18-1846S:\legal\our documents\ordinances\l8\stol<e amendment
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WHEREAS, the City of Denton ("City"} seeks to drive new business creation and job growth
by fostering a sustainable startup co unity for entrepreneurs pri arily in early-stage tech and tech-
enabled businesses; and
W E EAS, to achieve this public purpose, the City leased a com ercial space of
approximately 9,000 square feet at 608 East Hickory, Denton, Texas, 76201 from Rail Yard Partners,
Ltd. ("Stoke enton"}; and
W EREAS, Stoke enton is focused on the recruit ent and support of tech and tech-
enabled startups, as well as memberships of businesses in other sectors that are complementary to a
healthy startup co munity; and
W EREAS, on November 14, 2017, the City and icicory & ail Ventures, LLC,
("Contractor"} entered into a contract 6571 ("Agreement"} which transitioned Stoke Denton from a
City-managed facility to a facility managed by the Contractor and subleased Stoke Denton to
Contractor ("Sublease"}; and
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SECTION_ 1a. The findings and recitations contained in the preamble of this ordinance are
incorporated herein by reference.
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S:\legal\our documents\ordinancesU 8\stoke amendment
The Sublease Extension and Amendment by and between the City and Contractor, which extends the
term and amends certain provisions of the Sublease, and which is attached to this ordinance and
incorporated herein for all purposes, is hereby accepted and approved.
SECTION 3. The City Manager of the City of Denton, or his designee, is authorized to
execute the attached Contract Extension and Amendment as well as the Sublease Extension and
Amendment, and the City Council hereby expressly delegates the authority to take any actions that
may be required or permitted to be performed by the City under such agreements to the City
Manager, or his designee.
SECTION„_4. This ordinance shall become effective immediately upon its passage and
approval.
The motion to approve this ordinance was made by _�f-fil/ ���`�,��� m w and
seconded by ��/�/�D..�Gt r�S,oCTff . The ordinance was passed and approved by
the following vote � - �:
Aye Nay Abstain Absent
Mayor Chris Watts: � _�
Gerard Hudspeth, District 1: wwwwwwwww���m
Keely G. Briggs, District 2: �' ��
Don Duff, District 3: __ G�" �
John Ryan, District 4: � .
Deb Annintor, At Large Place 5: �_ �/
....
Paul Meltzer, At Large Place 6: �" __
PASSED AND APPROVED this the /� day of �"�,��;^'�,��������'�_��^�'�� �., � 2018.
�.��,�„��j��' � �,� �
_ �� ^" �„� ,��;�
CHRIS WATT� �......__ ...... ..........__
- S, MA"��� ���
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
• ������. ���.�����"�__� !� :� �.�..µ ,� �,
BY' �"�, u��� ��'� �",�"�'�
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APPROVED AS TO LEGAL FORM:
AARON LEAL, CITY ATTORNEY
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BY: �:.: �" ..��� .��' ---- �" � ����� � �.��
DocuSign Envelope ID: 7224FFA3-216C-40E0-8562-B0EDC923204E
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DocuSign Envelope ID: 7224FFA3-216C-40E0-8562-B0EDC923204E
CONTRACT EXTENSION AND AMENDMENT BY AND BETWEEN
CITY OF DENTON, TEXAS AND HICKORY & RAIL VENTURES, LLC
(CONTRACT 6571)
THIS CONTRACT EXTENSION AND AMENDMENT (this "Extension") to that
certain contract 6571 by and between Hickory & Rail Ventures, LLC, and the City of Denton,
Texas, entered into November 14, 2017 (the "Agreement") is made and entered into this date
______________________, by and between Hickory & Rail Ventures, LLC, a limited liability
company, whose address is 608 E. Hickory St., Suite 128, Denton, TX 76205, by and through its
authorized agent, Marshall Culpepper, 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 Extension by the
Denton City Manager or his duly authorized designee.
WHEREAS, the City seeks to drive new business creation and job growth by fostering a
sustainable startup community for entrepreneurs primarily in early-stage tech and tech-enabled
businesses; and
WHEREAS, to achieve this public purpose, the City leased a commercial space of
approximately 9,000 square feet at 608 East Hickory, Denton, Texas 76201 from Rail Yard
Partners, Ltd. ("Stoke Denton"); and
WHEREAS, Stoke Denton is focused on the recruitment and support of tech and tech-
enabled startups, as well as memberships of businesses in other sectors that are complementary to
a healthy startup community; and
WHEREAS, on November 14, 2017, the City and Contractor entered into the Agreement
which transitioned Stoke Denton from a City-managed facility to a facility managed by the
Contractor and subleased Stoke Denton to Contractor; and
WHEREAS, the Agreement described Contractor target goals to increase the number of
active memberships which match the tech or tech-enabled profile; and
WHEREAS, the City and Contractor desire to execute this Extension in order to extend
the term of the Agreement, including the sublease of Stoke Denton, until February 28, 2021, and
to amend certain terms of the Agreement;
NOW THEREFORE, the City and Contractor (hereafter collectively referred to as the
"Parties"), in consideration of their mutual promises and covenants, as well as for other good and
valuable considerations, do hereby agree to the following Extension, which extends the term of
the Agreement and amends the terms and conditions of the Agreement, to wit:
1. The Agreement is hereby extended for an additional term from November 15, 2018
through February 28, 2021.
2. The sublease attached to the Agreement as Exhibit "B" (the "Sublease"), as extended
and amended by the sublease extension and amendment attached as Exhibit "A" to this
Extension (the "Extended Sublease"), is hereby extended for the First Extension Term
(as defined in the Sublease) and Second Extension Term (as defined in the Sublease).
Contractor shall make payments to the City in accordance with the program costs
6571 Stoke Denton Contract Extension and Amendment 1
DocuSign Envelope ID: 7224FFA3-216C-40E0-8562-B0EDC923204E
indicated in the Agreement and as reflected in the Sublease. The Extended Sublease
will be in the form attached as Exhibit "A" hereto and shall be executed by Contractor
contemporaneously with this Extension. By execution of this Extension, the Parties
agree that sufficient written notice to extend the Sublease for the First Extension Term
and Second Extension Term was provided to City in accordance with Subsections D.4.
of the Sublease.
3. Exhibit "A" - "Special Terms and Conditions for Management Services", Section II
"Program Costs", Subsection A, Paragraph 9 of the Agreement is hereby amended to
read as follows:
"9. Provide Capital Improvements to Stoke Denton in the amount of at least $29,000
over a three year period, beginning February 2018. Such Capital Improvements
shall include the installation of ceiling insulation to eliminate echo and sound travel
in the common work area and provide better sound isolation between the
conference rooms that share a wall and the new layouts of the common area. In
addition, Contractor may install Capital Improvements to provide additional office
space. Contractor is authorized to procure and contract for the installation of the
Capital Improvements. Any such Capital Improvements shall be completed in
accordance with federal, state and local laws. The amount and kind of capital
improvements provided shall be reflected in the annual comprehensive report to the
city of Denton in accordance with Paragraph IV.E.2 herein. Any Capital
Economic Development prior to installation."
4. Exhibit "A" - "Special Terms and Conditions for Management Services", Section III
"Contract Term and Termination" of the Agreement is hereby amended to read as
follows:
"III. Contract Term and Termination. The Contract term will be through February
28, 2021.
lease termination date. The Contract may be terminated by the City with thirty (30)
days written notice to the Contractor; provided that, in the event of nonrenewal due to
the City not allotting or appropriating sufficient funds for the renewed fiscal year, the
City may terminate this Contract without notice. The following conditions will be
grounds for automatic termination without notice during the term of the Contract: (1)
Failure to meet the metrics and deliverables as stated herein or Contractor otherwise is
in breach of this Contract; (2) Stoke Denton is destroyed by casualty; (3) Stoke Denton
is taken by eminent domain either in whole or in part; (4) Contractor applies for,
consents to, or is involuntarily subjected to receivership, trustee, or liquidator of all or
substantially all of its assets; (5) Contractor files for bankruptcy or becomes otherwise
insolvent; (6) Contractor fails to provide or maintain insurance for the Stoke Denton
andard Terms
and Conditions in Exhibit D. Termination of the Contract will result in termination of
the Sublease. In the event of termination of the Contract, Contractor shall leave Stoke
Denton, return all of Stoke Denton property to the City and leave Stoke Denton in its
original condition except for any capital improvements completed shall remain on the
property."
6571 Stoke Denton Contract Extension and Amendment 2
DocuSign Envelope ID: 7224FFA3-216C-40E0-8562-B0EDC923204E
5. Exhibit "A" - "Special Terms and Conditions for Management Services", Section IV
"Deliverables and Performance Metrics", Subsection E. "Additional Reporting",
Paragraph 2 "Comprehensive annual report" of the Agreement is hereby amended to
read as follows:
"2. Comprehensive semi-annual report and annual presentation: The Contractor will
provide to the City Council no later than June 1 of each year a semi-annual
comprehensive outputs and outcomes report and no later than November 1 of each
year an annual comprehensive outputs and outcomes report summarizing metrics
in categories A-D above, along with information such as Stoke Member Company
financial or employment growth, capital funding success, exits, and other relevant
indicators of member business health and growth. The Contractor will present to
the City Council in a public meeting no later than November 1 of each year a
summary of the report and metrics provided in its annual report for that year. The
outputs and outcomes data in the comprehensive annual report will be used to
define metrics and deliverables in future contracts."
6. Notwithstanding anything to the contrary in the Agreement, the Contractor may assign
its rights and interests in the Agreement and this Extension in whole to any entity
("Assignee") that is affiliated, controlled, or under common control by Contractor or
its Managing Member with the prior written consent of the City Manager of the City,
which consent shall not be unreasonably withheld provided that the Contractor is not
in breach of the Agreement and this Extension at the time of such assignment. The
Contractor shall not assign its rights and interests in this Agreement to a non-affiliate,
non-controlled, or non-related entity of the Contractor or its Managing Member. An
assignee of Contractor the purposes of the Agreement
and this Extension and shall be deemed to have all of the obligations of the Contractor
as set forth in the Agreement and this Extension.
a. request for assignment to an Assignee shall include a copy of the
proposed assignment document together with the name, address, telephone
number, and e-mail address (if available) of a contact person representing the
Assignee who the City may contact for additional information regarding the
experience and background of the Assignee.
b. An assignment shall be in writing executed by the Contractor and the Assignee
and shall obligate the Assignee to be bound by the Agreement and this
Extension. A copy of each fully executed assignment to an Assignee shall be
provided to all Parties within 15 days after execution. From and after such
assignment, the City agrees to look solely to the Assignee for the performance
of all obligations assigned to the Assignee and agrees that the Contractor shall
be released from subsequently performing the assigned obligations and from
any liability that results from the A
obligations; provided, however, if a copy of the assignment is not received by
the City within 15 days after execution, the Contractor shall not be released
until the City receives such copy of the assignment. No assignment by the
Contractor shall release the Contractor from any liability that resulted from an
act or omission by the Contractor that occurred prior to the effective date of the
assignment.
6571 Stoke Denton Contract Extension and Amendment 3
DocuSign Envelope ID: 7224FFA3-216C-40E0-8562-B0EDC923204E
The Parties hereto agree, that except as specifically provided for by this Extension, that all of the
terms, covenants, conditions, agreements, rights, responsibilities, and obligations of the Parties set
forth in the Agreement remain in full force and effect.
By executing this Extension below in conformance with Sec. 2270.001 of the Texas
Government Code, the Contractor verifies that the Contractor: (1) does not boycott Israel currently;
and (2) will not boycott Israel during the term of this Contract with the City of Denton. The
Contractor further certifies that the Contractor does not and will not engage in business with Iran,
Sudan, or a Foreign Terrorist Organization as defined under Section 2252.151 of the Texas
Government Code, and is not listed on the website of the Comptroller of the State of Texas
concerning the listing of companies for that purpose. Contractor further certifies that should it
enter into a contract that is on said listing of companies which do business with Iran, Sudan or any
Foreign Terrorist Organization, it will immediately notify the City of Denton.
IN WITNESS WHEREOF, the parties of these presents have executed this agreement in
the year and day first above written.
----- This space left blank intentionally -----
6571 Stoke Denton Contract Extension and Amendment 4
DocuSign Envelope ID: 7224FFA3-216C-40E0-8562-B0EDC923204E
CONTRACTOR
HICKORY & RAIL VENTURES, LLC
BY: ______________________________
AUTHORIZED SIGNATURE
Name: ______________________________
Title: _______________________________
___________________________________
PHONE NUMBER
___________________________________
EMAIL ADDRESS
CITY OF DENTON, TEXAS
BY:
TODD HILEMAN
CITY MANAGER
ATTEST:
THIS AGREEMENT HAS BEEN BOTH
JENNIFER WALTERS, CITY SECRETARY
REVIEWED AND APPROVED as to
financial and operational obligations and
business terms.
BY: __________________________________
_______________ ________________
SIGNATURE PRINTED NAME
APPROVED AS TO LEGAL FORM:
__________________________________
AARON LEAL, CITY ATTORNEY
TITLE
__________________________________
BY: __________________________________
DEPARTMENT
6571 Stoke Denton Contract Extension and Amendment 5
DocuSign Envelope ID: 7224FFA3-216C-40E0-8562-B0EDC923204E
Exhibit A
SUBLEASE EXTENSION AND AMENDMENT
THIS SUBLEASE EXTENSION AND AMENDMENT to that
certain sublease by and between Hickory & Rail Ventures, LLC, and the City of Denton, Texas,
entered into on November 14, 2017 (the "Sublease") is made and entered into this date
______________________, by and between Hickory & Rail Ventures, LLC, a limited liability
company, whose address is 608 E. Hickory St., Suite 128, Denton, TX 76205, by and through its
authorized agent, Marshall Culpepper, hereinafter referred to as "Sublessee," and the City of
Denton, Texas, a home rule municipal corporation, hereinafter referred to as "Sublessor" to be
effective upon approval of the Denton City Council and subsequent execution of this Extended
Sublease by the Denton City Manager or his duly authorized designee.
RECITALS:
WHEREAS, Sublessor and Sublessee are parties to the Sublease with a commencement
date of December 1, 2017; and
WHEREAS, the 12 month term of the Sublease will expire on December 1, 2018; and
WHEREAS, Sublessor and Sublessee desire to extend the term of the Sublease until
February 28, 2021, and to agree upon certain other terms and conditions relative to the Sublease;
NOW, THEREFORE, Sublessor and Sublessee (hereafter collectively referred to as the
"Parties"), in consideration of their mutual promises and covenants, as well as for other good and
valuable considerations, do hereby agree to the following Extended Sublease, which extends the
term of the Sublease and amends the terms and conditions of the Sublease, to wit:
1. Unless otherwise defined herein, capitalized terms shall have the meaning ascribed to
such terms in the Sublease. The Sublease is hereby extended for the First Extension
Term and Second Extension Term. Sublessee shall pay the Base Rent to Sublessor in
accordance with the program costs indicated in the Maintenance Agreement and as
reflected in Subsection D.3 of the Sublease. By execution of this Extended Sublease,
the Parties agree that sufficient written notice to extend the Sublease for the First
Extension Term and Second Extension Term was provided to City in accordance with
Subsections D.4. of the Sublease.
2. Section A - "", Subsection A.2.g of the Sublease is hereby
amended to read as follows:
"A.2.g. Alter the Subleased Premises in any way other than the Capital
Improvements provided in the Contract 6571 by and Between City of Denton, Texas
and Hickory & Rail Ventures, LLC, executed contemporaneously with this Sublease,
as extended and amended by the Contract Extension and Amendment (collectively,
"Management Agreement"), and provided by approval of the Director of Economic
Development for the City."
3. Notwithstanding anything to the contrary in the Sublease, including Subsections A.2.i
and D.2(2), the Sublessee may assign its rights and interests in the Sublease and this
6571 Stoke Denton Contract Extension and Amendment 6
DocuSign Envelope ID: 7224FFA3-216C-40E0-8562-B0EDC923204E
Extended Sublease to any entity that is affiliated, controlled, or under common control
by Sublessee or its Managing Member with the prior written consent of the City
Manager of the Sublessor and in accordance with Section 6 of the Contract Extension
and Amendment.
The Parties hereto agree, that except as specifically provided for by this Extended Sublease, that
all of the terms, covenants, conditions, agreements, rights, responsibilities, and obligations of the
Parties set forth in the Agreement remain in full force and effect.
----- This space left blank intentionally -----
6571 Stoke Denton Contract Extension and Amendment 7
DocuSign Envelope ID: 7224FFA3-216C-40E0-8562-B0EDC923204E
Sublessor:
City of Denton, a Texas home-rule municipal
THIS AGREEMENT HAS BEEN BOTH
corporation
REVIEWED AND APPROVED as to
financial and operational obligations and
__________________________________________
business terms.
Todd Hileman, City Manager
_______________ ________________
Date of Execution: ____________________
SIGNATURE PRINTED NAME
Attest: Jennifer Walters, City Secretary
__________________________________
TITLE
__________________________________________
__________________________________
Approved as to form:
DEPARTMENT
Aaron Leal, City Attorney
__________________________________________
Sublessee:
Hickory & Rail Ventures, LLC, a Texas limited
liability company
__________________________________________
Marshall Culpepper, Managing Member
Date of Execution: ____________________
Consent of Landlord
Landlord consents to this sublease by Sublessor to
Sublessee.
Landlord:
Rail Yard Partners, Ltd., a Texas limited
partnership
__________________________________________
Brandon Martino, Managing Member, Orison
Holdings, LLC, a Texas limited liability company,
and general partner of Rail Yard Partners, Ltd.
Date of Execution: ____________________
6571 Stoke Denton Contract Extension and Amendment 8
DocuSign Envelope ID: 7224FFA3-216C-40E0-8562-B0EDC923204E
Certificate of Interested Parties Electronic Filing
In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the
Government Code. The law states that the City may not enter into this contract unless the
Contractor submits a disclosure of interested parties (Form 1295) to the City at the time the
Contractor submits the signed contract. The Texas Ethics Commission has adopted rules requiring
the business entity to file Form 1295 electronically with the Commission.
Contractor will be required to furnish an original notarized Certificate of Interest Parties
before the contract is awarded, in accordance with Government Code 2252.908.
The contractor shall:
1. Log onto the State Ethics Commission Website at :
https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm
2. Register utilizing the tutorial provided by the State
3. Print a copy of the completed Form 1295
4. Enter the Certificate Number on page 2 of this contract.
5. Sign and notarize the Form 1295
6. Email the notarized form to purchasing@cityofdenton.com with the contract number in the
subject line. (EX: Contract 1234 Form 1295)
The City must acknowledge the receipt of the filed Form 1295 not later than the 30th day after
Council award. Once a Form 1295 is acknowledged, it will be posted to the Texas Ethics
6571 Stoke Denton Contract Extension and Amendment 9
Certificate Of Completion
Envelope Id: 7224FFA3216C40E08562B0EDC923204EStatus: Completed
Subject: City Council Docusign Item - 6571 Stoke Renewal and Amendment
Source Envelope:
Document Pages: 10Signatures: 11Envelope Originator:
Certificate Pages: 6Initials: 0Rebecca Hunter
AutoNav: Enabled901B Texas Street
EnvelopeId Stamping: EnabledDenton, TX 76209
Time Zone: (UTC-08:00) Pacific Time (US & Canada)rebecca.hunter@cityofdenton.com
IP Address: 129.120.6.150
Record Tracking
Status: OriginalHolder: Rebecca HunterLocation: DocuSign
11/5/2018 1:21:02 PM rebecca.hunter@cityofdenton.com
Signer EventsSignatureTimestamp
Rebecca HunterSent: 11/5/2018 1:30:13 PM
Completed
rebecca.hunter@cityofdenton.comViewed: 11/5/2018 1:30:21 PM
Assistant Purchasing ManagerSigned: 11/5/2018 1:31:02 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
Mack ReinwandSent: 11/5/2018 1:31:03 PM
mack.reinwand@cityofdenton.comViewed: 11/5/2018 2:13:44 PM
City of DentonSigned: 11/5/2018 2:14:22 PM
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Electronic Record and Signature Disclosure:
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Brandon MartinoSent: 11/5/2018 2:14:25 PM
bmartino@orisonholdings.comViewed: 11/6/2018 10:02:57 AM
Security Level: Email, Account Authentication Signed: 11/6/2018 10:03:35 AM
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 173.74.201.210
Electronic Record and Signature Disclosure:
Accepted: 11/6/2018 10:02:57 AM
ID: 3ae074f0-888d-4179-8cff-bf762c76dce9
Marshall CulpepperSent: 11/5/2018 2:14:25 PM
marshall@stokedenton.comViewed: 11/6/2018 9:36:58 AM
OwnerSigned: 11/6/2018 9:37:50 AM
Security Level: Email, Account Authentication
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(None)
Using IP Address: 47.32.197.111
Electronic Record and Signature Disclosure:
Accepted: 11/6/2018 9:36:58 AM
ID: 0db38ef0-00ca-4740-b3bf-31651d2d6289
Signer EventsSignatureTimestamp
Caroline BoothSent: 11/6/2018 10:03:37 AM
Caroline.Booth@cityofdenton.comViewed: 11/6/2018 10:05:45 AM
Director of Economic DevelopmentSigned: 11/6/2018 10:07:13 AM
Security Level: Email, Account Authentication
Signature Adoption: Pre-selected Style
(None)
Using IP Address: 129.120.6.150
Electronic Record and Signature Disclosure:
Accepted: 11/6/2018 10:05:45 AM
ID: b5e32133-75da-409b-8b8b-d8e9a12571b7
Tabitha MillsopSent: 11/6/2018 10:07:15 AM
Completed
tabitha.millsop@cityofdenton.comViewed: 11/19/2018 1:09:41 PM
City of DentonSigned: 11/19/2018 1:51:10 PM
Using IP Address: 129.120.6.150
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(None)
Electronic Record and Signature Disclosure:
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Todd HilemanSent: 11/19/2018 1:51:13 PM
todd.hileman@cityofdenton.comViewed: 11/19/2018 1:52:20 PM
City ManagerSigned: 11/19/2018 1:52:28 PM
City of Denton
Signature Adoption: Pre-selected Style
Security Level: Email, Account Authentication
Using IP Address: 129.120.6.150
(None)
Electronic Record and Signature Disclosure:
Accepted: 7/25/2017 9:02:14 AM
ID: 57619fbf-2aec-4b1f-805d-6bd7d9966f21
Jane RichardsonSent: 11/19/2018 1:52:31 PM
jane.richardson@cityofdenton.comResent: 11/21/2018 9:12:25 AM
Assistant City SecretaryViewed: 11/21/2018 9:35:18 AM
City of DentonSigned: 11/21/2018 9:37:06 AM
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In Person Signer EventsSignatureTimestamp
Editor Delivery EventsStatusTimestamp
Agent Delivery EventsStatusTimestamp
Intermediary Delivery EventsStatusTimestamp
Certified Delivery EventsStatusTimestamp
Carbon Copy EventsStatusTimestamp
Sherri ThurmanSent: 11/5/2018 1:31:03 PM
sherri.thurman@cityofdenton.com
City of Denton
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Carbon Copy EventsStatusTimestamp
Jane RichardsonSent: 11/19/2018 1:51:12 PM
jane.richardson@cityofdenton.comViewed: 11/21/2018 6:36:53 AM
Assistant City Secretary
City of Denton
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Jennifer BridgesSent: 11/21/2018 9:37:08 AM
jennifer.bridges@cityofdenton.com
Procurement Assistant
City of Denton
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Electronic Record and Signature Disclosure:
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Jane RichardsonSent: 11/21/2018 9:37:09 AM
jane.richardson@cityofdenton.com
Assistant City Secretary
City of Denton
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(None)
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Envelope Summary EventsStatusTimestamps
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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
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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.