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18-157� � . . �•' • ! . . �• � . . • * • �� . � � � �.� , � .. �. . * . . �. . � � .•� � * ,, . , . . . * . �, # * • • . � • * • * * + .. # � •. . � . • � . *. . � .. � R . �� ' '. • � �'1 � • '• •' • ' • � � • ! # '� : 111 r • - . # -� . . -• . • ' . . -• � �- . .. .• � ��! . •' . . "� •- # , ''� •' . • # . -.�r . � . • ## r: .�• � - # � � • * . � �- .� . � r. . - � � "� - # .`- . . • A r . - . � WHEREAS, the City Manager or a designated employee has received, and reviewed, and recommended that the herein described proposals are the most advantageous to the City cansidering the relative importance of price and the ather evaluation factors included in the request for proposals; and WHE AS, the City Council has provided in the City Budget far the appropriation of funds ta be used for the purchase of the materials, equipment, supplies or services approved and accepted herein; NOt�V, THEREFORE, • • • � # ' : •'R� SECTION 1. The items in the following numbered request for proposal for materials, equipment, supplies or services, shown in the "Request for Prapasals" on file in the office of the Purchasing Agent, are hereby accepted and appraved as being the most advantageous to the City cansidering the relative importance af price and the other evaluatian factors included in the request for propasals. . . : '; . ' ,�#► ',� #' Grant Thornton LLP '� t 11! _ . �.� . SECTION 2. By the acceptance and approval of the above numbered items of the submitted proposals, the City accepts the offer of the persons submitting the proposals for such items and agrees to purchase the materials, equipment, supplies, or services in accordance with the terms, specifications, standards, quantities, and for the specified sums contained in the Proposal Invitations, Proposals, and related documents. SECTION 3. Should the City and person submitting approved and accepted items and of the submitted praposals wish to enter into a formal written agreement as a result of the acceptance, approval, and awarding of the proposals, the City Manager or his designated representative is hereby authorized to execute the written contract; provided that the written contract is in accordance with the terms, conditions, specifications, standards, quantities, and specified sums contained in the Proposal and related documents herein approved and accepted. This will be an initial one (1) year contract with options to extend the contract for two (2) additional one (1) year periods with all terms and conditions remaining the same. N 4m The City Council of the City of Denton, Texas hereby expressly delegates the SECTIO , authority to take any actions that may be required or permitted to be performed by the City of Denton under RFP 6592 to the City Manager of the City of Denton, Texas, or his designee. SECTION 5. By the acceptance and approval of the above enumerated proposals, the City Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approved bids. SECTION, LL6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the A��`d �°' � day of �" ��, �� , ,�� , � � , 2018. i ��; �� o..�., �� '" �� r� , � � C1�� I�� '1��'OR ..... ....................... ATTEST: JENNIFER WALTERS, CITY SECRETARY ��", BY: �� _ ��, � ........ � � �' �, u � � .�.�� . _ � �� . � � ��.� a �. � APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY BY: � ��;��^&� �� =-- � ��I �—�� ,�__ �� A ��`� �..p°"� �'"`F r � p� �. - �� ..�. �� DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 5ƚĭǒƭźŭƓ /źƷǤ /ƚǒƓĭźƌ ƩğƓƭƒźƷƷğƌ /ƚǝĻƩƭŷĻĻƷ CźƌĻ bğƒĻ tǒƩĭŷğƭźƓŭ /ƚƓƷğĭƷ /źƷǤ /ƚǒƓĭźƌ ğƩŭĻƷ 5ğƷĻ /ƚƓƷƩğĭƷ ğƌǒĻ tźŭŭǤ .ğĭƉ hƦƷźƚƓ /ƚƓƷƩğĭƷ 9ǣƦźƩğƷźƚƓ hƩķźƓğƓĭĻ DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AN GRANT THORNTON LLP (CONTRACT #6592) THIS CONTRACTis made and entered into this date ______________________, by and between Grant Thornton LLP, a corporation, whose address is 1717 Main St #1800, Dallas, TX 75201, hereinafter referred to as "Contractor," and the CITY OF DENTON, TEXAS, a home rule municipal corporation, hereinafter referred to as "City," to be effective upon approval of the Denton City Council and subsequent execution of this Contract by the Denton City Manager or his duly authorized designee. For and in consideration of the covenants and agreements contained herein, and for the mutual benefits to be obtained hereby, the parties agree as follows: SCOPE OF SERVICES Supplier shall provide products and/or services in document RFP#6592-Supply of JD Edwards 9.2 Upgrade Services , a copy of which is on file at the office of Purchasing Agent and incorporated herein for all purposes.The Contract consists of this written agreement and the following items which are attached hereto and incorporated herein by reference: (a)Special Terms and Conditions (b)# 6592(on File at the Office of the Purchasing Agent); (c)City of Denton Standard Terms and Conditions C; (d)Insurance Requirements D (e)Certificate of Interested Parties Electronic Filing (Exhibit "E"); (f)(Exhibit "F"); (g)House Bill 89 Verification G (h)Senate Bill 252 Certification H (i)Form CIQ Conflict of Interest Questionnaire (Exhibit "I"); 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 doc 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. CONTRACT #6592 GRANT THORNTON LLP1 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. CONTRACTOR BY: ______________________________ AUTHORIZED SIGNATURE Date:_______________________________ Name: ______________________________ Title: _______________________________ ___________________________________ PHONE NUMBER ___________________________________ EMAIL ADDRESS ___________________________________ TEXAS ETHICS COMMISSION CERTIFICATE NUMBER CITY OF DENTON, TEXAS ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: TODD HILEMAN CITY MANAGER BY: __________________________________ Date: APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY BY: __________________________________ CONTRACT #6592 GRANT THORNTON LLP2 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 EXHIBIT A Special Terms and Conditions 1.Total Contract Amount The contract total for services shall not exceed $168,490 for the JD Edwards conversion from version 9.1 to version 9.2 and the possible use of additional consulting services following the upgrade in the amount of $16,510 (contingency). The total contract value shall not exceed $185,000. All Travel Expenses incurred during the services rendered under the contract, shall be incorporated into the pricing presented in Exhibit F. 2.Contract Terms The Contract shall commence upon the issuance of a Notice to Proceed or Purchase Order by the City of Denton and shall automatically expire upon completion of the work or receipt of the materials, and acceptance by the City of Denton, on or before June 1, 2018. 3.Price Escalation and De-escalation The City will implement an escalation/de-escalation price adjustment quarterly. The escalation/de-escalation will be based upon manufacturer published pricing sheets to the vendor. The price will be increased or decreased based upon the quarterly percentage change in the Should the change exceed or decrease a minimum threshold value of +/-1%, then the stated eligible bid prices shall be adjusted in accordance with the published price change. It is the supplier or the Cities responsibility to request a price adjustment quarterly in writing. If no request is made, then it will be assumed that the bid price will be in effect. The supplier must submit or make available the manufacturers pricing sheet used to calculate the bid proposal, to participate in the escalation/de-escalation clause. Additional Verbage (4-6): 4.Electronic Communications During the course of this engagement, the parties may need to electronically transmit confidential information to each other and to third-party service providers or other entities engaged by either party. Electronic methods include telephones, cell phones, email, cloud services and fax. These technologies provide a fast and convenient way to communicate. However, all forms of electronic communication have inherent security weaknesses, and the risk of compromised confidentiality cannot be eliminated. The City agrees to the use of electronic methods to transmit and receive information, including confidential information and accept the risk of doing so. 5.Third Party Beneficiaries The information contained in the documents prepared by Contractor in the course of providing services under the terms of this contract is for the sole use of the City in accordance with the and Contractor disclaims any contractual or other responsibility or duty of care to others based upon the services or deliverables. Any deliverables or documents delivered by Contractor shall be released only as redacted in accordance with law or with the prior written permission of Contractor. The City agrees to protect the deliverables from unauthorized use and to prevent disclosure of the CONTRACT #6592 GRANT THORNTON LLP3 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 deliverable to unauthorized third parties who may rely on them. Except to the extent expressly provided hereto to the contrary, no third party beneficiaries are intended under this contract. 6.Responsibilities A. the City will remain responsible for the care and control of its premises, for all internal books and record keeping, for establishing and maintaining effective internal control and for all management functions, responsibilities, and decisions. B. The contractor shall not be responsible or liable for any (i) service interruptions of or (ii) on systems and the information and data contained therein, including but not limited to denial of access, automatic shutdown of information systems caused by or resulting from C. Unless otherwise specified herein, the City shall obtain for the Contractor, on a timely basis, any internal and third=party permissions. Licenses or approvals that are required for the Contractor to perform the services (including use of any necessary software or data). The City shall also provide the Contractor, on a timely basis, with such information, approvals and assistance as may ot be assumed or deemed to have knowledge of information provided to others, whether external to or within the Contractor. D. the Contractor shall be entitled to rely on the accuracy, completeness and reliability of all information provided by, and on all decisions and approvals of, the City and its retained advisors, irregularities will not occur and it may not detect errors or irregularities if they arise. E. the City will designate at least one management-level individual to be responsible for the services on its behalf. The designated individual shall be able and willing to oversee and monitor the ongoing activities related to the services, and shall possess suitable skill, knowledge and experience to be able to carry out the aforementioned management responsibilities. Moreover, the designated individual shall be in a position to render an informed judgment on the results of the representative will be solely responsible for applying independent business judgment with respect to the services, including without limitation establishing and monitoring the performance of the services to ensure the objectives have been met, evaluating the adequacy of the engagement and any recommendations made, exclusively rendering decisions that involve management functions related to the engagement, accepting full responsibility for decisions on implementation or other further courses(s) of action, and establishing and maintaining internal controls. CONTRACT #6592 GRANT THORNTON LLP4 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP5 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP6 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP7 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP8 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP9 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP10 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP11 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP12 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP13 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP14 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP15 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP16 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP17 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP18 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP19 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP20 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP21 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP22 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP23 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP24 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP25 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP26 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP27 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP28 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP29 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP30 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP31 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP32 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP33 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP34 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP35 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP36 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP37 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP38 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP39 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 Exhibit E Certificate of Interested Parties Electronic Filing In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the Government Code. The law states that the City may not enter into this contract unless the Contractor submits a disclosure of interested parties (Form 1295) to the City at the time the Contractor submits the signed contract. The Texas Ethics Commission has adopted rules requiring the business entity to file Form 1295 electronically with the Commission. Contractor will be required to furnish an original notarized Certificate of Interest Parties before the contract is awarded, in accordance with Government Code 2252.908. The contractor shall: 1.Log onto the State Ethics Commission Website at : https://www.ethics.state.tx.us/whatsnew/elfinfoform1295.htm 2.Register utilizing the tutorial provided by the State 3.Print a copy of the completed Form 1295 4.Enter the Certificate Number on page 2 of this contract. 5.Sign and notarize the Form 1295 6.Email the notarized form to purchasing@cityofdenton.com with the contract number in the subject line. (EX: Contract 1234 Form 1295) The City must acknowledge the receipt of the filed Form 1295 not later than the 30th day after Council award. Once a Form 1295 is acknowledged, it will be posted to the Texas Ethics CONTRACT #6592 GRANT THORNTON LLP40 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP41 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP42 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP43 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP44 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP45 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP46 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP47 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP48 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP49 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP50 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP51 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP52 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP53 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP54 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP55 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP56 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP57 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP58 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP59 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP60 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP61 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP62 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP63 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP64 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP65 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP66 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP67 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 EXHIBIT G House Bill 89 - Government Code 2270 VERIFICATION I, _______________________________________________, and the undersigned representative of ______________________________Company or Business name (hereafter referred to as company), being an adult over the age of eighteen (18) years of age, verify that the company named-above, under the provisions of Subtitle F, Title 10, and Government Code Chapter 2270: 1.Does not boycott Israel currently; and 2.Will not boycott Israel during the term of the contract the above-named Company, business or individual with City of Denton. Pursuant to Section 2270.001, Texas Government Code: 1. with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations specifically with Israel, or with a person or entity doing business in Israel or in an Israeli-controlled territory, but does not include an action made for ordinary business purposes; and 2.-profit sole proprietorship, organization, association, corporation, partnership, joint venture, limited partnership, limited liability partnership, or any limited liability company, including a wholly owned subsidiary, majority-owned subsidiary, parent company or affiliate of those entities or business associations that exist to make a profit. ___________________________________ Name of Company Representative (Print) ________________________________ Signature of Company Representative _________________________________ Date CONTRACT #6592 GRANT THORNTON LLP68 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 EXHIBIT H Senate Bill 252 -Government Code 2252 CERTIFICATION I, ______________________________________________, the undersigned representative of ________________________________________________ (Company or business name) being an adult over the age of eighteen (18) years of age, pursuant to Texas Government Code, Chapter 2252, Section 2252.152 and Section 2252.153, certify that the company named above is not listed on the website of the Comptroller of the State of Texas concerning the listing of companies that are identified under Section 806.051, Section 807.051 or Section 2253.153. I further certify that should the above-named company enter into a contract that is on said listing of companies on the website of the Comptroller of the State of Texas which do business with Iran, Sudan or any Foreign Terrorist Organization, I will immediately notify the Department. ___________________________________ Name of Company Representative (Print) ________________________________ Signature of Company Representative _________________________________ Date CONTRACT #6592 GRANT THORNTON LLP69 DocuSign Envelope ID: CAA92082-8DD1-4601-9FAB-D4487C15D992 CONTRACT #6592 GRANT THORNTON LLP70 Certificate Of Completion Envelope Id: CAA920828DD146019FABD4487C15D992Status: Completed Subject: City Council Contract 6592 Grant Thornton LLP Source Envelope: Document Pages: 71Signatures: 6Envelope Originator: Certificate Pages: 6Initials: 0Robyn Forsyth AutoNav: Enabled901B Texas Street EnvelopeId Stamping: EnabledDenton, TX 76209 Time Zone: (UTC-08:00) Pacific Time (US & Canada)robyn.forsyth@cityofdenton.com IP Address: 129.120.6.150 Record Tracking Status: OriginalHolder: Robyn ForsythLocation: DocuSign 2/1/2018 2:52:56 PM robyn.forsyth@cityofdenton.com Signer EventsSignatureTimestamp Robyn ForsythSent: 2/1/2018 3:04:49 PM Completed robyn.forsyth@cityofdenton.comViewed: 2/1/2018 3:04:58 PM BuyerSigned: 2/1/2018 3:05:49 PM Using IP Address: 129.120.6.150 City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Greg DavisSent: 2/1/2018 3:05:51 PM greg.davis@us.gt.comResent: 2/2/2018 7:40:07 AM PrincipalViewed: 2/2/2018 9:59:42 AM Grant Thornton LLPSigned: 2/2/2018 10:01:31 AM Using IP Address: 209.220.64.52 Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 2/2/2018 9:59:42 AM ID: 5ffc9aa8-c317-4750-a22a-6e9e653eea24 Larry CollisterSent: 2/2/2018 10:01:37 AM larry.collister@cityofdenton.comResent: 2/2/2018 11:30:00 AM Deputy City AttorneyViewed: 2/2/2018 11:34:55 AM Security Level: Email, Account Authentication Signed: 2/2/2018 11:35:13 AM Using IP Address: 129.120.6.150 (None) Electronic Record and Signature Disclosure: Accepted: 9/26/2017 12:27:28 PM ID: 01f5f868-f109-4e29-ad49-21db9046c882 Rebecca HunterSent: 2/2/2018 11:35:16 AM Completed rebecca.hunter@cityofdenton.comViewed: 2/7/2018 6:20:05 AM Assistant Purchasing ManagerSigned: 2/7/2018 6:20:37 AM Using IP Address: 129.120.6.150 City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Signer EventsSignatureTimestamp Todd HilemanSent: 2/7/2018 6:20:41 AM Todd.Hileman@cityofdenton.comViewed: 2/7/2018 6:27:07 AM City ManagerSigned: 2/7/2018 6:27:16 AM City of Denton Using IP Address: 129.120.6.150 Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 7/25/2017 9:02:14 AM ID: 57619fbf-2aec-4b1f-805d-6bd7d9966f21 Jennifer WaltersSent: 2/7/2018 6:27:19 AM jennifer.walters@cityofdenton.comViewed: 2/9/2018 1:57:53 PM City SecretarySigned: 2/9/2018 1:58:40 PM City of Denton Using IP Address: 129.120.6.150 Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer EventsSignatureTimestamp Editor Delivery EventsStatusTimestamp Agent Delivery EventsStatusTimestamp Intermediary Delivery EventsStatusTimestamp Certified Delivery EventsStatusTimestamp Carbon Copy EventsStatusTimestamp Sherri ThurmanSent: 2/2/2018 10:01:34 AM sherri.thurman@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Rebecca HunterSent: 2/2/2018 10:01:36 AM rebecca.hunter@cityofdenton.com Assistant Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane RichardsonSent: 2/7/2018 6:20:39 AM jane.richardson@cityofdenton.comViewed: 2/7/2018 12:05:02 PM Assistant City Secretary City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Robin FoxSent: 2/7/2018 6:20:40 AM Robin.fox@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Carbon Copy EventsStatusTimestamp Not Offered via DocuSign Jennifer BridgesSent: 2/9/2018 1:58:43 PM jennifer.bridges@cityofdenton.com Procurement Assistant City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane RichardsonSent: 2/9/2018 1:58:44 PM jane.richardson@cityofdenton.comViewed: 2/19/2018 9:32:50 AM Assistant City Secretary City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Melissa KraftSent: 2/9/2018 1:58:45 PM melissa.kraft@cityofdenton.com Director of Technology City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Cherie ReedSent: 2/9/2018 1:58:46 PM Cherie.reed@cityofdenton.com Enterprise Applications Manager City Of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Notary EventsSignatureTimestamp Envelope Summary EventsStatusTimestamps Envelope SentHashed/Encrypted2/9/2018 1:58:46 PM Certified DeliveredSecurity Checked2/9/2018 1:58:46 PM Signing CompleteSecurity Checked2/9/2018 1:58:46 PM CompletedSecurity Checked2/9/2018 1:58:46 PM Payment EventsStatusTimestamps 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. 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.