8410 - Agreement Executed
Docusign Transmittal Coversheet
File Name
Purchasing Contact
Contract Expiration
DocuSign Envelope ID: 062A37E9-C123-4072-BDFC-33A63CD9EE8F
11/9/2028
PSA 8410 Sales Tax Service Agreement
Lori Hewell
Services Agreement
CityBase.Net.
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PROFESSIONAL SERVICES AGREEMENT
This PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and entered into by and
between the City of Denton (the “CITY”), a Texas municipal corporation, and CityBase.Net
(“CONSULTANT” or “LFM”), acting by and through Lewis F. McLain, Jr., its duly authorized president.
The CITY and CONSULTANT are individually referred to herein as a party and collectively referred to as
parties.
RECITALS:
WHEREAS, CONSULTANT is highly qualified to construct and maintain a Sales Tax Analysis & Reporting
System; and
WHEREAS, this service is a critical component of a broader Active/Agile Revenue Management System
(AARMS); and
WHEREAS, this service will allow for analyzing and reporting of sales tax data to enable the CITY to better
understand internal shifts in the sales tax base; and
WHEREAS, the services and products provided will assist the CITY in recognizing revenue vulnerabilities
and to better understand the current and historical data as well as to forecast future sales tax revenues.
NOW THEREFORE, for mutual and valuable consideration and covenants set forth herein, the parties do
hereby agree as follows:
1. SCOPE OF SERVICES.
CONSULTANT hereby agrees to provide the CITY with professional consulting services for the
purpose of constructing and maintaining a Sales Tax Analysis & Reporting System. Attached hereto and
incorporated for all purposes incident to this Agreement is Exhibit “A,” Scope of Services, more
specifically describing the services to be provided hereunder.
2. TERM.
This Agreement shall be effective as of __________________(“Effective Date”) and shall have a
12-month term (“Initial Term”), unless terminated earlier in accordance with the provisions of this
Agreement. Following expiration of the Initial Term, this Agreement shall automatically renew for four
additional years (“Automatic Renewal Term”), unless terminated earlier in accordance with the provisions
of this Agreement.
3. COMPENSATION.
The CITY shall pay CONSULTANT fees in an amount not to exceed $19,500 ("contract amount")
for the Initial Term, and $19,500 per year for each Renewal Term in accordance with the provisions of this
Agreement and the Fee Schedule attached as Exhibit "B," which is incorporated for all purposes herein.
The CITY shall not reimburse CONSULTANT for expenses for any item(s) CONSULTANT is required to
procure in order to perform its obligations under this Agreement unless the CITY, first approves such
expenses in writing.
4. TERMINATION.
4.1. Written Notice.
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The CITY or CONSULTANT may terminate this Agreement at any time and for any reason
by providing the other party with 30 days written notice of termination. Upon termination, any Part
1 prepaid fees will be reimbursed on a pro-rata monthly basis at $1,625 per month.
4.2 Non-appropriation of Funds.
In the event no funds or insufficient funds are appropriated by the CITY in any fiscal period
for any payments due hereunder, CITY will notify CONSULTANT of such occurrence and this
Agreement shall terminate on the last day of the fiscal period for which appropriations were
received without penalty or expense to the CITY of any kind whatsoever, except as to the portions
of the payments herein agreed upon for which funds shall have been appropriated.
4.3 Duties and Obligations of the Parties.
In the event that this Agreement is terminated prior to the Expiration Date, the CITY shall
pay CONSULTANT for services actually rendered up to the effective date of termination and
CONSULTANT shall continue to provide the CITY with services requested by the CITY and in
accordance with this Agreement up to the effective date of termination.
5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION.
CONSULTANT hereby warrants to the CITY that CONSULTANT has made full disclosure in
writing of any existing or potential conflicts of interest related to CONSULTANT's services under this
Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement,
CONSULTANT hereby agrees immediately to make full disclosure to the CITY in writing. CONSULTANT,
for itself and its officers, agents and employees, further agrees that it shall treat all information provided
to it by the CITY as confidential and shall not disclose any such information to a third party without the
prior written approval of the CITY. CONSULTANT shall store and maintain CITY Information in a secure
manner and shall not allow unauthorized users to access, modify, delete or otherwise corrupt CITY
Information in any way. CONSULTANT shall notify the CITY immediately if the security or integrity of any
CITY information has been compromised or is believed to have been compromised.
6. RIGHT TO AUDIT.
CONSULTANT agrees that the CITY shall, until the expiration of three (3) years after final
payment under this contract, have access to and the right to examine at reasonable times any directly
pertinent books, documents, papers and records of the CONSULTANT involving transactions relating to
this Contract at no additional cost to the CITY. CONSULTANT agrees that the CITY shall have access
during normal working hours to all necessary CONSULTANT facilities and shall be provided adequate
and appropriate work space in order to conduct audits in compliance with the provisions of this section.
The CITY shall give CONSULTANT reasonable advance notice of intended audits.
CONSULTANT further agrees to include in all its subcontractor agreements hereunder a provision
to the effect that the subcontractor agrees that the CITY shall, until expiration of three (3) years after final
payment of the subcontract, have access to and the right to examine at reasonable times any directly
pertinent books, documents, papers and records of such subcontractor involving transactions related to
the subcontract, and further that CITY shall have access during normal working hours to all subcontractor
facilities and shall be provided adequate and appropriate work space in order to conduct audits in
compliance with the provisions of this paragraph. CITY shall give subcontractor reasonable notice of
intended audits.
7. INDEPENDENT CONTRACTOR.
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It is expressly understood and agreed that CONSULTANT shall operate as an independent
contractor as to all rights and privileges granted herein, and not as agent, representative or employee of
the CITY. Subject to and in accordance with the conditions and provisions of this Agreement,
CONSULTANT shall have the exclusive right to control the details of its operations and activities and be
solely responsible for the acts and omissions of its officers, agents, servants, employees, contractors and
subcontractors. CONSULTANT acknowledges that the doctrine of respondeat superior shall not apply as
between the CITY, its officers, agents, servants and employees, and CONSULTANT, its officers, agents,
employees, servants, contractors and subcontractors. CONSULTANT and CITY further agree that
nothing herein shall be construed as the creation of a partnership or joint enterprise between CITY and
CONSULTANT.
8. LIABILITY AND INDEMNIFICATION.
CONSULTANT SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY
LOSS, PROPERTY DAMAGE ANDIOR PERSONAL INJURYLUDING DEATH, TO ANY AND ALL
PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT
CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL
MISCONDUCT OF CONSULTANT, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES.
CONSULTANT COVENANTS AND AGREES TO, AND DOES HEREBY, INDEMNIFY, HOLD
HARMLESS AND DEFEND THE CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES,
FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS FOR EITHER PROPERTY DAMAGE
OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO CONSULTANT'S BUSINESS AND ANY
RESULTING LOST PROFITS) ANDIOR PERSONAL INJURYLUDING DEATH, TO ANY AND ALL
PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF
OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT
ACTS OR OMISSIONS OR MALFEASANCE OF CONSULTANT, ITS OFFICERS, AGENTS,
SERVANTS OR EMPLOYEES.
9. ASSIGNMENT AND SUBCONTRACTING.
CONSULTANT shall not assign or subcontract any of its duties, obligations or rights under this
Agreement without the prior written consent of the CITY. If the CITY grants consent to an assignment, the
assignee shall execute a written agreement with the CITY and the CONSULTANT under which the
assignee agrees to be bound by the duties and obligations of CONSULTANT under this Agreement. The
CONSULTANT and Assignee shall be jointly liable for all obligations under this Agreement prior to the
assignment. If the CITY grants consent to a subcontract, the subcontractor shall execute a written
agreement with the CONSULTANT referencing this Agreement under which the subcontractor shall agree
to be bound by the duties and obligations of the CONSULTANT under this Agreement as such duties and
obligations may apply. The CONSULTANT shall provide the CITY with a fully executed copy of any such
subcontract.
10. INSURANCE.
The CONSULTANT shall carry the following insurance coverage with a company that is licensed
to do business in Texas or otherwise approved by the CITY:
Commercial General Liability – Requirements waived
Automobile Liability Insurance – Requirements waived
Professional Liability (Errors & Omissions) in the amount of $1,000,000 per claim and
$1,000,000 aggregate limit, unless waived.
General Insurance Requirements, unless waived
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All applicable policies shall name the CITY as an additional insured thereon, as its interests
may appear. The term CITY shall include its employees, officers, officials, agents, and
volunteers in respect to the contracted services.
A minimum of Thirty (30) days notice of cancellation or reduction in limits of coverage shall
be provided to the CITY. A ten (10) day notice shall be acceptable in the event of non-
payment of premium. Notice shall be sent to CITY SECRETARY, with copies to the CITY
ATTORNEY at the same address shown in Section 13.
The insurers for all policies must be licensed and/or approved to do business in the State
of Texas. All insurers must have a minimum rating of A- VII in the current A.M. Best Key
Rating Guide, or have reasonably equivalent financial strength and solvency to the
satisfaction of Risk Management. If the rating is below that required, written approval of
Risk Management is required.
Any failure on the part of the CITY to request required insurance documentation shall not
constitute a waiver of the insurance requirement.
Certificates of Insurance evidencing that the CONSULTANT has obtained all required
insurance shall be delivered to the CITY prior to CONSULTANT proceeding with any work
pursuant to this Agreement.
11. COMPLIANCE WITH LAWS, ORDINANCES, RULES AND REGULATIONS.
CONSULTANT agrees to comply with all applicable federal, state and local laws, ordinances, rules
and regulations. If the CITY notifies CONSULTANT of any violation of such laws, ordinances, rules or
regulations, CONSULTANT shall immediately desist from and correct the violation.
12. NON-DISCRIMINATION COVENANT.
CONSULTANT, for itself, its personal representatives, assigns, subcontractors and successors in
interest, as part of the consideration herein, agrees that in the performance of CONSULTANT’s duties and
obligations hereunder, it shall not discriminate in the treatment or employment of any individual or group of
individuals on any basis prohibited by law. If any claim arises from an alleged violation of this non-
discrimination covenant by CONSULTANT, its personal representatives, assigns, subcontractors or
successors in interest, CONSULTANT agrees to assume such liability and to indemnify and defend the
CITY and hold the CITY harmless from such claim.
13. NOTICES.
Notices required pursuant to the provisions of this Agreement shall be conclusively determined
to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or
representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received
by the other party by United States Mail, registered, return receipt requested, addressed as follows:
To The CITY: To CONSULTANT:
City of Denton CityBase.Net
Attn: Jessica Williams, Chief Financial Officer Attn: Lewis F. McLain, Jr., Owner
Address: 901B St 4906 Morning Glory Way
City: Denton, TX 76209 McKinney, TX 75072
Phone: 940-349-8244 214-793-7729
Email: jessica.jwilliams@cityofdenton.com lewis.mclain@outlook.com
14. SOLICITATION OF EMPLOYEES.
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Neither the CITY nor CONSULTANT shall, during the term of this agreement and additionally for
a period of one year after its termination, solicit for employment or employ, whether as employee or
independent contractor, any person who is or has been employed by the other during the term of this
agreement, without the prior written consent of the person's employer.
15. GOVERNMENTAL POWERS.
It is understood and agreed that by execution of this Agreement, the CITY does not waive or
surrender any of its governmental powers.
16. NO WAIVER.
The failure of the CITY or CONSULTANT to insist upon the performance of any term or provision
of this Agreement or to exercise any right granted herein shall not constitute a waiver of the CITY's or
CONSULTANT's respective right to insist upon appropriate performance or to assert any such right on any
future occasion.
17. GOVERNING LAW / VENUE.
This Agreement shall be construed in accordance with the internal laws of the State of Texas. If
any action, whether real or asserted, at law or in equity, is brought on the basis of this Agreement, venue
for such action shall lie in state courts located in Denton County, Texas.
18. SEVERABILITY.
If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality
and enforceability of the remaining provisions shall not in any way be affected or impaired.
19. FORCE MAJEURE.
The CITY and CONSULTANT shall exercise their best efforts to meet their respective duties and
obligations as set forth in this Agreement, but shall not be held liable for any delay or omission in
performance due to force majeure or other causes beyond their reasonable control (force majeure)
including, but not limited to, compliance with any government law, ordinance or regulation, acts of God,
acts of the public enemy, fires, strikes, lockouts, natural disasters, wars, riots, material or labor restrictions
by any governmental authority, transportation problems and/or any other similar causes.
20. HEADINGS NOT CONTROLLING.
Headings and titles used in this Agreement are for reference purposes only and shall not be
deemed a part of this Agreement.
21. REVIEW OF COUNSEL.
The parties acknowledge that each party and its counsel have reviewed and revised this Agreement
and that the normal rules of construction to the effect that any ambiguities are to be resolved against the
drafting party shall not be employed in the interpretation of this Agreement or exhibits hereto.
22. AMENDMENTS / MODIFICATIONS / EXTENSTIONS.
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No extension, modification or amendment of this Agreement shall be binding upon a party hereto
unless such extension, modification, or amendment is set forth in a written instrument, which is executed
by an authorized representative and delivered on behalf of such party.
23. ENTIRETY OF AGREEMENT.
This Agreement including the schedule of exhibits attached hereto and any documents
incorporated herein by reference, contains the entire understanding and agreement between the CITY
and CONSULTANT, their assigns and successors in interest, as to the matters contained herein. Any
prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in
conflict with any provision of this Agreement.
24. SIGNATURE AUTHORITY.
The person signing this agreement hereby warrants that he/she has the legal authority to execute
this agreement on behalf of the respective party, and that such binding authority has been granted by proper
order, resolution, ordinance or other authorization of the entity. The other party is fully entitled to rely on
this warranty and representation in entering into this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement this _____ day of
______________, 2023.
CITY OF DENTON
By:
Sara Hensley
City Manager
Date: _________________________
CityBase.Net:
By:
Lewis F. McLain, Jr.
Owner
Date: ____________________________
DocuSign Envelope ID: 062A37E9-C123-4072-BDFC-33A63CD9EE8F
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11/9/2023
9th
November
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EXHIBIT A
SCOPE OF SERVICES
Introduction
Lewis F. McLain, Jr., President, dba CityBase.Net (LFM) is highly qualified to construct and
maintain a Sales Tax Analysis & Reporting System. LFM and the City of Denton (“CITY”) enter
into this Agreement for a Sales Tax Analysis & Reporting System, a service (not software) with a
variety of products that are described in the Scope of Service section below. This service is a
critical component of a broader Revenue Management System. The revenue base of an
organization needs to be continually evaluated for accuracy and performance. Left alone, there is
almost a certainty that opportunities will be missed and errors will be introduced into a revenue
system. There is not a revenue source with more significance, complexities, seasonal variations,
economic fluctuations and constant changes as the sales tax system. The purpose of these proposed
and agreed upon services is to analyze and report confidential sales tax data in order for CITY to
be better understand internal shifts in the sales tax base. The products provided will assist CITY
to recognize revenue vulnerabilities and to better explain current and historical data as well as to
forecast future sales tax revenues.
Scope of Services
Sales Tax Analysis & Reporting System
CITY has provided or will provide LFM with monthly confidential sales tax data provided by the
State Comptroller’s Office for the period beginning January 2008 or earlier if available. LFM has
prepared or will prepare an analysis and prototype report to CITY to establish the nature of the
information that will be provided to CITY by LFM on a monthly basis. The prototype report
contains confidential data, which makes it against the law to include as an attachment to this
contract. However, CITY staff will attest that they have received a prototype report and links to
online reports and LFM attests that the services to be provided shall be consistent with the
prototype report. A description of the prototype report is as follows:
First and foremost, LFM and CITY will at all times adhere to all state laws requiring that
the confidential sales tax files be used for the intended purpose of economic forecasting
and will be kept confidential.
LFM shall prepare a comparison of overall sales tax performance of CITY to other sales
tax authorities in the region. This comparison will be made in summary form using the
database made public by the State Comptroller.
CITY shall request from the State Comptroller and provide to LFM the confidential sales
tax database/files in electronic format on a monthly basis or, alternatively, request the State
Comptroller to supply the confidential data directly to LFM.
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LFM shall reconcile State Comptroller confidential files to revenues as shown on actual
public receipt reports. CITY shall be responsible for soliciting information from the State
Comptroller regarding any significant variances.
LFM shall make best efforts to scrub the confidential data such that business name
spellings are consistent as well as NAICS codes to the Sector/Category (2-Digit) level
LFM shall produce new businesses added list from state files and track them into the actual
revenue files.
LFM shall produce a list of businesses that have been removed from the list or that appear
to be delinquent on payments. The results of the watch list and the resolution of such
accounts shall be the responsibility of the CITY; however, LFM shall take significant
delinquent or removed businesses into consideration for forecasting purposes.
LFM shall produce an analysis and report of all audit adjustments designated in the sales
tax confidential file, if made available by the State Comptroller. Audit adjustments, both
positive and negative, can be significant and need to be incorporated into consideration for
forecasting purposes.
LFM shall produce Rolling 12-month (R12) reports to smooth out monthly variations and
be more helpful for trend analysis. This information shall also be prepared in graphical
form for the Top Payers that represent at least 80% of the total sales tax revenues.
LFM shall prepare a Revenue Vulnerability report to isolate those larger taxpayers that
might be non-recurring or particularly subject to change – such as for major construction
projects, mineral extract companies, etc.
LFM shall produce summaries by North American Industry Classification System
(NAICS) code at the 2-digit level. These summaries will be used to analyze industry groups
and to separate sales tax receipts into two broad categories: 1) Retail Consumer and 2)
Business-to-Business. The forecasting model shall include different methodologies to
forecast each of these two components to be extent possible.
LFM shall prepare a rolling 12-month sales tax forecast at the business level that can be
summarized at the NAICS code level. LFM is responsible for documenting assumptions in
conjunction with key CITY staff input. However, neither LFM nor CITY can assure the
future economic forecasted events will materialize nor is there any control over individual
business decisions by significant sales taxpayers.
LFM shall make best efforts to identify exceptions and anomalies, such as missed
payments, missing payers, payers belonging to another non-Denton and potential under-
reporting. However, no representation is made that LFM will be conducting any form of
formal audit even though a by-product of the analytical approach taken could identify
possible aberrations to pursue with the audit division of the State Comptroller’s Office.
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All services are priced on electronic communications only, such as Web-based Zoom
Meeting. It is not anticipated that meetings will be required at the site of the CITY unless
requested by CITY.
Timetable
CITY shall provide the confidential sales tax files obtained from the State Comptroller as soon as
available each month. LFM shall prepare and present analyses and reports to CITY within 15
business days of the monthly or quarterly report option dates or as soon as possible.
Ownership of Data & Work Products
This Agreement is intended to be a service agreement and is not a software sale or lease. Therefore,
LFM and CITY agree to these following items.
LFM’s work product given to CITY shall be in the form of Adobe PDF files, Excel
Spreadsheets or online reports. There will be no paper reports. All PDF files shall be
delivered to only staff persons designated by CITY.
LFM may use the latest versions of Excel, SQL Server, Power BI and several other
Business Intelligence software tools LFM finds ideal for this service. These work products
belong to LFM and shall not be the property of CITY.
The raw sales tax data belongs to CITY.
The compiled and analyzed sales tax data including forecasting models shall belong to
LFM.
All data and work product related to or resulting from Part 1 of the Scope of Services shall
be jointly-owned by LFM and CITY.
All economic development agreements shall remain confidential.
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Confidential Information & Security
All of the information will be kept confidential in accordance with state laws. CityBase.Net would
prefer to exchange data and products only through named CITY employees so that a clear “chain
of custody” is documented.
Public Information
LFM prepares city-to-city comparisons on a monthly basis, all of which is from data available to
the public through the State Comptroller’s Office. This data is shared with governmental entities
statewide and has a high probability of being reported by the news media. LFM reserves the right
to publish data of this nature that might include the CITY in comparisons with other cities but
under no circumstances would involve any of the confidential data.
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Qualifications
Lewis F. McLain, Jr.
Consultant, Trainer, Writer, Analyst
214-793-7729 lewis.mclain@outlook.com
Academic: Graduated from University of North Texas in December 1971 with a BBA in Accounting. Taught
Undergraduate and Graduate Courses at Southern Methodist University (1979 - 1983), University of Dallas (1983)
and University of North Texas (1993). Most recently (2006) taught a graduate course in MPA program: Performance
Measures for Local Governments and Non-Profits at UNT.
Employment: Boise Cascade Envelope Division – Assistant Controller (1972-1973); Garland - Budget Director
(1973-1977); Dallas County - Budget Officer (1977-1979); First National Bank in Dallas – Vice President Public
Finance (1979-1980); Fiscal Planning Consultant (1981-2001); Director of Administration, North Central Texas
Council of Governments (2001-2002); President, CityBase.Net, (2000-), Principal, McLain Decision Support
Systems, (2004-), Fiscal Manager (Part-Time) North Central Texas Council of Governments (2008-2012)
Consulting Experience:
Areas of Specialty: Impact Fees; Water & Sewer Rate Studies; Stormwater Drainage Fees; Multi-Year Financial
Planning; Budgeting & Performance Analyses; Computer Modeling (Excel); Financial Analyses; Build-Out
Analyses; Real Estate & Economic Feasibility Analyses.
Previous and Current Clients: Addison, Arlington, Denton, Bellaire, Cedar Hill, Carrollton, College Station,
Conroe, Coppell, Dallas County, Duncanville, Euless, Fort Worth, Friendswood, Granbury, Grand Prairie,
Grapevine, Greenville, Highland Park, Highland Village, Huntsville, Hurst, Irving, Lancaster, La Porte, Lewisville,
Little Elm, Killeen, Missouri City, North Richland Hills, Killeen, Princeton, Richardson, San Marcos, Seagoville,
Southlake, Trophy Club and University Park. Current sales tax clients include Angleton, Brazoria County, DART
and the Cities of Highland Village, Killeen, Lander, Midland, Pearland, Plano, Richardson, Rockport, Stafford,
Victoria, Wichita Falls and Wylie.
Seminars with National, State and Regional Organizations (100+). Orientation to Microcomputers, Impact Fees,
Utility Rate Making, Fiscal Impact Analyses, Budgeting/Multi-Year Financial Planning, Finance/Budget Officer
Mentoring and Development and Ethics & Various Managerial Topics. Most Recently Municipal Problem-Solving
Using Excel as the Analytical Tool.
Publications (Mostly GFOAT Monthly Newsletter).
Essay series on “Looking for the Good in Local Government” 2013-2014.
Essay series on “Can Detroit Happen Here” 2013-2014.
Essay series on various municipal topics” 2008-2014.
“Cost of Service Lessons Afforded by a Fleet Maintenance Analysis” April 2008.
“The Slippery Slope of Sales Tax Revenues” February 2008
“Disobeying the Laws of Arithmetic” January 2008.
“In Search of a Methodology to Normalize Water Revenues” August 2007.
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“A Method and Rationale for Calculating the Average Age of Your City” June 2007.
“A Fire Station Site Model & How This is Related to Budgeting” May 2007.
“The Need to Replace Public Debate with Community Dialogue” July 2006. (Co-Authored).
“Using the Monthly Experience Curve to Assist with Continuous Year-End Estimate” June 2006.
“Please Don’t Bring Me a Problem without a Solution: A Message from Management” October 2005.
“Effective Finance Directors Have Strong Chief Accountants” September 2005.
“GFOAT Resource Library – Official Statements” July 2005.
“Develop an Exit Strategy: There Can Be Life after Municipal Government” June 2005.
“Will The Real CPI Please Stand Up” April 2005.
“The Handwriting Is On the Wall” March 2005.
“The Math of Space & Place” March 2005.
“Understanding the Capacity in Cost Analysis” November 2004.
“This Is What I Know: A Primer for Newly Elected Officials” July 2004
“Applying Technical Analysis To Sales Tax Data” March 2004.
“Stormwater Drainage Fees – Why Are You Waiting?” August 2003.
“Understanding Budget Arithmetic” June 2003.
“Zero-Base Budgeting Revisited” February 2003.
“Between Epiphany and Elvis – A Memo In Preparation of a Staff Planning Meeting” January 2003.
“About Those Leave Policies: A Follow-Up to a Previous Article” October 2002.
“Now More Than Ever Is The Time To Be Vigilant” July 2002.
“The Not-So-Visible Costs of Fringe Benefits and Leave Benefits” June 2002.
“The Pareto Principle – the 80/20 Rule” February 2002.
“How Will Electric Deregulation Affect Electric Franchise Fees?” August 2001.
“Analyzing Solid Waste Rates for Commercial Customers” April 2001.
“Three Little Words” September 2000.
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"The Business of GFOAT" August 2000.
"Capital Project Management: Do It Right on the Front End or Suffer the Forensic Audit on the Back End”
July 2000.
"City Manager Memorandum: Preparing for a Pre-Budget Retreat" February 2000.
"The Basics of Budgeting for Newly Elected Officials" Texas City & City June 2000
"The Financial Functions Overlaid with Managerial Functions: Emphasizing the Management in Financial
Management” October 1999.
"Impact Fees and the Finance Official: Accounting Requirements on The Horizon and The Overall
Instructional Value of Impact Fee Issues” September 1999.
"The GFOAT Executive Directorship” July 1999 Co-Authored with Kathy DuBose and Charles Cox.
"General Principles of Web Design and Thinking about the Finance Section” June 1999.
"Fiscal Diplomacy Tool - The Decision Matrix” April 1999.
"Welcome to WWW.GFOAT.ORG” March 1999.
“The Politics and Practicalities of Information Overload” January 1999.
“The Value of Comparative Data – Part III – Understanding Your Tax Base” December 1998.
“Deputized To Play Fairly” November 1998.
“The Value of Comparative Data – Part I” September 1998.
“Preparing For A Job Interview – Including The One You Want To Keep” June 1998.
"Financial Planning Fundamentals - Can You Handle The Truth?” April 1998.
"Will The Real Fund Balance Please Stand Up” March 1998.
"Why Good People Steal” February 1998.
"Mentorship - Achieving That Delicate Balance” September 1996.
"Developing Utility Rates To Satisfy Economic Development Objectives” December 1992.
"An Argument for Recovering Delayed Tax Collections In The Building Permit Fee” October 1993.
"An Elected Official Workshop Trilogy” October 1989.
"Big Differences in Texas Counties” August 1989.
"How Strategic Planning Can Help Put Budgeting In Perspective” October 1988.
DocuSign Envelope ID: 062A37E9-C123-4072-BDFC-33A63CD9EE8F
Services Agreement
CityBase.Net.
Page 15 of 15
"A Look at Interest & Sinking Funds In Light Of Truth-In-Taxation and Tax Reform” July 1988.
"Personal Financial Planning Offered As an Employee Assistance Program” February 1988.
"Tax Abatements - Wake Up Finance Directors!” December 1987.
"The Bank Franchise Tax - It Still Ain't Fixed!” August 1987.
"Professional Accreditation: A Texas Effort” June 1987.
"What Can I Learn From You? A Preparatory Exercise for Budgeting” April 1987.
"Frustration & Fatigue: The Aftermath Of The Audit” March 1987.
"The Bond Buyer Index: A Look At The Historical Trends” January 1987.
"Finance Directors Want To Look Under The Hood” November 1986.
"Finance Director Stress Management” October 1986.
"An Argument for A Golden Years Trust Fund” January 1986.
"Are You Part Of The Management Team?" December 1985.
"Investment Policies” November 1985.
"Treasury Bill Discount Rate Vs. Yield” October 1985.
Other Government Leadership Roles:
Executive Director, GFOAT: Engaged by the Government Finance Officers Association of Texas
(GFOAT), an 800+ member organization, to be the contractual Executive Director in a part-time relationship from
1999 to 2004. Duties included general leadership, coordination and assistance to the GFOAT Board and standing
committees. Remained as Newsletter Editor until June 2006.
Recipient of the first GFOAT Ethics Award in 2003 and given the honor of having the award being named, “The
Lewis F. McLain, Jr. Ethics in Leadership Award.”
DocuSign Envelope ID: 062A37E9-C123-4072-BDFC-33A63CD9EE8F
Services Agreement
CityBase.Net.
Page 16 of 15
EXHIBIT B
FEE SCHEDULE
Monthly Sales Tax Analyses & Reports: $19,500 annually.
Monthly Analyses & Reports paid annually in advance: $19,500.
If contract is terminated early, a prorated refund of any prepaid fees will be turned at the rate of
$1,625 per month within 30 days of termination.
The fee will also include forecasting scenario models at a value of $9,000 annually if prepared
separately.
DocuSign Envelope ID: 062A37E9-C123-4072-BDFC-33A63CD9EE8F
CONFLICT OF INTEREST QUESTIONNAIRE
CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ
For vendor or other person doing business with local governmental entity
This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session.
This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as
defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a).
By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after
the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code.
A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a
misdemeanor.
1 Name of vendor who has a business relationship with local governmental entity.
2
Check this box if you are filing an update to a previously filed questionnaire.
(The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the
date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.)
3 Name of local government officer about whom the information in this section is being disclosed.
Name of Officer
This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the vendor has an employment or other business
relationship as defined by Section 176.001(1-a), Local Government Code. Attach additional pages to this Form CIQ as necessary.
A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor?
Yes No
B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer
named in this section AND the taxable income is not received from the local governmental entity?
Yes No
C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an
officer or director, or holds an ownership of one percent or more?
Yes No
D. Describe each employment or business and family relationship with the local government officer named in this section.
4
I have no Conflict of Interest to disclose.
5
Signature of vendor doing business with the governmental entity Date
DocuSign Envelope ID: 062A37E9-C123-4072-BDFC-33A63CD9EE8F
X
Jessica Williams
11/9/2023
X
X
X
Certificate Of Completion
Envelope Id: 062A37E9C1234072BDFC33A63CD9EE8F Status: Completed
Subject: ***City Manager Approval***8410 Sales Tax Service Agreement
Source Envelope:
Document Pages: 17 Signatures: 3 Envelope Originator:
Certificate Pages: 5 Initials: 0 Lori Hewell
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-06:00) Central Time (US & Canada)
901B Texas Street
Denton, TX 76209
lori.hewell@cityofdenton.com
IP Address: 198.49.140.104
Record Tracking
Status: Original
11/9/2023 11:27:59 AM
Holder: Lori Hewell
lori.hewell@cityofdenton.com
Location: DocuSign
Signer Events Signature Timestamp
Lori Hewell
lori.hewell@cityofdenton.com
Purchasing Manager
City of Denton
Security Level: Email, Account Authentication
(None)
Completed
Using IP Address: 198.49.140.104
Sent: 11/9/2023 11:53:17 AM
Viewed: 11/9/2023 11:56:49 AM
Signed: 11/9/2023 11:57:56 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Lewis McLain
lewis.mclain@outlook.com
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 108.86.213.234
Signed using mobile
Sent: 11/9/2023 11:57:58 AM
Viewed: 11/9/2023 1:38:03 PM
Signed: 11/9/2023 1:40:13 PM
Electronic Record and Signature Disclosure:
Accepted: 11/9/2023 1:38:03 PM
ID: 657e9848-19b7-48bf-be42-75e904645769
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: 11/9/2023 1:40:16 PM
Viewed: 11/9/2023 1:59:18 PM
Signed: 11/9/2023 1:59:26 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)
Completed
Using IP Address: 198.49.140.104
Sent: 11/9/2023 1:59:28 PM
Viewed: 11/9/2023 3:19:32 PM
Signed: 11/9/2023 3:19:49 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Cheyenne Defee
cheyenne.defee@cityofdenton.com
Procurement Administration Supervisor
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 11/9/2023 3:19:50 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 11/9/2023 11:53:17 AM
Certified Delivered Security Checked 11/9/2023 3:19:32 PM
Signing Complete Security Checked 11/9/2023 3:19:49 PM
Completed Security Checked 11/9/2023 3:19:50 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: Lewis McLain
How to contact City of Denton:
You may contact us to let us know of your changes as to how we may contact you electronically,
to request paper copies of certain information from us, and to withdraw your prior consent to
receive notices and disclosures electronically as follows:
To contact us by email send messages to: purchasing@cityofdenton.com
To advise City of Denton of your new e-mail address
To let us know of a change in your e-mail address where we should send notices and disclosures
electronically to you, you must send an email message to us at melissa.kraft@cityofdenton.com
and in the body of such request you must state: your previous e-mail address, your new e-mail
address. We do not require any other information from you to change your email address..
In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected
in your DocuSign account by following the process for changing e-mail in DocuSign.
To request paper copies from City of Denton
To request delivery from us of paper copies of the notices and disclosures previously provided
by us to you electronically, you must send us an e-mail to purchasing@cityofdenton.com and in
the body of such request you must state your e-mail address, full name, US Postal address, and
telephone number. We will bill you for any fees at that time, if any.
To withdraw your consent with City of Denton
To inform us that you no longer want to receive future notices and disclosures in electronic
format you may:
i. decline to sign a document from within your DocuSign account, and on the subsequent
page, select the check-box indicating you wish to withdraw your consent, or you may;
ii. send us an e-mail to purchasing@cityofdenton.com and in the body of such request you
must state your e-mail, full name, IS Postal Address, telephone number, and account
number. We do not need any other information from you to withdraw consent.. The
consequences of your withdrawing consent for online documents will be that transactions
may take a longer time to process..
Required hardware and software
Operating Systems: Windows2000? or WindowsXP?
Browsers (for SENDERS): Internet Explorer 6.0? or above
Browsers (for SIGNERS): Internet Explorer 6.0?, Mozilla FireFox 1.0,
NetScape 7.2 (or above)
Email: Access to a valid email account
Screen Resolution: 800 x 600 minimum
Enabled Security Settings:
•Allow per session cookies
•Users accessing the internet behind a Proxy
Server must enable HTTP 1.1 settings via
proxy connection
** These minimum requirements are subject to change. If these requirements change, we will
provide you with an email message at the email address we have on file for you at that time
providing you with the revised hardware and software requirements, at which time you will
have the right to withdraw your consent.
Acknowledging your access and consent to receive materials electronically
To confirm to us that you can access this information electronically, which will be similar to
other electronic notices and disclosures that we will provide to you, please verify that you
were able to read this electronic disclosure and that you also were able to print on paper or
electronically save this page for your future reference and access or that you were able to
e-mail this disclosure and consent to an address where you will be able to print on paper or
save it for your future reference and access. Further, if you consent to receiving notices and
disclosures exclusively in electronic format on the terms and conditions described above,
please let us know by clicking the 'I agree' button below.
By checking the 'I Agree' box, I confirm that:
• I can access and read this Electronic CONSENT TO ELECTRONIC RECEIPT OF
ELECTRONIC RECORD AND SIGNATURE DISCLOSURES document; and
• I can print on paper the disclosure or save or send the disclosure to a place where I can
print it, for future reference and access; and
• Until or unless I notify City of Denton as described above, I consent to receive from
exclusively through electronic means all notices, disclosures, authorizations,
acknowledgements, and other documents that are required to be provided or made
available to me by City of Denton during the course of my relationship with you.