8135 - Contract Executed
Docusign City Council Transmittal Coversheet
File Name
Purchasing Contact
City Council Target Date
Piggy Back Option
Contract Expiration
Ordinance
DocuSign Envelope ID: A30108CC-22DB-448E-BDD2-444558916A70
Gabby Leeper
8135
Not Applicable
Hoopla Digital Content
FILE
NOVEMBER 15, 2027
NOVEMBER 15, 2022
22-2293
Contract 8135
CONTRACT BY AND BETWEEN
CITY OF DENTON, TEXAS AND MIDWEST TAPE, LLC
(Contract 8135)
THIS CONTRACT is made and entered into this date _______________________, by
and between Midwest Tape, LLC an Ohio limited liability company whose address is 1417
Timberwolf Dr Holland, Ohio 43528, hereinafter referred to as "Contractor," 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
Contractor shall provide products in accordance with the City’s File # 8135 Hoopla Digital
Content, a copy of which is on file at the office of Purchasing Agent and incorporated herein for
all purposes. 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) City of Denton’s File 8135 (Exhibit “B” on file at the office of the Purchasing
Agent);
(c) Midwest Tape Terms and Conditions (Exhibit “C”);
(d) Certificate of Interested Parties Electronic Filing (Exhibit “D”);
(e) Form CIQ – Conflict of Interest Questionnaire (Exhibit "F")
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.”
Prohibition on Contracts with Companies Boycotting Israel
Contractor acknowledges that in accordance with Chapter 2271 of the Texas Government Code, City is
prohibited from entering into a contract with a company for goods or services unless the contract contains
a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel
during the term of the contract. The terms “boycott Israel” and “company” shall have the meanings ascribed
to those terms in Section 808.001 of the Texas Government Code. By signing this agreement, Contractor
certifies that Contractor’s signature provides written verification to the City that Contractor: (1) does not
boycott Israel; and (2) will not boycott Israel during the term of the agreement. Failure to meet or
maintain the requirements under this provision will be considered a material breach.
Prohibition on Contracts with Companies Boycotting Certain Energy Companies
Contractor acknowledges that in accordance with Chapter 2274 of the Texas Government Code, City is
prohibited from entering into a contract with a company for goods or services unless the contract contains
written verification from the company that it (1) does not boycott energy companies; and (2) will not boycott
energy companies during the term of the contract. The terms “boycott energy company” and “company”
shall have the meanings ascribed to those terms in Section 809.001 of the Texas Government Code. By
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Contract 8135
signing this agreement, Contractor certifies that Contractor’s signature provides written verification to
the City that Contractor: (1) does not boycott energy companies; and (2) will not boycott energy
companies during the term of the agreement. Failure to meet or maintain the requirements under this
provision will be considered a material breach.
Prohibition on Contracts with Companies Boycotting Certain Firearm Entities and Firearm Trade
Associations
Contractor acknowledges that in accordance with Chapter 2274 of the Texas Government Code, City is
prohibited from entering into a contract with a company for goods or services unless the contract contains
written verification from the company that it (1) does not have a practice, policy, guidance, or directive that
discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the
term of the contract against a firearm entity or firearm trade association. The terms “discriminate against a
firearm entity or firearm trade association,” “firearm entity” and “firearm trade association” shall have the
meanings ascribed to those terms in Chapter 2274 of the Texas Government Code. By signing this
agreement, Contractor certifies that Contractor’s signature provides written verification to the City that
Contractor: (1) does not have a practice, policy, guidance, or directive that discriminates against a
firearm entity or firearm trade association; and (2) will not discriminate during the term of the contract
against a firearm entity or firearm trade association. Failure to meet or maintain the requirements under
this provision will be considered a material breach.
Prohibition On Contracts With Companies Doing Business with Iran, Sudan, or a Foreign
Terrorist Organization
Sections 2252 and 2270 of the Texas Government Code restricts CITY from contracting with companies
that do business with Iran, Sudan, or a foreign terrorist organization. By signing this agreement,
Contractor certifies that Contractor’s signature provides written verification to the City that Contractor,
pursuant to Chapters 2252 and 2270, is not ineligible to enter into this agreement and will not become
ineligible to receive payments under this agreement by doing business with Iran, Sudan, or a foreign
terrorist organization. Failure to meet or maintain the requirements under this provision will be considered
a material breach.
Termination Right for Contracts with Companies Doing Business with Certain Foreign-Owned
Companies
The City of Denton may terminate this Contract immediately without any further liability if the City of
Denton determines, in its sole judgment, that this Contract meets the requirements under Chapter 2274, and
Contractor is, or will be in the future, (i) owned by or the majority of stock or other ownership interest of
the company is held or controlled by individuals who are citizens of China, Iran, North Korea, Russia, or
other designated country (ii) directly controlled by the Government of China, Iran, North Korea, Russia, or
other designated country, or (iii) is headquartered in China, Iran, North Korea, Russia, or other designated
country.
The parties agree to transact business electronically. Any statutory requirements that certain terms
be in writing will be satisfied using electronic documents and signing. Electronic signing of this
document will be deemed an original for all legal purposes.
IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year
and day first above written.
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Contract 8135
CONTRACTOR
BY:______________________________
AUTHORIZED SIGNATURE
Printed Name:_____________________
Title:____________________________
__________________________________
PHONE NUMBER
_________________________________
EMAIL ADDRESS
___________________________________
TEXAS ETHICS COMMISSION
1295 CERTIFICATE NUMBER
CITY OF DENTON, TEXAS
BY: _____________________________
SARA HENSLEY, CITY MANAGER
ATTEST:
ROSA RIOS, CITY SECRETARY
BY: _______________________________
APPROVED AS TO LEGAL FORM:
MACK REINWAND, CITY ATTORNEY
BY: _______________________________
THIS AGREEMENT HAS BEEN
BOTH REVIEWED AND APPROVED
as to financial and operational obligations
and business terms.
_______________ ________________
SIGNATURE PRINTED NAME
__________________________________
TITLE
__________________________________
DEPARTMENT
DocuSign Envelope ID: A30108CC-22DB-448E-BDD2-444558916A70
Sue Bascuk
sbascuk@midwesttape.com
18008752785
sbascuk@midwesttapes.com
Vice President
Library
Director of Libraries
Jennifer Bekker
Contract 8135
Exhibit A
Special Terms and Conditions
1. Contract Terms
The contract term will be five (5) years, effective from date of award.
The Contract 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 Contractor’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 twelve (12) months.
2. Total Contract Amount
The contract total shall not exceed $484,000.
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hoopla® Digital Media Agreement
This hoopla Digital Media Agreement (“Agreement”) is made as of this day of ,
20 (“Effective Date”) by and between City of Denton, Texas (the “Library”), and Midwest
Tape, LLC.
WHEREAS, Midwest Tape’s hoopla Digital Media Platform (“hoopla,” the “Platform,” or the “hoopla
Platform”) allows participating libraries to provide their users with access to digital media content using
smart phones, tablets, computers, streaming devices, and web browsers;
WHEREAS, the Platform is designed to be accessible 24/7 and offers various licenses to media content
in multiple formats, including, without limitation, movies, television programs, music, audiobooks, eBooks,
and comics, subject to circulation limits (if any) and other settings established by the user’s library system;
and
WHEREAS, the Library wishes to make hoopla available to its authorized users (“Patrons”);
NOW THEREFORE, in consideration of the promises and mutual covenants contained in this Agreement,
and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,
the Library and Midwest Tape (each a “Party” and collectively the “Parties”) agree as follows:
1. DEFINITIONS. The following definitions apply wherever these terms appear in this Agreement,
including the Appendices:
1.1 “Digital Media Platform” means one or more computer programs or applications owned,
maintained, and/or used by Midwest Tape to provide access to Digital Titles and/or to allow the
Library to manage its offering and Patron use of Digital Titles, including the hoopla Application,
hoopla Website, and Library Administration Website.
1.2 “Digital Titles” means any and all digital media content that Midwest Tape makes
available to the Library and its Patrons via the Digital Media Platform during the Term of this
Agreement.
1.3 “Flex Borrow” or “Flex Circulation” means an OCOU Circulation, as defined in
Appendix 2 to this Agreement. As set forth in the attached Appendix 2, a Flex Borrow occurs
when a Patron uses the hoopla Application or hoopla Website to borrow a Digital Title that is at
that time available to that user in the form of a one-copy/one-user (“OCOU”) license owned by
the Library.
1.4 “Flex License” means a one-copy/one user license (“OCOU License”), as set forth in the
attached Appendix 2.
1.5 “hoopla Application” means one or more computer applications maintained, owned,
and/or used by Midwest Tape to provide access for limited periods to Digital Titles (including the
ability to browse, borrow, stream, download, and/or return such titles) using certain streaming
devices, smart phones, tablets, and/or other mobile devices.
1.6 “hoopla Website” means a Midwest Tape website (currently www.hoopladigital.com)
that may be used to access, browse, borrow, stream, and/or return Digital Titles.
Exhibit C- Midwest Tape Terms and Conditions
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1.7 “Instant Borrow” or “Instant Circulation” means a PPU Circulation, as defined in
Appendix 2 to this Agreement. As set forth in the attached Appendix 2, an Instant Borrow occurs
when a Patron uses the hoopla Application or hoopla Website to borrow a Digital Title pursuant
to a pay-per-use (“PPU”) license that is paid for by the Library.
1.8 “Instant License” means a pay-per-use license (“PPU License”), as set forth in the
attached Appendix 2.
1.9 “Intellectual Property Rights” means all rights in and to patents, trademarks, service
marks, trade names, copyrights, trade secrets, technology, software, designs, algorithms, know-
how, as well as moral rights and all other intellectual and proprietary rights of any type under the
laws of any governmental authority.
1.10 “Library Administration Website” means one or more Midwest Tape website(s)
(currently available at www.midwesttapes.com) that may be accessed and utilized by the Library
to obtain OCOU Licenses, manage content available to Patrons in the Platform, and administer
Library policies in regard to Patron use of the Platform.
1.11 “Library Online Catalog” means the website(s) owned, maintained, and/or used by or
for the Library for the purpose of providing information to Patrons and/or the general public about
the Library and its various content offerings, policies, objectives, initiatives, and procedures.
1.12 “Marks” means any trademarks, service marks, trade names, logos, designs, icons,
characters, cover art, styles, trade dress, or other indicators of source associated with any Digital
Titles, including without limitation all translations or transliterations of the foregoing in any
language, or any colorable imitations or modified versions thereof.
1.13 “Midwest Tape” means Midwest Tape, LLC and any of its parents, subsidiaries, or
affiliated entities that are engaged in the business of selling and distributing media content in
digital form to libraries and library users via the Platform.
1.14 “Service Partners” means any third parties that provide digital storage, webhosting, IT
services, data analysis and processing, or distribution or other services to Midwest Tape in
connection with the Platform.
1.15 “Title Summary and Promotional Data” means, with respect to each Digital Title, the
following information and data that is made available to Library pursuant to this Agreement: (i)
title; (ii) author(s), publisher, illustrator(s), narrator(s), actor(s), director(s), producer(s), studio(s),
and similar descriptive information; (iii) if commercially used, the digital object identifier; (iv)
narrative description or summary of the work; (v) cover art and image, graphics, and other images;
(vi) copyright notice; and (vii) any other identifying information.
1.16 “Vendor” means any supplier to Midwest Tape of (i) Digital Title(s); (ii) Title Summary
and Promotional Data; and/or (iii) technology or services necessary for Midwest Tape to provide
the Platform to the Library.
2. Library RIGHTS & OBLIGATIONS.
2.1 Rights. During the Term, and subject to all the terms and limitations set forth in this
Agreement, Midwest Tape grants to the Library the non-exclusive and non-transferrable right to
display and access the Platform and Title Summary and Promotional Data for the limited purpose
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of: (a) allowing Patrons to access, view, and borrow Digital Titles through the Platform and
pursuant to this Agreement; (b) promoting awareness and authorized use of the Platform,
including via postings on the Library Online Catalog; and (c) establishing and implementing
Library-specific policies in regard to use of the Platform by the Library and Patrons, consistent
with this Agreement and the requirements of the Platform.
2.2 Limitations. Except for the limited, non-exclusive, non-transferrable rights expressly
granted to Library under this Agreement, Library shall have no right in or to, or ownership of, the
Platform, Digital Titles, hoopla Application, hoopla Website, Library Administration Website,
Marks, Title Summary and Promotional Data, or any other artwork or materials delivered by or on
behalf of Midwest Tape. The Library shall have no right to access, use, modify, or reproduce any
portion of any source code relating to the Platform, or to make, sell, or distribute any variations or
derivative works of the Platform. The Library agrees to the support and protection of Intellectual
Property Rights (including but not limited to copyright and trademark protections), to discourage
copyright or trademark infringement, to use its best efforts to prohibit Patrons or others from
engaging in such infringement (including by immediately notifying Midwest Tape of any known or
suspected violations of Intellectual Property Rights relating to use of the Platform or the Digital
Titles), and to refrain from facilitating such activity. In addition, the Library will comply with all
other requirements communicated by Midwest Tape with respect to any Intellectual Property
Rights and the Marks.
2.3 No Public Performance Rights. The Library shall have no public performance rights in
the Digital Titles. Accordingly, the Library may not offer any Digital Titles as a performance in
order to entice Patrons or the general public to come to an event, sponsored by the Library or
otherwise.
2.4 General Obligations. To facilitate the successful introduction of the Platform to Patrons,
and the use of the Platform by Patrons, the Library shall: (a) regularly communicate to staff,
Patrons, and the general public served that the Platform is available to Patrons; (b) provide
suitable training opportunities to appropriate Library staff members, so that they understand the
Platform and can assist in the promotion and the use of the Platform by Patrons; (c) regularly
feature prominent links and references to popular Digital Titles and the hoopla Website on the
Library Online Catalog’s homepage; (d) incorporate MARC record data regarding Digital Titles in
the Library’s catalog to enhance the discoverability of key content available in the Platform; (e)
manage all funds designated or appropriated for use of the Platform; (f) participate in the
implementation of the Platform at the Library, including without limitation by providing Midwest
Tape with sufficient and accurate information to identify Patrons of the Library who are authorized
to utilize the Platform; (g) provide Primary Support, as defined below; (h) perform requested
linkage between the Platform and the Library Online Catalog, as well as reasonable technical
services to support and maintain the Platform during the Term; and (i); notify Midwest Tape at
least three (3) business days before any change in any RSS links, ILS configuration, URL
updates, or other equipment or technology that could adversely impact the Platform and/or the
use of the Platform, including any changes that could impact the process of Patron authentication.
2.5 Network Connectivity. The Library is responsible for providing a suitable network and
Internet system for integration of the Platform into the Library Online Catalog or other systems.
2.6 Use of the Library Administration Website. The Library agrees that it is solely
responsible for managing its use of the Library Administration Website and using that website as
designed an in accordance with the Terms and Conditions posted on that website, including by
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establishing, verifying, and maintaining any settings and controls regarding use of the Platform
by Patrons (e.g., limitations on circulations, content restrictions, reporting preferences, etc.).
2.7 Library Systems. The Library is solely responsible for all aspects of catalog integration,
operation, training, support, and/or maintenance necessary for the operation of their
systems. This may include direct integration of the Platform with the Library’s own systems such
as the Library Online Catalog or Library Management System. The Library shall keep its hoopla
account information current with Midwest Tape and promptly alert Midwest Tape to any significant
changes relating to the systems, including but not limited to changes of personnel that could
impact the support, functionality, and/or performance of the Platform.
2.8 Primary Support. The Library is responsible for providing its Patrons with “Primary
Support,” which includes assisting Patrons with the use of the Platform, responding to Patron
questions regarding the functionality and technical requirements of the hoopla Website and the
hoopla Application, and helping Patrons with the process of communicating with Midwest Tape
where necessary and appropriate to obtain additional support and technical assistance.
2.9 No Warranties or Representations to Others. The Library represents and agrees that,
except for the representations, warranties, and promises made to Midwest Tape in this Agreement
or under the Terms and Conditions applicable to the Library Administration Website, neither the
Library nor any of its employees, has made or will make any representations or warranties,
expressed or implied, to anyone concerning the Platform, Digital Titles, hoopla Application, hoopla
Website, and/or Library Administration Website.
2.10 Compliance with Applicable Laws and Regulations. The Library will, at its own
expense, comply with all applicable laws, ordinances, rules, regulations, and other legal
requirements in connection with the Library’s performance under this Agreement.
2.11 Costs and Expenses. The Library is responsible for all of its own expenses and costs
related to its performance under this Agreement. Midwest Tape has no obligation to reimburse
the Library for any expenses or costs incurred by the Library related to this Agreement or to the
performance of the Library’s obligations, including but not limited to any expenses and costs
incurred in the preparation, systems integration, or use of the Digital Media Platform, Library
Administration Website, hoopla Website, and hoopla Application.
3. FEES, PAYMENTS & REPORTING.
3.1 Advance. On or before the Effective Date, the Library shall remit to Midwest Tape an
advance/down payment (“Advance”) in the amount of $_______________, i.e., the amount
indicated for the Library’s service-area population in the attached Appendix 1. These funds will
be applied toward payment of future invoices for transactions relating to the use of the Platform
by the Library and Patrons (see, e.g., Appendix 2), unless the Library notifies Midwest Tape on
or before the Effective Date that the Library instead prefers to use such funds to pay Midwest
Tape for hoopla promotional materials, events, or communication efforts in connection with the
introduction of hoopla to Library Patrons. Upon written notice to Midwest Tape, the Library may
choose to send additional funds to Midwest Tape to reestablish or replenish the Advance.
3.2 Invoicing and Payment. Except for purchases of Flex Licenses (which will be invoiced
after each purchase by the Library), Midwest Tape will invoice the Library by Invoice Period.
“Invoice Period” means a calendar monthly period in which transactional activity occurs. Payment
of each invoice will be due within thirty (30) days from the date of the invoice. During any period
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in which Midwest Tape is holding an Advance from the Library, Midwest Tape will apply the
Advance funds toward payment of the invoice upon issuance. If the Library has any remaining
Advance funds on account upon expiration or termination of this Agreement, Midwest Tape will
notify the Library and refund any unencumbered and unapplied monies upon the Library’s written
request.
3.3 Reporting. Through the Library Administration Website, the Library will have access to
certain reports summarizing Patron usage, circulation data, and purchase activity for the Digital
Titles.
3.4 Taxes. The Library is required to provide a sales tax exemption certificate, if applicable,
to Midwest Tape as part of the on-boarding process. If the Library is not exempt or does not do
so, Midwest Tape will add (and collect) sales taxes to any purchases made pursuant to this
Agreement.
4. TERM AND TERMINATION.
4.1 Term. The term of this Agreement (the “Term”) begins on the Effective Date and continues
for a period of 12 months thereafter. Upon expiration of the Term, the Library has the option to
renew for two additional 12 month terms , unless either Party has provided written notice of non-
renewal to the other party at least sixty (60) days prior to the end of the Term.
4.2 Termination. This Agreement may be terminated in either of the following ways:
By Notice. Either Party may terminate this Agreement, with or without cause, at the end
of the Term by providing the other Party with sixty (60) days’ advance written notice prior
to the end of the Term.
Due to Breach. Either Party may suspend its performance or, at that Party’s sole option,
terminate this Agreement by providing the other Party with written notice of such action in
the event of (i) the other Party’s material breach of this Agreement, which breach continues
uncured for a period of thirty (30) days after written notice of such breach; or (ii) the
Library’s failure to perform its payment obligations under this Agreement for a period of at
least thirty (30) days.
Upon termination of this Agreement, the Library shall immediately (i) cease distribution and use
of the Platform, hoopla Application, hoopla Website, Digital Titles, Marks, Metadata, and
Promotional Postings; and (ii) pay all amounts due to Midwest Tape. Once the Library satisfies
these obligations, any unapplied portion of an Advance payment will be refunded within thirty (30)
days.
5. MIDWEST TAPE RIGHTS & OBLIGATIONS.
5.1 The hoopla Platform. Midwest Tape and/or its Service Partners will: (a) host and support
the Platform as provided in this Agreement; (b) designate an implementation specialist (“hoopla
Coordinator”) to be available for customer support to the Library in connection with the launch
and implementation of the Platform; and (c) provide the Library with access to the Library
Administration Website, which offers tools to enable the Library to manage use of the Platform,
including in regard to its inventory, Patron borrowing limits, lending policies, title blocking, ratings-
and user-advisory settings, usage dashboard, and reporting.
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5.2 Ownership of Vendors’ Intellectual Property. Subject to the provisions of this
Agreement, hoopla vendors retain all of their Intellectual Property Rights in and to their Digital
Titles, Metadata, Marks, and Promotional Postings, artwork, and other property that may be
utilized or accessed in connection with the Platform.
5.3 Ownership of Midwest Tape’s Intellectual Property. As between the Parties, Midwest
Tape owns and retains all Intellectual Property Rights in and to the Digital Media Platform, hoopla
Application, hoopla Website, Library Administration Website, Midwest Tape and hoopla and
hoopla digital trademarks, and all other Midwest Tape intellectual property, including but not
limited to all modifications, updates, or improvements made thereto. The Library acknowledges
Midwest Tape’s ownership of such Intellectual Property Rights.
5.4 Modifications to Digital Media Platform. Midwest Tape has the right to modify, at any
time, the Platform, hoopla Application, hoopla Website, Library Administration Website, and other
aspects and features of hoopla in Midwest Tape’s sole discretion, including, without limitation, in
order to develop, modify, or improve operations, performance, or functionality.
5.5 Addition, Removal, and Modifications of Digital Titles. Midwest Tape has the right to
take any or all of the following actions with respect to any Digital Title(s) at any time and in its sole
discretion: (a) add or remove Digital Titles to or from the Platform; (b) set or adjust the applicable
fees and charges, including, without limitation, PPU Circulation Fee(s), OCOU License Fees,
and/or other charges relating to the Platform and/or the media content available on the Platform;
(c) replace content files, Metadata, and/or Promotional Postings; and (d) edit or modify editorial
content or designs. The Library will be notified by email, the Library Administration Website, or
other means of major modifications to the functionality of the Platform.
5.6 Promotion of the Platform. Midwest Tape may, at its own expense and in its own
discretion, publicize the Platform and communicate with the general public and Patrons regarding
the availability, features, and use of the Digital Titles, Digital Media Platform, hoopla Application,
and hoopla Website.
5.7 Support. Midwest Tape will support the Platform by maintaining help files, information,
and other appropriate documentation and training materials. Midwest Tape will undertake
reasonable efforts to help the Library perform the Library’s obligation to provide Primary Support
to Patrons, including by offering periodic training opportunities to Library staff, updating the Library
regarding system changes, and providing the Library with answers to “frequently asked questions”
related to the Platform.
Midwest Tape will supply activation support, including assisting with the implementation of any
software, and reasonable levels of continuing support to assist the Library in its use of the
Platform. Midwest Tape will make technical support personnel available for feedback, problem
solving, and/or general questions. Technical support services to the Library include: (i)
reasonable efforts to identify, correct, and/or circumvent errors in the Platform, hoopla Application,
hoopla Website, and Library Administration Website; and (ii) supplying updates, enhancements,
and new versions of the Platform as they become available (the “Secondary Support”). Midwest
Tape has no obligation to provide Primary Support to Patrons and any support provided by
Midwest Tape to Patrons will be in Midwest Tape’s sole discretion.
Midwest Tape will use reasonable efforts to provide continuous service. Permissible down time
includes periodic unavailability due to matters such as: maintenance of the server(s); installation
or testing of software, public or private telecommunications services, or internet nodes or facilities;
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and failure of equipment or services outside the control of Midwest Tape. Scheduled down time
will occur periodically and at times designed, in Midwest Tape’s sole discretion, to minimize
inconvenience to hoopla users.
6. MISCELLANEOUS.
6.1 NO WAIVER OF GOVERNMENTAL IMMUNITY. The Parties expressly agree that no
provision of the Contract is in any way intended to constitute a waiver by the City of Denton of
any immunities from suit or from liability that the City of Denton may have by operation of law.
6.2 Confidential Information. “Confidential Information” means any non-public information
of either Party that is disclosed to the other Party in connection with this Agreement either directly
or indirectly, in writing, orally, electronically, or by inspection of tangible objects, and that is either:
(a) designated in writing as “Confidential” at the time of disclosure or within five (5) days thereafter;
or (b) confidential by its very nature or that the receiving Party reasonably should know to be
confidential. Confidential Information includes, without limitation, the terms of this Agreement, any
and all non-public business plans, customer information, pricing, contract terms, available content
and sales, marketing and/or finances of the disclosing Party. Each Party agrees to hold the
Confidential Information of the other Party in confidence and to refrain from disclosing such
Confidential Information to any third party, except: (i) to the extent required to be disclosed
pursuant to governmental or judicial process, provided that notice of such process is promptly
provided to the disclosing Party in order that it may have every opportunity to intercede in such
process to contest such disclosure or seek an appropriate protective order; or (ii) to the receiving
Party’s professional advisors and contractors on a need to know basis, provided that such
advisors and contractors are under an obligation to maintain the confidentiality of the Confidential
Information. Confidential Information is the property of the disclosing Party, and the receiving
Party will not be deemed by virtue of its access to Confidential Information to have acquired any
right or interest in or to any such Confidential Information. Confidential does not affect either
Party’s right to use or disclose information that is not Confidential Information, including
information that is in the public domain or that the receiving Party can show was known to it
without any confidentiality obligation prior to the disclosure by the disclosing Party.6.3
Midwest Tape acknowledges that the City of Denton must strictly comply with the Public
Information Act, Chapter 552, Texas Government Code, in responding to any request for public
information related to this Agreement. This obligation supersedes any conflicting provisions of the
Agreement.
All material submitted by Midwest Tape to the City of Denton shall become property of The City
of Denton upon receipt. Any portions of such material claimed by Midwest Tape to be proprietary
must be clearly marked as such. Determination of the public nature of the material is subject to
the Texas Public Information Act, Chapter 552 and Texas Government Code.
6.4 Assignment. Except as provided herein, neither Party may, by operation of law or
otherwise, assign, sublicense, or otherwise transfer any of its rights or obligations under this
Agreement without the prior written consent of the other Party, which may not be unreasonably
withheld or delayed. Either Party may assign, transfer, or otherwise delegate any or all of its
rights and obligations under this Agreement to any parent or subsidiary entity, any successor
carrying on that part of the business to which this Agreement relates, or any purchaser of all or
substantially all of the assets or stock of such Party. Each Party may appoint contractors to
perform part of its obligations hereunder, provided that the Party remains fully responsible for
DocuSign Envelope ID: A30108CC-22DB-448E-BDD2-444558916A70
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such contractor’s performance. This Agreement binds, benefits, and is enforceable by and
against both Parties and their respective successors and permitted assigns.
6.5 Governing Law. This Agreement is made pursuant to and will be construed and enforced
in accordance with the laws of the state of Texas. Any legal suit, action or proceeding arising out
of or related to this Agreement, the Services or the Deliverables or any transactions contemplated
by this Agreement, shall be instituted exclusively in the courts of the State of Texas, Denton
County and each Party irrevocably submits to the exclusive jurisdiction of such courts in any such
suit, action or proceeding. Service of process, summons, notice or other document by mail to
such Party's address set forth herein will be effective service of process for any suit, action or
other proceeding brought in any such court.
6.7 Notices. Notices required by this Agreement must be sent by United States mail, as well
as by electronic mail (or by facsimile), directed as follows:
To Midwest Tape: To Library:
Midwest Tape, LLC: Library: City of Denton, Texas
1417 Timberwolf Dr. Attn: City Manager
Holland, Ohio 43528 215 East McKinney St Denton, Texas 76201
info@midwesttapes.com
1 (800) 875-2785 1 (940) 349‐7100
6.8 Amendment. No amendment, modification, addendum, or revision to this Agreement is
valid unless it is in writing and signed by all Parties to this Agreement.
6.9 Arms-Length Negotiations. This Agreement was negotiated at arm’s length with each
Party receiving advice from independent legal counsel, and has been executed and delivered in
good faith. It is the intent of the Parties that no part of this Agreement should be construed against
any Party because of the identity of the drafter.
6.10 Counterparts. This Agreement may be executed in counterparts, each of which taken
together constitutes one single Agreement between the Parties.
6.11 Entire Agreement/Non-Reliance. This Agreement constitutes the sole and entire
agreement between the Parties and supersedes and merges all prior agreements, proposals,
negotiations, discussions, and understandings between the Parties relating to the subject matter
of this Agreement. No Party has relied or can rely on any statement or representation that is not
expressly contained in this Agreement as an inducement to enter into this Agreement.
6.12 Force Majeure. No Party may be considered in default or to have incurred any liability
hereunder due to any failure to perform this Agreement should such failure arise solely out of
unexpected and uncontrollable causes only , including, work stoppages, fires, riots, accidents,
floods, storms, unavailability of utilities or fuel, Internet or other communication failures, or other
similar failures or occurrences. The time for performance will be extended for a period equal to
the duration of such conditions.
DocuSign Envelope ID: A30108CC-22DB-448E-BDD2-444558916A70
9 | Page
03/2021
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed by their duly
authorized representatives as of the Effective Date first written above
.
ACCEPTED AND AGREED ACCEPTED AND AGREED
City of Denton, TX MIDWEST TAPE, LLC
By: By:
Print Name: Print Name:
Print Title: Print Title:
Date Signed: Date Signed:
DocuSign Envelope ID: A30108CC-22DB-448E-BDD2-444558916A70
Vice President
10/26/2022
Sue Bascuk
11/15/2022
City Manager
Sara Hensley
10 | Page
03/2021
Appendix 1
Advance Schedule
Population of
Library System
Area
Advance in
U.S. Dollars
> 1,000,000 $200,000
500,000 - 999,999 $100,000
300,000 - 499,999 $75,000
200,000 - 299,999 $50,000
100,000 - 199,999 $35,000
50,000 - 99,999 $20,000
16,000 - 49,999 $10,000
8,000 - 15,999 $5,000
0 – 7,999 $2,000
Advance
(Fill in blanks below according to Schedule above.)
Population of
Library
System Area Advance
$
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Appendix 2
hoopla® Licenses and Distribution Models
The chart below describes the distribution models included in Midwest Tape’s hoopla offering as of the
Effective Date, including the digital media licenses that are available via the Digital Media Platform.
Instant Borrows Flex Borrows
License type PPU (Pay‐Per Use) OCOU (One‐Copy/One‐User)
Circulations /
Borrows
An Instant Title is a work that is
available for simultaneous access by
multiple users. Instant Titles may be
accessed via PPU Circulations,
otherwise referred to as Instant
Borrows, each of which allows a user to
stream, download, and/or access the
chosen title for a limited time that
terminates upon the expiration of a
fixed period or earlier “return” by the
user. Instant Borrows are available
regardless of whether another user has
borrowed the same title for use at the
same time. For each Instant Borrow, the
Library purchases one Instant License to
authorize that particular borrow.
A Flex Title is only available to one user at
a time, via a digital OCOU Circulation,
otherwise referred to as a Flex Borrow. If
the Library has an available Flex License to
a Flex Title, a Library user may activate a
Flex Borrow and that license is digitally
checked out and considered “in use.”
Other users cannot access that title during
that borrow unless (i) the Library has
purchased additional Flex Licenses to the
same title, one of which is available at that
time, or (ii) the same title also is available
as an Instant Title. A Flex Borrow allows a
user to stream, download, and/or access
the title for a limited time that terminates
upon the expiration of a fixed period or
earlier “return” by the user.
Available
formats
All formats (audiobooks, eBooks,
comics, movies, television, and music).
Currently available only for audiobooks
and eBooks.
Payment
obligations
A PPU‐Circulation Fee is charged for
each Instant Borrow. The fees, which
are listed on the Library Administration
Website, vary by title and format, and
are subject to change from time to time.
The fee is charged regardless of
whether the borrowed title is actually
accessed, viewed, streamed, or
downloaded by the user. Fees for
Instant Borrows are invoiced monthly.
Flex Licenses are available for purchase
via the hoopla Library Administration
Website. The costs of these licenses vary
by title and format. Fees for Flex Licenses
are invoiced after each purchase (typically
daily).
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Instant Borrows Flex Borrows
Borrow
priority
To optimize Libraries’ media purchases,
Flex Borrows are prioritized over Instant
Borrows when possible. Therefore, if a
user requests an Instant Borrow, and at
that time a Flex License to that title is
available, the borrow will be fulfilled as
a Flex Borrow and no PPU‐Circulation
Fee will apply.
Same. To optimize Libraries’ purchases,
Flex Borrows are prioritized over Instant
Borrows when possible.
Metering
restrictions
N/A A Flex License may be either perpetual, or
“metered.” Some publishers do not offer
perpetual licenses, but instead offer
metered licenses. Metered licenses are
limited by time period and/or number of
permitted borrows, as described in the
Library Administration Website.
Pre‐Owned
Content
N/A
If the Library has acquired OCOU Licenses
from another source (Pre‐Owned
Content), Midwest Tape may be able to
include them as Flex Licenses on hoopla
for the Library’s users. The Library is
responsible for providing Midwest Tape
with an accurate list of Pre‐Owned
Content, to enable Midwest Tape to
determine whether any or all of it may be
included on hoopla for the Library’s users.
The format to be used for listing the
Library’s Pre‐Owned Content, including
the required certification, is set forth on
Schedule 1 to Appendix 3.
DocuSign Envelope ID: A30108CC-22DB-448E-BDD2-444558916A70
Contract 8135
Exhibit D
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 a 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/filinginfo/1295/
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. Complete and sign the Form 1295
6. Email the 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 than 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: A30108CC-22DB-448E-BDD2-444558916A70
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: A30108CC-22DB-448E-BDD2-444558916A70Exhibit E- Form CIQ
Midwest Tape, LLC
10/26/2022
X
X
CONFLICT OF INTEREST QUESTIONNAIRE
For vendor doing business with local governmental entity
A complete copy of Chapter 176 of the Local Government Code may be found at http://www.statutes.legis.state.tx.us/ Docs/LG/htm/LG.176.htm. For easy
reference, below are some of the sections cited on this form.
Local Government Code § 176.001(1-a): "Business relationship" means a connection between two or more parties based on commercial activity of one of the
parties. The term does not include a connection based on:
(A) a transaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an agency of a federal, state, or local
governmental entity;
(B) a transaction conducted at a price and subject to terms available to the public; or
(C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by,
and reporting to, that agency.
Local Government Code § 176.003(a)(2)(A) and (B):
(A) A local government officer shall file a conflicts disclosure statement with respect to a vendor if:
(2) the vendor:
(A) has an employment or other business relationship with the local government officer or a family member of the officer that
results in the officer or family member receiving taxable income, other than investment income, that exceeds $2,500 during
the 12-month period preceding the date that the officer becomes aware that
(i) a contract between the local governmental entity and vendor has been executed; or
(ii) the local governmental entity is considering entering into a contract with the vendor;
(B) has given to the local government officer or a family member of the officer one or more gifts that have an aggregate value of more
than $100 in the 12-month period preceding the date the officer becomes aware that:
(i) a contract between the local governmental entity and vendor has been executed; or
(ii) the local governmental entity is considering entering into a contract with the vendor.
Local Government Code § 176.006(a) and (a-1)
(a) A vendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local governmental entity and:
(1) has an employment or other business relationship with a local government officer of that local governmental entity, or a family member
of the officer, described by Section 176.003(a)(2)(A);
(2) has given a local government officer of that local governmental entity, or a family member of the officer, one or more gifts with the
aggregate value specified by Section 176.003(a)(2)(B), excluding any gift described by Section 176.003(a-1); or
(3) has a family relationship with a local government officer of that local governmental entity.
(a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator not later than the seventh business day
after the later of:
(1) the date that the vendor:
(A) begins discussions or negotiations to enter into a contract with the local governmental entity; or
(B) submits to the local governmental entity an application, response to a request for proposals or bids, correspondence, or another
writing related to a potential contract with the local governmental entity; or
(2) the date the vendor becomes aware:
(A) of an employment or other business relationship with a local government officer, or a family member of the officer,
described by Subsection (a);
(B) that the vendor has given one or more gifts described by Subsection (a); or
(C) of a family relationship with a local government officer.
City of Denton Ethics Code Ordinance Number 18-757
Definitions:
Relative: a family member related to a City Official within the third 3rd degree of affinity (marriage) or consanguinity (blood or adoption)
City Official: for purpose of this article, the term consists of the Council Members, Department Heads, or member of the Board of Ethics, Planning
and zoning Commission Members, Board of Adjustment, Historic Landmark Commission, or Public Utilities Board
Vendor: a person who provides or seeks to provide goods, services, and/or real property to the City in exchange for compensation. This definition
does not include those property owners from whom the City acquires public right-of-way or other real property interests for public use.
Per the City of Denton Ethics Code, Section 2-273. – Prohibitions
(3) It shall be a violation of this Article for a Vendor to offer or give a Gift to City Official exceeding fifty dollars ($50.00) per gift, or multiple gifts
cumulatively valued at more than two hundred dollars ($200.00) per a single fiscal year.
Per the City of Denton Ethics Code, Section 2-282. – Disposition (b), (5) Ineligibility
If the Board of Ethics finds that a Vendor has violated this Article, the Board may recommend to the City Manager that the Vendor be deemed
ineligible to enter into a City contract or other arrangement for goods, services, or real property, for a period of one (1) year.
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 11/30/2015
DocuSign Envelope ID: A30108CC-22DB-448E-BDD2-444558916A70
Certificate Of Completion
Envelope Id: A30108CC22DB448EBDD2444558916A70 Status: Completed
Subject: Please DocuSign: City Council Contract 8135 Hoopla Digital Content
Source Envelope:
Document Pages: 20 Signatures: 8 Envelope Originator:
Certificate Pages: 6 Initials: 1 Gabby Leeper
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-06:00) Central Time (US & Canada)
901B Texas Street
Denton, TX 76209
Gabby.Leeper@cityofdenton.com
IP Address: 198.49.140.10
Record Tracking
Status: Original
10/25/2022 9:24:27 AM
Holder: Gabby Leeper
Gabby.Leeper@cityofdenton.com
Location: DocuSign
Signer Events Signature Timestamp
Gabby Leeper
gabby.leeper@cityofdenton.com
Buyer
City of Denton
Security Level: Email, Account Authentication
(None)
Completed
Using IP Address: 198.49.140.10
Sent: 10/25/2022 9:29:27 AM
Viewed: 10/25/2022 9:29:38 AM
Signed: 10/25/2022 9:30:29 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: 10/25/2022 9:30:33 AM
Viewed: 10/25/2022 11:04:32 AM
Signed: 10/25/2022 3:26:42 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Marcella Lunn
marcella.lunn@cityofdenton.com
Deputy City Attorney
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Sent: 10/25/2022 3:26:45 PM
Viewed: 10/26/2022 10:28:28 AM
Signed: 10/26/2022 10:38:02 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Sue Bascuk
sbascuk@midwesttapes.com
Vice President
Security Level: Email, Account Authentication
(None)Signature Adoption: Pre-selected Style
Using IP Address: 24.52.124.254
Sent: 10/26/2022 10:38:05 AM
Viewed: 10/26/2022 12:38:11 PM
Signed: 10/26/2022 12:42:41 PM
Electronic Record and Signature Disclosure:
Accepted: 10/26/2022 12:38:11 PM
ID: 12addf5e-de0d-4251-bca8-f8d0f5363806
Signer Events Signature Timestamp
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: 10/26/2022 12:42:44 PM
Viewed: 10/26/2022 12:46:22 PM
Signed: 10/26/2022 12:46:37 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
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: 10/26/2022 12:46:42 PM
Viewed: 11/16/2022 9:34:30 AM
Signed: 11/16/2022 9:35:38 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Sara Hensley
sara.hensley@cityofdenton.com
City Manager
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 107.77.198.132
Signed using mobile
Sent: 11/16/2022 9:35:42 AM
Viewed: 11/16/2022 9:42:02 AM
Signed: 11/16/2022 9:42:18 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Rosa Rios
rosa.rios@cityofdenton.com
City Secretary
Security Level: Email, Account Authentication
(None)Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Sent: 11/16/2022 9:42:22 AM
Viewed: 11/16/2022 4:28:37 PM
Signed: 11/16/2022 4:29:02 PM
Electronic Record and Signature Disclosure:
Accepted: 11/16/2022 4:28:37 PM
ID: 94281698-77df-47a1-b590-fef1ef1acb3c
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: 10/25/2022 9:30:32 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Carbon Copy Events Status Timestamp
Gretna Jones
gretna.jones@cityofdenton.com
Legal Secretary
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 10/26/2022 12:46:42 PM
Viewed: 10/26/2022 3:27:47 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
City Secretary Office
citysecretary@cityofdenton.com
Security Level: Email, Account Authentication
(None)
Sent: 11/16/2022 4:29:06 PM
Viewed: 11/17/2022 9:14:40 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Jennifer Reaves
Jennifer.Reaves@cityofdenton.com
Library Technical Services Manager
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 11/16/2022 4:29:09 PM
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 10/25/2022 9:29:27 AM
Certified Delivered Security Checked 11/16/2022 4:28:37 PM
Signing Complete Security Checked 11/16/2022 4:29:02 PM
Completed Security Checked 11/16/2022 4:29:09 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: Sue Bascuk, Rosa Rios
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
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