covering the Products or the intellectual property
contained therein, except solely that, conditioned upon Purchaser's full performance
of its obligations to ERLPhase, Purchaser shall receive a limited, non-exclusive,
non-transferable right to use such intellectual property solely for the purpose of
and only to the extent necessary for, use of the Products in accordance with
ERLPhase's published specifications and user documentation. Purchaser shall not
reverse engineer, decompile, disassemble, translate, copy, modify alter or otherwise
change any Product or part thereof (including without limitation any software
provided by ERLPhase).
14. GOVERNING LAW AND ASSIGNMENT
The laws of the State of Texas, USA with a venue in the U.S Federal District Court,
unless otherwise determined by ERLPhase at the time of order, without reference to
choice of law principles shall govern the validity, interpretation and enforcement of
this contract. The application of the United Nations Convention on Contract for
International Sales of Goods shall be excluded. Assignment may be made only with
written consent of both parties; provided, however, ERLPhase may assign to its
affiliate without Purchaser's consent or in connection with any transfer of all or
substantially all of the assets or business of ERLPhase or any portion or division
thereof, including, but not limited to, by way of a sale or transfer of assets or
merger, amalgamation, arrangement or other form of reorganization.
15. ATTORNEY FEES
Purchaser shall be liable to ERLPhase for any attorney fees and costs incurred by
ERLPhase in enforcing any of its rights hereunder. ERLPhase shall be liable to
Purchaser for any attorney fees and costs incurred by Purchaser in enforcing any
of its rights hereunder.
16. STATUTE OF LIMITATIONS
To the extent permitted by applicable law, any lawsuit for breach of contract,
including breach of warranty, arising out of the transactions covered by this
contract, must be commenced not later than twenty-four (24) months from the date the
cause of action accrued.
Exhibit B
Contract 6587
DocuSign Envelope ID: 35AC2AC3-CA51-4CEE-A5B5-22CE27A68BB0
ERLPhase Power Technologies Limited
Page
6
17. LEGAL COMPLIANCE
Purchaser at all times shall comply with all applicable federal, state and local laws
and regulations. Export of the products covered by this agreement may be subject to
export license control by the government of the U.S. and Canada. It is Purchaser's
responsibility to obtain any licenses which may be required under the applicable laws
of the U.S. and Canada including the Export Administration Act and regulations
promulgated thereunder.
18. CHANGES IN LAW AND REGULATIONS
ERLPhase prices and timely performance is based on all applicable laws, rules,
regulations, orders, codes, standards or requirements of governmental authorities
effective on the date of ERLPhase proposal. Any change to any law, rule, regulation,
order, code, standard or requirement which requires any change hereunder shall
entitle ERLPhase to an equitable adjustment in the prices and at any time of
performance.
19. WAIVER
No claim or right arising out of a breach of this Contract can be discharged in whole
or in part by a waiver or renunciation unless supported by consideration and made in
writing signed by the aggrieved party. Either party's failure to enforce any
provisions hereof shall notbe construed a waiver of a party's right thereafter to
enforce each and every such provision.
20. ENTIRE AGREEMENT
Our Customer Order Confirmation, with documents as are expressly incorporated by
reference, is intended as a complete, exclusive and final expression of the parties'
agreement with respect to such terms as are included herein. Our Customer Order
Confirmation may be executed in one or more counterparts, each of which shall for all
purposes be deemed an original and all of which shall constitute the same instrument.
No course of prior dealings and no usage of the trade shall be relevant to determine
the meaning of Our Customer Order Confirmation even though the accepting or
acquiescing party has knowledge of the performance and opportunity for objection. The
term "including" shall mean and be construed as "including, but not limited to",
unless expressly stated to the contrary. The invalidity, in whole or in part, of any
of the foregoing articles or paragraphs of Our Customer Order Confirmation shall not
affect the remainder of such articles or paragraphs or any other article or paragraph
of Our Customer Order Confirmation.
Exhibit B
Contract 6587
DocuSign Envelope ID: 35AC2AC3-CA51-4CEE-A5B5-22CE27A68BB0
Contract 6587
Exhibit C
Certificate of Interested Parties Electronic Filing
In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the
Government Code. The law states that the City may not enter into this contract unless the
Contractor submits a disclosure of interested parties (Form 1295) to the City at the time the
Contractor submits the signed contract. The Texas Ethics Commission has adopted rules requiring
the business entity to file Form 1295 electronically with the Commission.
Contractor will be required to furnish an original notarized Certificate of Interest Parties
before the contract is awarded, in accordance with Government Code 2252.908.
The contractor shall:
1. Log onto the State Ethics Commission Website at :
https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm
2. Register utilizing the tutorial provided by the State
3. Print a copy of the completed Form 1295
4. Enter the Certificate Number on page 2 of this contract.
5. Sign and notarize the Form 1295
6. Email the notarized form to purchasing@cityofdenton.com with the contract number in the
subject line. (EX: Contract 1234 – Form 1295)
The City must acknowledge the receipt of the filed Form 1295 not later th an the 30th day after
Council award. Once a Form 1295 is acknowledged, it will be posted to the Texas Ethics
Commission’s website within seven business days.
DocuSign Envelope ID: 35AC2AC3-CA51-4CEE-A5B5-22CE27A68BB0
Exhibit
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 relat ionship as
defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Sec tion 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 s ection 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 gov ernment 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: 35AC2AC3-CA51-4CEE-A5B5-22CE27A68BB0
D
X
X
X
ERLPhase Power Technologies Ltd.
Tom Hileman
10/11/2017
X
No relationship to Vendor
Certificate Of Completion
Envelope Id: 35AC2AC3CA514CEEA5B522CE27A68BB0 Status: Completed
Subject: Please DocuSign: City Council Contract 6587
Source Envelope:
Document Pages: 14 Signatures: 5 Envelope Originator:
Certificate Pages: 6 Initials: 0 Karen E. Smith
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-06:00) Central Time (US & Canada)
karen.smith@cityofdenton.com
IP Address: 129.120.6.150
Record Tracking
Status: Original
10/9/2017 8:16:18 AM
Holder: Karen E. Smith
karen.smith@cityofdenton.com
Location: DocuSign
Signer Events Signature Timestamp
Karen E. Smith
karen.smith@cityofdenton.com
Interim Purchasing Manager
City of Denton
Security Level: Email, Account Authentication
(Optional)
Completed
Using IP Address: 129.120.6.150
Sent: 10/9/2017 8:19:16 AM
Viewed: 10/9/2017 8:19:30 AM
Signed: 10/9/2017 8:20:57 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Craig Gibson
cgibson@erlphase.com
Regional Sales Manager
ERLPhase Power Technologies Ltd.
Security Level: Email, Account Authentication
(Optional)
Using IP Address: 192.136.228.113
Sent: 10/9/2017 8:20:58 AM
Viewed: 10/10/2017 7:23:06 AM
Signed: 10/11/2017 8:07:49 AM
Electronic Record and Signature Disclosure:
Accepted: 10/10/2017 7:23:06 AM
ID: d35d48dd-fa98-4e58-8ccb-42c051e6d0bc
Jennifer DeCurtis
jennifer.decurtis@cityofdenton.com
Deputy City Attorney
City of Denton
Security Level: Email, Account Authentication
(Optional)
Using IP Address: 129.120.6.150
Sent: 10/11/2017 8:07:52 AM
Viewed: 10/11/2017 10:30:03 AM
Signed: 10/11/2017 10:30:13 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Julia Winkley
julia.winkley@cityofdenton.com
Contracts Administration Supervisor
City of Denton
Security Level: Email, Account Authentication
(Optional)
Completed
Using IP Address: 129.120.6.150
Sent: 10/11/2017 10:30:15 AM
Viewed: 10/17/2017 4:39:24 PM
Signed: 10/17/2017 4:39:46 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Todd Hileman
Todd.Hileman@cityofdenton.com
City Manager
City of Denton
Security Level: Email, Account Authentication
(Optional)
Using IP Address: 47.190.47.120
Sent: 10/17/2017 4:39:50 PM
Viewed: 10/17/2017 5:48:12 PM
Signed: 10/17/2017 5:48:21 PM
Signer Events Signature Timestamp
Electronic Record and Signature Disclosure:
Accepted: 7/25/2017 11:02:14 AM
ID: 57619fbf-2aec-4b1f-805d-6bd7d9966f21
Jennifer Walters
jennifer.walters@cityofdenton.com
City Secretary
City of Denton
Security Level: Email, Account Authentication
(Optional)
Using IP Address: 129.120.6.150
Sent: 10/17/2017 5:48:23 PM
Viewed: 10/18/2017 11:35:16 AM
Signed: 10/19/2017 1:07:53 PM
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
Sherri Thurman
sherri.thurman@cityofdenton.com
Security Level: Email, Account Authentication
(Optional)
Sent: 10/11/2017 8:07:50 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Julia Winkley
julia.winkley@cityofdenton.com
Contracts Administration Supervisor
City of Denton
Security Level: Email, Account Authentication
(Optional)
Sent: 10/11/2017 8:07:51 AM
Viewed: 10/11/2017 9:38:44 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Jane Richardson
jane.richardson@cityofdenton.com
Assistant City Secretary
City of Denton
Security Level: Email, Account Authentication
(Optional)
Sent: 10/17/2017 4:39:48 PM
Viewed: 10/18/2017 12:32:45 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Robin Fox
Robin.fox@cityofdenton.com
Security Level: Email, Account Authentication
(Optional)
Sent: 10/17/2017 4:39:49 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Carbon Copy Events Status Timestamp
Jennifer Bridges
jennifer.bridges@cityofdenton.com
Procurement Assistant
City of Denton
Security Level: Email, Account Authentication
(Optional)
Sent: 10/19/2017 1:07:55 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Jane Richardson
jane.richardson@cityofdenton.com
Assistant City Secretary
City of Denton
Security Level: Email, Account Authentication
(Optional)
Sent: 10/19/2017 1:07:56 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
laura cheek
laura.cheek@cityofdenton.com
Security Level: Email, Account Authentication
(Optional)
Sent: 10/19/2017 1:07:56 PM
Viewed: 10/19/2017 1:14:04 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 10/19/2017 1:07:56 PM
Certified Delivered Security Checked 10/19/2017 1:07:56 PM
Signing Complete Security Checked 10/19/2017 1:07:56 PM
Completed Security Checked 10/19/2017 1:07:56 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. 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: Craig Gibson, Todd Hileman
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.