8286 - Contract Executed
Docusign City Council Transmittal Coversheet
File Name
Purchasing Contact
City Council Target Date
Piggy Back Option
Contract Expiration
Ordinance
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Gabby Leeper
8286COOP
Not Applicable
Microsoft Unified Support
AUGUST 15, 2028
AUGUST 15, 2023
23-1523
File 8236
CONTRACT BY AND BETWEEN
CITY OF DENTON, TEXAS AND MICROSOFT CORPORATION
(FILE # 8286)
THIS CONTRACT is made and entered into this date _______________________, by and
between Microsoft Corporation., a Washington Corporation, whose address is One Microsoft Way
Redmond Washington, 98052, 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 quote, a copy of which is attached
hereto and incorporated herein for all purposes as Exhibit “C”. 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) Department of Information Resources (DIR) Cooperative Purchasing Contract #DIR-CPO-
4911 with Microsoft Corporation (Exhibit “B” on file at the office of the Purchasing
Agent);
(c) Microsoft Corporation Agreement (Exhibit “C”);
(d) Certificate of Interested Parties Electronic Filing (Exhibit “D”);
(e) Insurance Requirements (Exhibit “E”);
(f) 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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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.
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IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year
and day first above written.
SUPPLIER
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:
JESUS SALAZAR, 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
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7049299563
Josh Stikeleather
Josh.Stikeleather@microsoft.com
Support Specialist
2023-1046396
Chief Technology Officer
Leisha Meine
Technology Services
File 8236
Exhibit A
Special Terms and Conditions
1. Contract Term
The contract term will be one (3) years, effective from date of award. The City and the Contractor shall
have the option to renew this contract for two additional (1) one-year periods.
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. At the sole option of the City of
Denton, the contract may be further extended as needed, not to exceed a total of six (6) months.
2. Total Contract Amount
The contract total shall not exceed $650,000. Pricing shall be per Exhibit C attached.
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Microsoft Enterprise Services Work Order TX-DIR-CPO-4911
(For Microsoft Internal Purposes Only)
Work Order Number
GVS1235-434082-548583
This Work Order consists of the terms and conditions below, and the provisions of the Microsoft
Master Services Agreement reference U5228634, effective as of 5/2/2017 (the “Agreement”),
the provisions of the Unified Enterprise Support Services Description applicable to the
Professional Services identified in this Work Order, and any attachments or exhibits referenced
in this Work Order, all of which are incorporated herein by this reference. In this Work Order
“Customer,” “you,” or “your” means the undersigned customer or its affiliate and "Microsoft",
“we,” “us,” or “our” means the undersigned Microsoft affiliate.
By signing below the parties acknowledge and agree to be bound to the terms of this Work
Order, the Agreement and all other provisions incorporated in them. This Work Order is effective
as of the date that Microsoft signs this Work Order. Regardless of any terms and conditions
contained in a purchase order, if any, the terms of this Work Order apply.
Customer Microsoft Affiliate
Name of Customer (please print)
City Of Denton
Name
Microsoft Corporation
Signature
Name of person signing (please print)
Title of person signing (please print)
Signature date
Signature
Name of person signing (please print)
Title of person signing (please print)
Signature date (effective date)
Name of Customer or its Affiliate that executed the Agreement (if different from Customer
above)
Exhibit C
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Support Specialist
Josh Stikeleather
7/14/202308/15/2023
Sara Hensley
City Manager
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Customer invoice information
Name of Customer
City Of Denton
Contact Name (Receives invoices under this Work Order)
Accounts Payable
Street Address
Accounts Payable 215 E Mckinney St
Contact E-Mail Address
Accounts.Payable@cityofdenton.com
City
Denton
State/Province
Texas
Phone
940-349-7373
Country
United States
Postal Code
76201-4299
Fax
1. Support Services and Fees.
1.1. Term.
Microsoft Enterprise Support Services will commence on 9/1/2023 (the “Support Commencement
Date”) and will expire on 8/31/2024 (the “Support Expiration Date”).
2. Description of Services.
Please refer to the current Unified Enterprise Support Services Description (“USSD”) which will be
incorporated by reference and is published by Microsoft from time to time at
https://www.microsoft.com/unified-support-services-description. Microsoft may update the
support services you purchase under this agreement from time to time, provided that the level
of support services you purchase will not materially decrease during the current Term.
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Services by Support Location
City Of Denton - Unified Enterprise Support - 2023-24 USA - SLG - Enterprise
West 9/1/2023 - 8/31/2024
Quantity Service Service Type
Included Enterprise Advisory Support Hours As-needed Advisory Services
Included Enterprise Azure Problem Resolution Hours As-
needed
Problem Resolution
Support
Included Enterprise On-demand Assessment On-Demand Assessment
Included Enterprise On-Demand Assessment - Setup and
Config Service As-needed
On-Demand Assessment
Remote
Included Enterprise On-Demand Education On-Demand Education
Included Enterprise Online Support Portal Administrative
Included Enterprise Problem Resolution Hours As-needed Problem Resolution
Support
Included Enterprise Reactive Support Management Service Delivery
Management
Included Enterprise Service Delivery Management Service Delivery
Management
Included Enterprise Webcasts As-Needed Webcast
Included Reactive Enabled Contacts Problem Resolution
Support
1 ea Onboarding Accelerator - Implementing Security
Baselines - Base
Onboarding Services
1 ea Onsite Visit Onsite Support
25 ea Proactive Credits Proactive Credits
Included Service Delivery Management Extended Service Delivery
Management
2.1. Support Services Fees.
The items listed in the table above represent the services that Customer has pre-purchased for
use during the term of this Work Order, and applicable fees are shown in the table below.
Microsoft Support Services are a non-refundable, prepaid service. Microsoft must receive
Customer purchase order or payment before Microsoft commences or continues, as applicable,
provision of Microsoft Support Services. If Customer issues a purchase order, Microsoft will invoice
Customer, and Customer agrees to pay Microsoft within 30 calendar days of the date of Microsoft
invoice. Microsoft reserves the right to adjust Microsoft fees prior to entering into any changes to
the Microsoft Support Services ordered herein.
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Services Summary Billing Date Fee USD
City Of Denton - Unified Enterprise Support - 2023-24 9/1/2023 $104,758.27
City Of Denton - Unified Proactive Svcs Enterprise-2023-
24
9/1/2023 $27,170.00
Subtotal $131,928.27
Flex Allowance ($25,000.00)
One Time Microsoft Empowerment ($16,039.00)
Total Fees (excluding taxes) $90,889.27
Billing Schedule Billing Date Fee USD
One-Time Payment - City Of Denton 9/1/2023 $90,889.27
Total Fees (excluding taxes) $90,889.27
2.2. Support for Microsoft Products
Microsoft will provide support for Customer’s licensed, commercially released, and generally
available Microsoft products, and cloud services subscriptions purchased by Customer or
Customer’s Affiliate: i) as indicated in Appendix A; and ii) during the Term of this Work Order. Such
products and subscriptions exclude those purchased by any party that is not Customer’s Affiliate
as of the Support Commencement Date.
2.3. Customer Named Contact(s).
Any changes to the named contacts should be submitted to Microsoft Contact.
Name of Customer Support Service Administrator
Paul Desjardins.
Street Address
601 E Hickory St Suite A
Contact E-Mail Address
Paul.Desjardins@cityofdenton.com
City
Denton
State/Province
Texas
Phone
940-349-7373
Country
United States
Postal Code
76205-4305
Fax
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3. Use, ownership, rights, and restrictions.
3.1. Products.
“Product” means all products identified in the Product Terms, such as all Software, Online Services
and other web-based services, including pre-release or beta versions. Product availability may
vary by region. “Product Terms” means the document that provides information about Microsoft
Products available through volume licensing. The Product Terms document is published on the
Volume Licensing Site (http://www.microsoft.com/licensing/contracts or successor site) and is
updated from time to time.
All products and related solutions provided under this Work Order will be licensed according to
the terms of the license agreement packaged with or otherwise applicable to such product.
Customer is responsible for paying any licensing fees associated with Products.
3.2. Fixes.
“Fixes” means Product fixes, modifications, enhancements, or their derivatives, that Microsoft
either releases generally (such as service packs), or that Microsoft provides to Customer when
performing Professional Services (all support, planning, consulting and other professional services
or advice, including any resulting deliverables provided to Customer under this Work Order, to
address a specific issue. “Professional Services” means Product support services and Microsoft
consulting services provided to Customer under this Work Order. “Professional Services” or
“services” does not include Online Services, unless specifically noted.
Fixes are licensed according to the license terms applicable to the Product to which those Fixes
relate. If the Fixes are not provided for a specific Product, any other use terms Microsoft provides
with the Fixes will apply.
3.3. Pre-existing Work.
"Pre-existing Work" means any computer code or other written materials developed or otherwise
obtained independent of this Work Order.
All rights in Pre-existing Work shall remain the sole property of the party providing the Pre-
existing Work. Each party may use, reproduce and modify the other party's Pre-existing Work only
as needed to perform obligations related to Professional Services.
3.4. Services Deliverables.
“Services Deliverables” means any computer code or materials, other than Products or Fixes that
Microsoft leaves with Customer at the conclusion of Microsoft’s performance of Professional
Services. Upon payment in full for the Professional Services, Microsoft grants Customer a non-
exclusive, non-transferable perpetual, fully paid-up license to reproduce, use and modify the
Services Deliverable, solely in the form delivered to Customer and solely for Customer’s internal
business purposes, subject to the terms and conditions of this Work Order.
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3.5. Affiliates’ rights.
"Affiliate" means any legal entity that a party owns, that owns a party, or that is under common
ownership with a party. "Ownership" means, for purposes of this definition, control of more than
a 50% interest in an entity.
Customer may sublicense the rights contained in this subsection relating to Services Deliverables
to its Affiliates, but Customer's Affiliates may not sublicense these rights and Customer's Affiliates'
use must be consistent with the license terms contained in this Work Order.
3.6. Restrictions on use.
Customer must not (and must not attempt to) (1) reverse engineer, decompile or disassemble any
Product, Fix, or Services Deliverable, (2) install or use non-Microsoft software or technology in any
way that would subject Microsoft's intellectual property or technology to obligations beyond
those included in this Work Order; or (3) work around any technical limitations in the Products or
Services Deliverables or restrictions in Product documentation. Except as expressly permitted in
this Work Order, Customer must not (1) separate and run parts of a Product on more than one
device, upgrade or downgrade parts of a Product at different times, or transfer parts of a Product
separately; or (2) distribute, sublicense, rent, lease, lend, or use any Product, Fix, or Services
Deliverable to offer hosting services to a third party.
3.7. Reservation of rights.
All rights not expressly granted are reserved to Microsoft.
4. Microsoft Professional Services Data Protection Addendum.
The Microsoft Professional Services Data Protection Addendum in effect on the effective date of
this Work Order and available on the Volume Licensing Site at
https://aka.ms/ProfessionalServicesDPA is incorporated herein by this reference.
5. Microsoft Contact
Customer contact for questions and notices about this Work Order.
Microsoft Contact Name
Joshua Stikeleather
Phone Contact E-Mail Address
jostikel@microsoft.com
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Appendix A
As of the Support Commencement Date, below is a list of your declared licensing enrollments
and agreements for which Microsoft will provide support services as defined within this Work
Order.
Customer Name Licensing Program Licensing
Enrollment/Agreement
Number/Billing Account
ID
CITY OF DENTON Enterprise 6 57928384
CITY OF DENTON Enterprise 6 56572260
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File 8236
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.
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INSURANCE REQUIREMENTS
Respondent’s attention is directed to the insurance requirements below. It is highly
recommended that respondents confer with their respective insurance carriers or
brokers to determine in advance of Proposal/Bid submission the availability of insurance
certificates and endorsements as prescribed and provided herein. If an apparent low
respondent fails to comply strictly with the insurance requirements, that respondent may
be disqualified from award of the contract. Upon contract award, all insurance
requirements shall become contractual obligations, which the successful contractor
shall have a duty to maintain throughout the course of this contract.
STANDARD PROVISIONS:
Without limiting any of the other obligations or liabilities of the
Contractor, the Contractor shall provide and maintain until the contracted work
has been completed and accepted by the City of Denton, Owner, the minimum
insurance coverage as indicated hereinafter.
As soon as practicable after notification of contract award, Contractor shall file
with the Purchasing Department satisfactory certificates of insurance including
any applicable addendum or endorsements, containing the contract number and
title of the project. Contractor may, upon written request to the Purchasing
Department, ask for clarification of any insurance requirements at any time;
however, Contractors are strongly advised to make such requests prior to
proposal/bid opening, since the insurance requirements may not be modified
or waived after proposal/bid opening unless a written exception has been
submitted with the proposal/bid. Contractor shall not commence any work
or deliver any material until he or she receives notification that the contract has
been accepted, approved, and signed by the City of Denton.
All insurance policies proposed or obtained in satisfaction of these requirements
shall comply with the following general specifications, and shall be maintained in
compliance with these general specifications throughout the duration of the
Contract, or longer, if so noted:
• Each policy shall be issued by a company authorized to do business in the
State of Texas with an A.M. Best Company rating of at least A+ or better.
• Any deductibles or self-insured retentions shall be declared in the proposal. If
requested by the City, the insurer shall reduce or eliminate such deductibles or
self-insured retentions with respect to the City, its officials, agents, employees
and volunteers; or, the contractor shall procure a bond guaranteeing payment of
losses and related investigations, claim administration and defense expenses.
• Liability policies shall be endorsed to provide the following:
Exhibit E
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o Name as Additional Insured the City of Denton, its Officials, Agents,
Employees and volunteers.
o That such insurance is primary to any other insurance available to the
Additional Insured with respect to claims covered under the policy and that
this insurance applies separately to each insured against whom claim is
made or suit is brought. The inclusion of more than one insured shall not
operate to increase the insurer's limit of liability.
o Provide a Waiver of Subrogation in favor of the City of Denton, its
officials, agents, employees, and volunteers.
• Cancellation: City requires 30 day written notice should any of the
policies described on the certificate be cancelled or materially changed
before the expiration date.
• Should any of the required insurance be provided under a claims made form,
Contractor shall maintain such coverage continuously throughout the term of this
contract and, without lapse, for a period of three years beyond the contract
expiration, such that occurrences arising during the contract term which give rise
to claims made after expiration of the contract shall be covered.
• Should any of the required insurance be provided under a form of coverage that
includes a general annual aggregate limit providing for claims investigation or legal
defense costs to be included in the general annual aggregate limit, the
Contractor shall either double the occurrence limits or obtain Owners and
Contractors Protective Liability Insurance.
• Should any required insurance lapse during the contract term, requests for
payments originating after such lapse shall not be processed until the City
receives satisfactory evidence of reinstated coverage as required by this
contract, effective as of the lapse date. If insurance is not reinstated, City may,
at its sole option, terminate this agreement effective on the date of the lapse.
SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS:
All insurance policies proposed or obtained in satisfaction of this Contract shall
additionally comply with the following specifications, and shall be maintained in
compliance with these additional specifications throughout the duration of the
Contract, or longer, if so noted:
A. COMMERCIAL GENERAL LIABILITY INSURANCE
Commercial General Liability Insurance including, but not limited to,
Premises/Operations, Personal & Advertising Injury, Products/Completed
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Operations, Independent Contractors, and Contractual Liability with minimum
combined bodily injury (including death) and property damage limits of
$1,000,000.00 per occurrence and $2,000,000.00 general aggregate.
B. PROFESSIONAL LIABILITY INSURANCE
If CONTRACTOR is a licensed or certified person who renders professional
services, then Professional Liability Insurance to provide coverage against
any claim which the CONTRACTOR becomes legally obligated to pay as
damages arising out of the performance of professional services caused by
any negligent error, omission or act with minimum limits of $1,000,000.00
per claim, $2,000,000.00 annual aggregate.
C. CYBER/TECHNOLOGY NETWORK LIABILITY AND RISK INSURANCE
Cyber/Technology Network Liability and Risk Insurance, inclusive of
Information Security and Privacy (first and third party coverage) to provide
coverage for any damage caused by a network risk, cyber act or breaches of
data and privacy right, the rendering of, or the failure to properly perform
professional services for, but not limited to, computer programming,
management information systems, negligent system design, disclosure of
confidential information, and copyright infringement with minimum limits
with minimum limits of $1,000,000.00 per claim.
NOTE: Professional Liability Insurance and Cyber/Technology Network
Liability and Network Risk Insurance may be combined on one policy with
a $2,000,000.00 limit.
SUBCONTRACTING LIABILITY
(1) Without limiting any of the other obligations or liabilities of the CONTRACTOR,
the CONTRACTOR shall require each Subcontractor performing work under the
contract, at the Subcontractor's own expense, to maintain during the engagement
with the CITY, types and limits of insurance that are appropriate for the
services/work being performed, comply with all applicable laws and are consistent
with industry standards. The Subcontractor’s liability insurance shall name
CONTRACTOR as an additional insured.
(2) CONTRACTOR shall obtain and monitor the certificates of insurance from each
Subcontractor. CONTRACTOR must retain the certificates of insurance for the
duration of the contract and shall have the responsibility of enforcing insurance
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requirements among its subcontractors. The CITY shall be entitled, upon request
and without expense, to receive copies of these certificates.
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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: ED91C426-D023-49FD-B65A-462AD405F2A1
Microsoft Corporation
Exhibit F- CIQ
X
X
X
X
X
7/14/2023
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: ED91C426-D023-49FD-B65A-462AD405F2A1
Certificate Of Completion
Envelope Id: ED91C426D02349FDB65A462AD405F2A1 Status: Completed
Subject: Please DocuSign: City Council Contract 8286 Microsoft Unified Support
Source Envelope:
Document Pages: 19 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
7/12/2023 4:49:39 PM
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: 7/12/2023 5:06:06 PM
Viewed: 7/12/2023 5:06:14 PM
Signed: 7/12/2023 5:07:07 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Lori Hewell
lori.hewell@cityofdenton.com
Purchasing Manager
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.104
Sent: 7/12/2023 5:07:09 PM
Viewed: 7/13/2023 9:19:34 AM
Signed: 7/13/2023 9:20:19 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Marcella Lunn
marcella.lunn@cityofdenton.com
Mack Reinwand City Attorney
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Sent: 7/13/2023 9:20:21 AM
Viewed: 7/14/2023 1:44:26 PM
Signed: 7/14/2023 1:47:59 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Josh Stikeleather
Josh.Stikeleather@microsoft.com
Support Specialist
Security Level: Email, Account Authentication
(None)Signature Adoption: Pre-selected Style
Using IP Address: 206.85.199.108
Sent: 7/14/2023 1:48:02 PM
Viewed: 7/14/2023 1:48:37 PM
Signed: 7/14/2023 2:07:46 PM
Electronic Record and Signature Disclosure:
Accepted: 7/14/2023 1:48:37 PM
ID: cb80c870-683c-4c38-ad06-39a675194632
Signer Events Signature Timestamp
Leisha Meine
leisha.meine@cityofdenton.com
Chief Technology Officer
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 47.160.121.227
Signed using mobile
Sent: 7/14/2023 2:07:50 PM
Viewed: 7/14/2023 4:41:39 PM
Signed: 7/14/2023 4:41:59 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: 198.49.140.104
Sent: 7/14/2023 4:42:02 PM
Viewed: 8/16/2023 8:25:21 AM
Signed: 8/16/2023 8:25:35 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Sara Hensley
sara.hensley@cityofdenton.com
City Manager
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Sent: 8/16/2023 8:25:38 AM
Viewed: 8/16/2023 8:26:05 AM
Signed: 8/16/2023 8:26:31 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Jesus Salazar
jesus.salazar@cityofdenton.com
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Sent: 8/16/2023 8:26:34 AM
Viewed: 8/16/2023 10:13:51 AM
Signed: 8/16/2023 10:14:38 AM
Electronic Record and Signature Disclosure:
Accepted: 8/16/2023 10:13:51 AM
ID: 95e4abcd-c4d6-4f65-b110-7db54c160d81
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Cheyenne Defee
cheyenne.defee@cityofdenton.com
Procurement Administration Supervisor
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 7/12/2023 5:07:09 PM
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: 7/14/2023 4:42:01 PM
Viewed: 7/17/2023 10:03:15 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
City Secretary Office
citysecretary@cityofdenton.com
Security Level: Email, Account Authentication
(None)
Sent: 8/16/2023 10:14:41 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Paul Desjardins
paul.desjardins@cityofdenton.com
Security Level: Email, Account Authentication
(None)
Sent: 8/16/2023 10:14:42 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Stephanie Padgett
Stephanie.Padgett@cityofdenton.com
TS Administration Manager
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 8/16/2023 10:14:43 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 7/12/2023 5:06:07 PM
Certified Delivered Security Checked 8/16/2023 10:13:51 AM
Signing Complete Security Checked 8/16/2023 10:14:38 AM
Completed Security Checked 8/16/2023 10:14:43 AM
Payment Events Status Timestamps
Electronic Record and Signature Disclosure
ELECTRONIC RECORD AND SIGNATURE DISCLOSURE
From time to time, City of Denton (we, us or Company) may be required by law to provide to
you certain written notices or disclosures. Described below are the terms and conditions for
providing to you such notices and disclosures electronically through your DocuSign, Inc.
(DocuSign) Express user account. Please read the information below carefully and thoroughly,
and if you can access this information electronically to your satisfaction and agree to these terms
and conditions, please confirm your agreement by clicking the 'I agree' button at the bottom of
this document.
Getting paper copies
At any time, you may request from us a paper copy of any record provided or made available
electronically to you by us. For such copies, as long as you are an authorized user of the
DocuSign system you will have the ability to download and print any documents we send to you
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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
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required notices and disclosures electronically from us and you will no longer be able to use your
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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: Josh Stikeleather, Jesus Salazar
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
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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
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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
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consequences of your withdrawing consent for online documents will be that transactions
may take a longer time to process..
Required hardware and software
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Browsers (for SIGNERS): Internet Explorer 6.0?, Mozilla FireFox 1.0,
NetScape 7.2 (or above)
Email: Access to a valid email account
Screen Resolution: 800 x 600 minimum
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Server must enable HTTP 1.1 settings via
proxy connection
** These minimum requirements are subject to change. If these requirements change, we will
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providing you with the revised hardware and software requirements, at which time you will
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To confirm to us that you can access this information electronically, which will be similar to
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please let us know by clicking the 'I agree' button below.
By checking the 'I Agree' box, I confirm that:
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