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CHRIS Wa� � 1`S, MAYOI�,. ATTEST: ROSA RIOS, CITY SECRETARY BY: �� ,� � ,� �' 4 � � � a, � »�� . �� .,��, ��.... m..� ��,��`�� APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY � , � �a.� � BY: ""��,�� a �� A ��, � H � � ��'`�' �w, "� � d � a � �� x� �..e W k � W. 4� I�, �,p'�� a� � �'*� • ; ```s �y � i `� , r � �� W � a �;;, � ,U �. ,� �'�� ' o�,�a,�" � � �� a� � ' , `�� , � y,�; P � , �" M a �` �� " �� . �" � - ��`2�P ��u� ti�:� ��w`�� EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 5ƚĭǒƭźŭƓ /źƷǤ /ƚǒƓĭźƌ ƩğƓƭƒźƷƷğƌ /ƚǝĻƩƭŷĻĻƷ CźƌĻ bğƒĻ tǒƩĭŷğƭźƓŭ /ƚƓƷğĭƷ /źƷǤ /ƚǒƓĭźƌ ğƩŭĻƷ 5ğƷĻ tźŭŭǤ .ğĭƉ hƦƷźƚƓ /ƚƓƷƩğĭƷ 9ǣƦźƩğƷźƚƓ hƩķźƓğƓĭĻ EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 PROFESSIONAL SERVICES AGREEMENT FOR CONSULTING SERVICES FILE 7100 STATE OF TEXAS § COUNTY OF DENTON § ________________________, by and between the City of Denton, Texas, a Texas municipal corporation, with its principal office at 215 East McKinney Street, Denton, Denton County, Rick Robinson, Inc., with its corporate office at 309 Catlin Cir Lewisville, TX 75077 acting herein, by and through their duly authorized representatives. WITNESSETH, that in consideration of the covenants and agreements herein contained, the parties hereto do mutually agree as follows: ARTICLE I CONSULTANT AS INDEPENDENT CONTRACTOR The OWNER has selected CONSULTANT on the basis of demonstrated competence and qualifications to perform the services herein described for a fair and reasonable price pursuant to Chapter 2254 of the Texas Government Code. The OWNER hereby contracts with the CONSULTANT as an independent contractor and not as an employee, and as such, the OWNER will not assert control over the day-to-day operations of the CONSULTANT. The CONSULTANT is customarily engaged to provide services as described herein independently and on a nonexclusive basis in the course of its business. This Agreement does not in any way constitute a joint venture between OWNER and CONSULTANT. The CONSULTANT hereby agrees to perform the services described herein based on the skills required for the scope of work in connection with the Project as stated in the sections to follow, with diligence and in accordance with the highest professional standards customarily obtained for such services in the State of Texas. The professional services set out herein are in connection with the following described project: The Project shall include, without limitation, developing and delivering a variety programs in the areas of Leadership Development, Project Management, ERP systems, Lean Manufacturing, Teambuilding, Quality Systems, Strategic Planning, Motivation, Measurement Systems, and Change Management, as described in Exhibit A, which is on file at the purchasing office ARTICLE II SCOPE OF BASIC SERVICES The CONSULTANT shall perform the following services in a professional manner: Djuz!pg!Efoupo-!Ufybt!Contract 7100! Tuboebse!Bhsffnfou!gps!Qspgfttjpobm!Tfswjdft! Sfwjtfe!Ebuf;!:022029! Qbhf!2!pg!22! EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 A.!The CONSULTANT shall perform all those services as necessary and as described in the FILE 7100 developing and delivering a variety programs in the areas of Leadership Development, Project Management, ERP systems, Lean Manufacturing, Teambuilding, Quality Systems, Strategic Planning, Motivation, Measurement Systems, and Change Management, which is on file at the purchasing office and made a part hereof as Exhibit A as if written word for word herein. B.! attached hereto and made a part hereof as Exhibit A as if written word for word herein. C.!CONSULTANT shall perform all those services set forth in individual task orders, as described in Exhibit A, which shall be attached to this Agreement and made a part hereof. D.!If there is any conflict between the terms of this Agreement and the exhibits attached to this Agreement, the terms and conditions of this Agreement will control over the terms and conditions of the attached exhibits or task orders. ARTICLE III ADDITIONAL SERVICES Additional services to be performed by the CONSULTANT, if authorized by the OWNER, which are not included in the above-described Basic Services, may be negotiated as needed, per rates included in Exhibit A. A.!Preparing applications and supporting documents for government grants, loans, or planning advances and providing data for detailed applications. B.!Preparing data and reports for assistance to OWNER in preparation for hearings before regulatory agencies, courts, arbitration panels or mediator, giving testimony, personally or by deposition, and preparations therefore before any regulatory agency, court, arbitration panel or mediator. C.!Assisting OWNER in preparing for, or appearing at litigation, mediation, arbitration, dispute review boards, or other legal and/or administrative proceedings in the defense or prosecution of claims disputes with Contractor(s). D.!Assisting OWNER in the defense or prosecution of litigation in connection with or in addition to those services contemplated by this AGREEMENT. Such services, if any, shall be furnished by CONSULTANT on a fee basis negotiated by the respective parties outside of and in addition to this AGREEMENT. E.!Visits to the site in excess of the number of trips included in Exhibit A. F.!Preparing statements for invoicing or other documentation for billing other than for the standard invoice for services attached to this professional services agreement. Djuz!pg!Efoupo-!Ufybt!Contract 7100! Tuboebse!Bhsffnfou!gps!Qspgfttjpobm!Tfswjdft! Sfwjtfe!Ebuf;!:022029! Qbhf!3!pg!22! EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 ARTICLE IV TIME OF COMPLETION CONSULTANT is authorized to commence work under this contract upon execution of this AGREEMENT. CONSULTANT shall perform and complete its obligations herein in a prompt and continuous manner, so as to not delay the completion of the Project in accordance with the schedules as described in Exhibit A. The contract shall remain effective for a period which may reasonably be required for the completion of the Project, acceptance by an authorized representative of the OWNER, exhaustion of authorized funds, or termination as provided in this Agreement, whichever occurs first. ARTICLE V COMPENSATION A.!COMPENSATION TERMS: 1.! employment of others in outside firms for services related to this agreement. 2.!- incurred by the CONSULTANT for supplies, transportation and equipment, travel, communications, subsistence, and lodging away from home, and similar incidental expenses in connection with that assignment. B.!BILLING AND PAYMENT: For and in consideration of the professional services to be performed by the CONSULTANT herein, the OWNER agrees to pay, based on the cost estimate detail at an hourly rate shown in Exhibit A which is attached hereto and made a part of this Agreement as if written word for word herein, a total fee, including reimbursement for direct non-labor expenses not to exceed $75,000. Partial payments to the CONSULTANT will be made on the basis of detailed monthly statements rendered to and approved by the OWNER through its City Manager or his designee; however, under no circumstances shall any monthly statement for services exceed the value of the work performed at the time a statement is rendered. Nothing contained in this Article shall require the OWNER to pay for any work which is unsatisfactory, as reasonably determined by the City Manager or his designee, or which is not submitted in compliance with the terms of this Agreement. The OWNER shall not be required to make any payments to the CONSULTANT when the CONSULTANT is in default under this Agreement. It is specifically understood and agreed that the CONSULTANT shall not be authorized to undertake any work pursuant to this Agreement which would require additional payments by the OWNER for any charge, expense, or reimbursement above the maximum not to exceed fee as stated, without first having obtained written authorization from the OWNER. The CONSULTANT shall not proceed to perform the services listed the OWNER. Djuz!pg!Efoupo-!Ufybt!Contract 7100! Tuboebse!Bhsffnfou!gps!Qspgfttjpobm!Tfswjdft! Sfwjtfe!Ebuf;!:022029! Qbhf!4!pg!22! EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 C.!ADDITIONAL SERVICES: For additional services authorized in writing by the OWNER in Article III, the CONSULTANT shall be paid based on the Schedule of Charges at an hourly rate shown in Exhibit A. Payments for additional services shall be due and payable upon submission by the CONSULTANT and approval by the City staff, and shall be in accordance with subsection B hereof. Statements shall not be submitted more frequently than monthly. D.!PAYMENT: If the OWNER fails to make payments due the CONSULTANT for undisputed statement thereof, the amounts due the CONSULTANT will be paid interest in accordance with the Texas Government Code 2251.025. Additionally, the suspend services under this Agreement until the CONSULTANT has been paid in full all amounts due for services, expenses, and charges. Nothing herein shall require the OWNER to pay the late charge if the OWNER reasonably determines that the work is a bona fide dispute concerning the amount due, or the invoice was not mailed to the address or in the form as described in this Agreement. The OWNER will notify CONSULTANT of any disputes within twenty-one (21) days of receipt of the invoice. E.!Invoices shall be sent directly to the City of Denton Accounts Payable Department, 215 E McKinney St, Denton, TX, 76201-4299. A pro-forma invoice shall be sent to the contract administrator. It is the intention of the City of Denton to make payment on completed orders within thirty days after receipt of invoice or items; whichever is later, unless unusual circumstances arise. Invoices must be fully documented as to labor, materials, and equipment provided, if applicable, and must reference the City of Denton Purchase Order Number in order to be processed. No payments shall be made on invoices not listing a Purchase Order Number. ARTICLE VI OBSERVATION AND REVIEW OF THE WORK The CONSULTANT will exercise reasonable care and due diligence in discovering and promptly reporting to the OWNER any defects or deficiencies in the work of the CONSULTANT or any subcontractors or subconsultants. ARTICLE VII OWNERSHIP OF DOCUMENTS subcontractors or subconsultants) pursuant to this Agreement are instruments of service, and shall become the property of the OWNER upon the termination of this Agreement. The CONSULTANT is entitled to retain copies of all such documents. The documents prepared and furnished by the CONSULTANT are intended only to be applicable to this Project, and In the event the OWNER uses any of the information or materials developed pursuant to this Djuz!pg!Efoupo-!Ufybt!Contract 7100! Tuboebse!Bhsffnfou!gps!Qspgfttjpobm!Tfswjdft! Sfwjtfe!Ebuf;!:022029! Qbhf!5!pg!22! EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 Agreement in another project or for other purposes than specified herein, CONSULTANT is released from any and all liability relating to their use in that project. ARTICLE VIII INDEMNITY AGREEMENT THE CONSULTANT SHALL INDEMNIFY AND SAVE AND HOLD HARMLESS THE OWNER AND ITS OFFICERS, OFFICIALS, AGENTS, AND EMPLOYEES FROM AND AGAINST ANY AND ALL LIABILITY, CLAIMS, DEMANDS, DAMAGES, LOSSES, AND EXPENSES, INCLUDING, BUT NOT LIMITED TO COURT COSTS AND REASONABLE ATTORNEY FEES ASSERTED AGAINST OR INCURRED BY THE OWNER, AND INCLUDING, WITHOUT LIMITATION, DAMAGES FOR BODILY AND PERSONAL INJURY, DEATH AND PROPERTY DAMAGE, RESULTING FROM THE NEGLIGENT ACTS OR OMISSIONS OF THE CONSULTANT OR ITS OFFICERS, SHAREHOLDERS, AGENTS, OR EMPLOYEES INCIDENTAL TO, RELATED TO, AND IN THE EXECUTION, OPERATION, OR PERFORMANCE OF THIS AGREEMENT. Nothing in this Agreement shall be construed to create a liability to any person who is not law or equity, to any claim, cause of action, or litigation filed by anyone not a party to this Agreement, including the defense of governmental immunity, which defenses are hereby expressly reserved. ARTICLE IX INSURANCE During the performance of the services under this Agreement, CONSULTANT shall maintain insurance in compliance with the requirements of Exhibit B which is attached hereto and made a part of this Agreement as if written word for word herein. ARTICLE X ALTERNATIVE DISPUTE RESOLUTION The parties may agree to settle any disputes under this Agreement by submitting the dispute to mediation with each party bearing its own costs of mediation. No mediation arising ude the other precedent to suit. ARTICLE XI TERMINATION OF AGREEMENT A.!Notwithstanding any other provision of this Agreement, either party may terminate by giving thi B.!This Agreement may be terminated in whole or in part in the event of either party substantially failing to fulfill its obligations under this Agreement. No such termination Djuz!pg!Efoupo-!Ufybt!Contract 7100! Tuboebse!Bhsffnfou!gps!Qspgfttjpobm!Tfswjdft! Sfwjtfe!Ebuf;!:022029! Qbhf!6!pg!22! EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 will be affected unless the other party is given (1) written notice (delivered by certified mail, return receipt requested) of intent to terminate and setting forth the reasons specifying the non-performance, and not less than fifteen (15) calendar days to cure the failure; and (2) an opportunity for consultation with the terminating party prior to termination. C.!If the Agreement is terminated prior to completion of the services to be provided hereunder, CONSULTANT shall immediately cease all services and shall render a final bill for services to the OWNER within thirty (30) days after the date of termination. The OWNER shall pay CONSULTANT for all services properly rendered and satisfactorily performed and for reimbursable expenses to termination incurred prior to the date of ter subsequently contract with a new consultant for the continuation of services on the Project, CONSULTANT shall cooperate in providing information. The CONSULTANT shall turn over all documents prepared or furnished by CONSULTANT pursuant to this Agreement to the OWNER on or before the date of termination, but may maintain copies of such documents for its use. ARTICLE XII RESPONSIBILITY FOR CLAIMS AND LIABILITIES Approval by the OWNER shall not constitute, nor be deemed a release of the responsibility and liability of the CONSULTANT, its employees, associates, agents, subcontractors, and subconsultants for the accuracy and competency of their designs or other work; nor shall such approval be deemed to be an assumption of such responsibility by the OWNER for any defect in the design or other work prepared by the CONSULTANT, its employees, subcontractors, agents, and consultants. ARTICLE XIII NOTICES All notices, communications, and reports required or permitted under this Agreement shall be personally delivered or mailed to the respective parties by depositing same in the United States mail to the address shown below, certified mail, return receipt requested, unless otherwise specified To CONSULTANT: To OWNER: Rick Robinson, Inc. City of Denton 309 Catlin Cir Purchasing Manager File 7100 Lewisville, TX 75077 901B Texas Street Denton, Texas 76201 All notices shall be deemed effective upon receipt by the party to whom such notice is ARTICLE XIV ENTIRE AGREEMENT Djuz!pg!Efoupo-!Ufybt!Contract 7100! Tuboebse!Bhsffnfou!gps!Qspgfttjpobm!Tfswjdft! Sfwjtfe!Ebuf;!:022029! Qbhf!7!pg!22! EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 This Agreement and related exhibits constitute the complete and final expression of this Agreement of the parties, and is intended as a complete and exclusive statement of the terms of their agreements, and supersedes all prior contemporaneous offers, promises, representations, negotiations, discussions, communications, and agreements which may have been made in connection with the subject matter hereof. ARTICLE XV SEVERABILITY If any provision of this Agreement is found or deemed by a court of competent jurisdiction to be invalid or unenforceable, it shall be considered severable from the remainder of this Agreement and shall not cause the remainder to be invalid or unenforceable. In such event, the parties shall reform this Agreement to replace such stricken provision with a valid and enforceable provision which comes as close as possible to expressing the intention of the stricken provision. ARTICLE XVI COMPLIANCE WITH LAWS The CONSULTANT shall comply with all federal, state, and local laws, rules, regulations, and ordinances applicable to the work covered hereunder as those laws may now read or hereinafter be amended. ARTICLE XVII DISCRIMINATION PROHIBITED In performing the services required hereunder, the CONSULTANT shall not discriminate against any person on the basis of race, color, religion, sex, sexual orientation, national origin or ancestry, age, or physical handicap. ARTICLE XVIII PERSONNEL A.!The CONSULTANT represents that it has or will secure, at its own expense, all personnel required to perform all the services required under this Agreement. Such personnel shall not be employees or officers of, or have any contractual relations with the OWNER. CONSULTANT shall inform the OWNER of any conflict of interest or potential conflict of interest that may arise during the term of this Agreement. B.!All services required hereunder will be performed by the CONSULTANT or under its supervision. All personnel engaged in work shall be qualified, and shall be authorized and permitted under state and local laws to perform such services. ARTICLE XIX ASSIGNABILITY The CONSULTANT acknowledges that this Agreement is based on the demonstrated competence and specific qualifications of the CONSULTANT and is therefore personal as to the Djuz!pg!Efoupo-!Ufybt!Contract 7100! Tuboebse!Bhsffnfou!gps!Qspgfttjpobm!Tfswjdft! Sfwjtfe!Ebuf;!:022029! Qbhf!8!pg!22! EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 CONSULTANT. Therefore, the CONSULTANT shall not assign any interest in this Agreement, and shall not transfer any interest in this Agreement (whether by assignment, novation, or otherwise) without the prior written consent of the OWNER. ARTICLE XX MODIFICATION No waiver or modification of this Agreement or of any covenant, condition, or limitation herein contained shall be valid unless in writing and duly executed by the party to be charged therewith, and no evidence of any waiver or modification shall be offered or received in evidence in any proceeding arising between the parties hereto out of or affecting this Agreement, or the rights or obligations of the parties hereunder, and unless such waiver or modification is in writing and duly executed; and the parties further agree that the provisions of this section will not be waived unless as set forth herein. ARTICLE XXI MISCELLANEOUS A.!The following exhibits are attached to and made a part of this Agreement: Exhibit A FILE 7100 Leadership Training Exhibit B What is called for by one exhibit shall be as binding as if called for by all. In the event of an inconsistency or conflict in this Agreement and any of the provisions of the exhibits, the inconsistency or conflict shall be resolved by giving precedence first to this Agreement then to the exhibits in the order in which they are listed above. B.!This Agreement shall be governed by, construed, and enforced in accordance with, and subject to, the laws of the State of Texas or federal law, where applicable, without regard to the conflict of law principles of any jurisdiction. In the event there shall be any dispute arising out of the terms and conditions of, or in connection with, this Agreement, the party seeking relief shall submit such dispute to the District Courts of Denton County or if federal diversity or subject matter jurisdiction exists, to the United States District Court for the Eastern District of Texas-Sherman Division. C.!For the purpose of this Agreement, the key persons who will perform most of the work hereunder shall be Rick Robinson. However, nothing herein shall limit CONSULTANT from using other equally qualified and competent members of its firm to perform the services required herein. D.!CONSULTANT shall commence, carry on, and complete any and all projects with all applicable dispatch, in a sound, economical, and efficient manner and in accordance with the provisions hereof. In accomplishing the projects, CONSULTANT shall take such steps as are appropriate to ensure that the work involved is properly coordinated with related work being carried on by the OWNER. Djuz!pg!Efoupo-!Ufybt!Contract 7100! Tuboebse!Bhsffnfou!gps!Qspgfttjpobm!Tfswjdft! Sfwjtfe!Ebuf;!:022029! Qbhf!9!pg!22! EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 E.! disposal all available information pertinent to the Project, including previous reports, any other data relative to the Project, and arranging for the access thereto, and make all provisions for the CONSULTANT to enter in or upon public and private property as required for the CONSULTANT to perform services under this Agreement. F.!The captions of this Agreement are for informational purposes only, and shall not in any way affect the substantive terms or conditions of this Agreement. G.!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. ARTICLE XXII INDEPENDENT CONTRACTOR CONSULTANT shall provide services to OWNER as an independent contractor, not as an employee of the OWNER. CONSULTANT shall not have or claim any right arising from employee status. ARTICLE XXIII RIGHT TO AUDIT The OWNER shall have the right to audit and make copies of the books, records and computations pertaining to this agreement. The CONTRACTOR shall retain such books, records, documents and other evidence pertaining to this agreement during the contract period and five years thereafter, except if an audit is in progress or audit findings are yet unresolved, in which case records shall be kept until all audit tasks are completed and resolved. These books, records, documents and other evidence shall be available, within 10 business days of written request. Further, the CONTRACTOR shall also require all Subcontractors, material suppliers, and other payees to retain all books, records, documents and other evidence pertaining to this agreement, and to allow the OWNER similar access to those documents. All books and records will be made available within a 50 mile radius of the City of Denton. The cost of the audit will be borne by the OWNER unless the audit reveals an overpayment of 1% or greater. If an overpayment of 1% or greater occurs, the reasonable cost of the audit, including any travel costs, must be borne by the CONTRACTOR which must be payable within five business days of receipt of an invoice. Failure to comply with the provisions of this section shall be a material breach of this contract the terms "books", "records", "documents" and "other evidence", as used above, shall be construed to include drafts and electronic files, even if such drafts or electronic files are subsequently used to generate or prepare a final printed document. Djuz!pg!Efoupo-!Ufybt!Contract 7100! Tuboebse!Bhsffnfou!gps!Qspgfttjpobm!Tfswjdft! Sfwjtfe!Ebuf;!:022029! Qbhf!:!pg!22! EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 ARTICLE XXIV Prohibition On Contracts With Companies Boycotting Israel Supplier acknowledges that in accordance with Chapter 2270 of the Texas Government Code, City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. Government Code. By signing this agreement, Supplier certifies that Supplier provides written verification to the City that Supplier: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the agreement. Failure to meet or maintain the requirements under this provision will be considered a material breach. ARTICLE XXV Prohibition On Contracts With Companies Doing Business with Iran, Sudan, or a Foreign Terrorist Organization Section 2252 of the Texas Government Code restricts CITY from contracting with companies that do business with Iran, Sudan, or a foreign terrorist organization. By signing this agreement, Supplier certifies that Supplier Supplier, pursuant to Chapter 2252, is not ineligible to enter into this agreement and will not become ineligible to receive payments under this agreement by doing business with Iran, Sudan, or a foreign terrorist organization. Failure to meet or maintain the requirements under this provision will be considered a material breach. ARTICLE XXVI CERTIFICATE OF INTERESTED PARTIES ELECTRONIC FILING In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the Government Code. The law states that the City may not enter into this contract unless the Contractor submits a disclosure of interested parties (Form 1295) to the City at the time the Contractor submits the signed contract. The Texas Ethics Commission has adopted rules requiring the business entity to file Form 1295 electronically with the Commission. Contractor will be required to furnish a Certificate of Interest Parties before the contract is awarded, in accordance with Government Code 2252.908. The contractor shall: 1.!Log onto the State Ethics Commission Website at : https://www.ethics.state.tx.us/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.!Complete and sign the Form 1295 6.!Email the form to purchasing@cityofdenton.com with the contract number in the subject Djuz!pg!Efoupo-!Ufybt!Contract 7100! Tuboebse!Bhsffnfou!gps!Qspgfttjpobm!Tfswjdft! Sfwjtfe!Ebuf;!:022029! Qbhf!21!pg!22! EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 line. (EX: Contract 1234 Form 1295) The OWNER 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 IN WITNESS HEREOF, the City of Denton, Texas has caused this Agreement to be executed by its duly authorized City Manager, and CONSULTANT has executed this Agreement through its duly authorized undersigned officer on this date______________________. CITY OF DENTON, TEXAS Rick Robinson, Inc., A TEXAS CORPORATION _________________________________ __________________________________ Rick Robinson TODD HILEMAN, CITY MANAGER ITS: BUUFTU;! __________________________________ SPTB!SJPT-!DJUZ!TFDSFUBSZ! TEXAS ETHICS COMMISSION BY: _______________________________!CERTIFICATE NUMBER APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY BY: _______________________________ THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms. _______________ ________________ SIGNATURE PRINTED NAME __________________________________ TITLE __________________________________ DEPARTMENT ! Djuz!pg!Efoupo-!Ufybt!Contract 7100! Tuboebse!Bhsffnfou!gps!Qspgfttjpobm!Tfswjdft! Sfwjtfe!Ebuf;!:022029! Qbhf!22!pg!22! EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 EXHIBIT A Rick Robinson, Inc. DBA Ramsee Consulting Group Organizations of all types rely on us to reduce the uncertainty and stress of intentional growth. We help you articulate your vision and goals, develop realistic plans to achieve your vision, and ensure your leadership team has the skills and tools to engage and inspire your employees and customers. Rick Robinson As Managing Director of Ramsee Consulting Group, Rick has focused developing and delivering a variety programs in the areas of Leadership Development, Project Management, ERP systems, Lean Manufacturing, Teambuilding, Quality Systems, Strategic Planning, Motivation, Measurement Systems, and Change Management. In the last ten years Rick has facilitated many strategic and project planning sessions for a variety of clients, including Wingstop Restaurants, the Town of Addison, DeKalb Office, Malphurs Interactive, the City of Richardson, the City of Georgetown, the City of Denton, and the North Dallas Chamber of Commerce. His inclusive and highly interactive style has earned him high praise from his clients and conference attendees. Rick earned degrees in Accounting and Finance from Texas A&M University in 1985. After college, he taught Economics and Accounting in the Fiji Islands as a Peace Corps volunteer. His client list includes also includes GM, Chrysler, Nortel, Picker, Del Monte Foods, Steelcase, Texas Health Systems, Dallas HR, and Lloyds of London. EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 List of Services Ramsee has achieve excellent results with the following additional design, development, and facilitation services. Each of these services are customized to the needs of each client city. Our services include: !City Council Retreats !Council Strategy and Values implementation consulting and support !Custom training session development and facilitation !Citizen Bond Advisory Committee processes !Departmental Retreats !Departmental and Senior Staff Leadership Retreats !Leadership Development and/or Certification programs !As-needed retainer support for leadership and strategy implementation !Executive Coaching !Leadership Coaching !Core Values Development !Project Management training and support !Other as needed/on demand Pricing Structure A list of typical activities and associated pricing. Discounts can be offered on a project by project basis based on size and/or length of project: !Consulting, Training, Facilitation, and Coaching - $300/hr !Instructional Design - $180/hr !Materials Development - $125/hr !Council/Departmental Retreat Design - $200/hr !Council/Departmental Retreat Pre-work - $150/hr !Retainer Services - $300/hr !Tool Design and Development - $150/hr !Use of Existing Training Materials - $500/per topic EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 Testimonials numerous times with several initiatives over the past few years and have found them to be impactful both in terms of facilitating a live meeting as well as setting a rigorous and productive pace via group conference calls. They are always prepared but more than that they come with a strong business acumen developed over decades of real practice. They know when to pipe in with a provocative vantage point or fun yet relevant facts that help to forward the conversation, and they know when to hold back and allow the conversation to organically continue. In the end the sessions we have used them for have resulted in a far more productive end with actionable realistic next steps. They are worth their weight in gold plus they happen to have a high degree of integrity and ağǣźƓĻ ağƓƓ tƩĻƭźķĻƓƷ ĻƉƓźƚƓ { developed a Leadership Development program for us that has armed our leaders with the skills to better coach, mentor and develop our teammates. The program has provided /ŷƩźƭƭǤ IƚŅŅ źĭĻ tƩĻƭźķĻƓƷ ƚŅ IǒƒğƓ wĻƭƚǒƩĭĻƭͲ 5ĻYğƌĬ hŅŅźĭĻ Rick is in the third year as our strategic advisor and, as a result, our initiatives and goals are actually happening! Many hours and much energy have been devoted over the years. However, bringing those goals to an action plan and actually achieving them has been difficult until Rick joined our team. Rick has kept us focused, supported our brainstorming to bring clarity to ideas, and provided simple tools that support action plans and results. Our strategic planning is no longer a cloud in the sky we cannot get hold of but is an action plan that is producing results. He has been a great partner to our organization. 5źğƓĻ aĭ/ƌĻƓķƚƓ 9ǣĻĭǒƷźǝĻ 5źƩĻĭƷƚƩ 5ğƌƌğƭ Iw ğƓķ ŷĻ Iw{ƚǒƷŷǞĻƭƷ /ƚƓŅĻƩĻƓĭĻ EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 Ramsee Consulting Group are professionals who partner with their clients in the development of an integrated strategic plan that builds clarity and consensus for future success of any organization. They use a team-based approach to strategic plan development that includes the involvement of key stakeholders in a way that optimizes the chances for successful plan implementation. With Ramsee Consulting ĭƚƒƦƩĻŷĻƓƭźǝĻͲ ƩĻğƌźƷǤΏĬğƭĻķͲ ğĭĭƚǒƓƷğĬƌĻͲ ğĭƷźƚƓΏƚƩźĻƓƷĻķ strategic plans. great things about their expertise; I highly recommend the Ramsee Consulting Group! 5Ʃ͵ {ğƓķƩğ wĻźķ /ŷğźƩͲ DƩğķǒğƷĻ {ĭŷƚƚƌ ƚŅ .ǒƭźƓĻƭƭ 5ğƌƌğƭ .ğƦƷźƭƷ ƓźǝĻƩƭźƷǤ "I cannot recommend Rick Robinson highly enough. Not only did he assist me in day-to-day business operations but also overall long term strategy for growth. Always organized and completely focused, Rick made me feel comfortable in all aspects of my business growth, while never being afraid to challenge preconceptions. By carefully learning my business and its needs, he has been able to steer my business into new thought processes, markets, and growth that would not have been possible without him. Thanks, Rick!" ! aźĭŷğĻƌ ağƌƦŷǒƩƭ hǞƓĻƩ ƚŅ ağƌƦŷǒƩƭ LƓƷĻƩğĭƷźǝĻ Rick Robinson, the leader of Ramsee Consulting Group is a game changer. I have watched him lead our strategy teams over the past 3 years and can say that we are truly seeing results. Rick is a great facilitator, and has the ability to listen, learn, and lead others to action. I would recommend Rick Robinson to any organization looking for ways to strategically move their organization to the next level through long term planning. .ƩǒĭĻ ğƌƌĻƩͲ 5ğƌƌğƭIw .ƚğƩķ ƚŅ ƩǒƭƷĻĻƭ /ŷğźƩƒğƓ Working with Ramsee Consulting Group has been a joy. Rick Robinson, the managing director, has designed and facilitated several working sessions for me, and the quality and productivity of those sessions has been amazing. The key skills he brings to the table are his ability to: !guide a diverse group of egos and individuals through a process effectively and efficiently !listen to the differing viewpoints, find the common ground, synthesize our thinking, and craft clear and compelling messaging that everyone can support !develop effective tools and processes that achieve our desired results I cannot recommend Rick and Ramsee Consulting highly enough bğƒĻ ğƓķ źƷƌĻ ǞźƷŷŷĻƌķ ķǒĻ Ʒƚ ĭƚƩƦƚƩğƷĻ ƦƚƌźĭǤ EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 Exhibit B CITY OF DENTON INSURANCE REQUIREMENTS FOR CONTRACTORS! Bidder's attention is directed to the insurance requirements below. It is highly recommended that bidders confer with their respective insurance carriers or brokers to determine in advance of Bid submission the availability of insurance certificates and endorsements as prescribed and provided herein. If an apparent low bidder fails to comply strictly with the insurance requirements, that bidder may be disqualified from award of the contract. Upon bid award, all insurance requirements shall become contractual obligations, which the successful bidder shall have a duty to maintain throughout the course of this contract. STANDARD PROVISIONS: ! Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. As soon as practicable after notification of bid award, Contractor shall file with the Purchasing Department satisfactory certificates of insurance, containing the bid number and title of the project. Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at any time; however, Contractors are strongly advised to make such requests prior to bid opening, since the insurance requirements may not be modified or waived after bid opening unless a written exception has been submitted with the bid. Contractor shall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Denton. All insurance policies proposed or obtained in satisfaction of these requirements shall comply with the following general specifications, and shall be maintained in compliance with these general specifications throughout the duration of the Contract, or longer, if so noted: !Each policy shall be issued by a company authorized to do business in the State of Texas with an A.M. Best Company rating of at least A- VII or better. !Any deductibles or self-insured retentions shall be declared in the bid proposal. If requested by the City, the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its officials, agents, employees and volunteers; or, the contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. !Liability policies shall be endorsed to provide the following: Djuz!pg!Efoupo-!Ufybt!Contract 7100! Tuboebse!Bhsffnfou!gps!Qspgfttjpobm!Tfswjdft! Sfwjtfe!Ebuf;!:022029! Qbhf!2!pg!8! EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 !Name as additional insured the City of Denton, its Officials, Agents, Employees and volunteers. !That such insurance is primary to any other insurance available to the additional insured with respect to claims covered under the policy and that this insurance applies separately to each insured against whom claim is made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. !Provide a Waiver of Subrogation in favor of the City of Denton, its officials, agents, employees, and volunteers. !Cancellation: City requires 30 day written notice should any of the policies described on the certificate be cancelled before the expiration date. !Should any of the required insurance be provided under a claims-made form, Contractor shall maintain such coverage continuously throughout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. !Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. !Should any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfaction of this Contract shall additionally comply with the following marked specifications, and shall be maintained in compliance with these additional specifications throughout the duration of the Contract, or longer, if so noted: \[X \] A. General Liability Insurance: General Liability insurance with combined single limits of not less than $1,000,000.00 shall be provided and maintained by the Contractor. The policy shall be written on an occurrence basis either in a single policy or in a combination of underlying and umbrella or excess policies. Djuz!pg!Efoupo-!Ufybt!Contract 7100! Tuboebse!Bhsffnfou!gps!Qspgfttjpobm!Tfswjdft! Sfwjtfe!Ebuf;!:022029! Qbhf!3!pg!8! EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 If the Commercial General Liability form (ISO Form CG 0001 current edition) is used: !Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. !Coverage B shall include personal injury. !Coverage C, medical payments, is not required. If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Form GL 0404) is used, it shall include at least: !Bodily injury and Property Damage Liability for premises, operations, products and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. !Broad form contractual liability (preferably by endorsement) covering this contract, personal injury liability and broad form property damage liability. \[X\] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $500,000.00 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include bodily injury and property damage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used in conjunction with this contract. Satisfaction of the above requirement shall be in the form of a policy endorsement for: !any auto, or !all owned, hired and non-owned autos. \[ \] Contractor shall purchase and maintain Worker's Compensation insurance which, in addition to meeting the minimum statutory requirements for issuance of such insurance, has Employer's Liability limits of at least $100,000 for each accident, $100,000 per each employee, and a $500,000 policy limit for occupational disease. The City need not be named as an "Additional Insured" but the insurer shall agree to waive all rights of subrogation against the City, its officials, agents, employees and volunteers for any work performed for the City by the Named Insured. For building or construction projects, the Contractor shall comply with the provisions of Attachment 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Worker's Compensation Commission (TWCC). Djuz!pg!Efoupo-!Ufybt!Contract 7100! Tuboebse!Bhsffnfou!gps!Qspgfttjpobm!Tfswjdft! Sfwjtfe!Ebuf;!:022029! Qbhf!4!pg!8! EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 \[ \] Owner's and Contractor's Protective Liability Insurance The Contractor shall obtain, pay for and maintain at all times during the prosecution of the work under this contract, an Owner's and Contractor's Protective Liability insurance policy naming the City as insured for property damage and bodily injury which may arise in the prosecution of the work or Contractor's operations under this contract. Coverage shall be on an "occurrence" basis, and the policy shall be issued by the same insurance company that carries the Contractor's liability insurance. Policy limits will be at least combined bodily injury and property damage per occurrence with a aggregate. \[ x\] Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000 per claim with respect to negligent acts, errors or omissions in connection with professional services is required under this Agreement. \[ \] Builders' Risk Insurance Builders' Risk Insurance, on an All-Risk form for 100% of the completed value shall be provided. Such policy shall include as "Named Insured" the City of Denton and all subcontractors as their interests may appear. \[ \] Commercial Crime Provides coverage for the theft or disappearance of cash or checks, robbery inside/outside the premises, burglary of the premises, and employee fidelity. The employee fidelity including new hires. This type insurance should be required if the contractor has access to City funds. Limits of not less than each occurrence are required. \[ \] Additional Insurance Other insurance may be required on an individual basis for extra hazardous contracts and specific service agreements. If such additional insurance is required for a specific contract, that requirement will be described in the "Specific Conditions" of the contract specifications. Djuz!pg!Efoupo-!Ufybt!Contract 7100! Tuboebse!Bhsffnfou!gps!Qspgfttjpobm!Tfswjdft! Sfwjtfe!Ebuf;!:022029! Qbhf!5!pg!8! EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 ATTACHMENT 1 \[ \] Building or Construction Projects for Governmental Entities A.!Definitions: Certificate of coverage ("certificate")-A copy of a certificate of insurance, a certificate of authority to self-insure issued by the commission, or a coverage agreement (TWCC- 81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on the project until the contractor's/person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ("subcontractor" in §406.096) - includes all persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner-operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. B.!The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C.!The Contractor must provide a certificate of coverage to the governmental entity prior to being awarded the contract. D.!If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E.!The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: 1)!a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing coverage for all persons providing services on the project; and Djuz!pg!Efoupo-!Ufybt!Contract 7100! Tuboebse!Bhsffnfou!gps!Qspgfttjpobm!Tfswjdft! Sfwjtfe!Ebuf;!:022029! Qbhf!6!pg!8! EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 2)!no later than seven days after receipt by the contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. F.!The contractor shall retain all required certificates of coverage for the duration of the project and for one year thereafter. G.!The contractor shall notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the contractor knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project. H.!The contractor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. I.!The contractor shall contractually require each person with whom it contracts to provide services on a project, to: 1)!provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the project, for the duration of the project; 2)!provide to the contractor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the project, for the duration of the project; 3)!provide the contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 4)!obtain from each other person with whom it contracts, and provide to the contractor: a)!certificate of coverage, prior to the other person beginning work on the project; and b)!a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 5)!retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6)!notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the person knew or should have known, of any change that Djuz!pg!Efoupo-!Ufybt!Contract 7100! Tuboebse!Bhsffnfou!gps!Qspgfttjpobm!Tfswjdft! Sfwjtfe!Ebuf;!:022029! Qbhf!7!pg!8! EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 materially affects the provision of coverage of any person providing services on the project; and 7)!Contractually require each person with whom it contracts, to perform as required by paragraphs (1) - (7), with the certificates of coverage to be provided to the person for whom they are providing services. J.!By signing this contract or providing or causing to be provided a certificate of coverage, the contractor is representing to the governmental entity that all employees of the contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self- insured, with the commission's Division of Self-Insurance Regulation. Providing false or misleading information may subject the contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. K.! by the contractor which entitles the governmental entity to declare the contract void if the contractor does not remedy the breach within ten days after receipt of notice of breach from the governmental entity. Djuz!pg!Efoupo-!Ufybt!Contract 7100! Tuboebse!Bhsffnfou!gps!Qspgfttjpobm!Tfswjdft! Sfwjtfe!Ebuf;!:022029! Qbhf!8!pg!8! EpdvTjho!Fowfmpqf!JE;!BF:C5G9D.E8D5.56FC.BFD4.7DC834CD9333 Exhibit 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/! ! Uijt!rvftujpoobjsf!jt!cfjoh!gjmfe!jo!bddpsebodf!xjui!Dibqufs!287-!Mpdbm!Hpwfsonfou!Dpef-!cz!b!wfoeps!xip!ibt!b!cvtjoftt!sfmbujpotijq!bt! efgjofe!cz!Tfdujpo!287/112)2.b*!xjui!b!mpdbm!!hpwfsonfoubm!foujuz!boe!uif!wfoeps!nffut!sfrvjsfnfout!voefs!Tfdujpo!287/117)b*/ ! Cz!mbx!uijt!rvftujpoobjsf!nvtu!cf!gjmfe!xjui!uif!sfdpset!benjojtusbups!pg!uif!mpdbm!hpwfsonfou!foujuz!opu!mbufs!uibo!uif!8ui!cvtjoftt!ebz!bgufs! uif!ebuf!uif!wfoeps!cfdpnft!bxbsf!pg!gbdut!uibu!sfrvjsf!uif!tubufnfou!up!cf!gjmfe/!See Tfdujpo!287/117)b.2*-!Mpdbm!Hpwfsonfou!Dpef/ ! B!wfoeps!dpnnjut!bo!pggfotf!jg!uif!wfoeps!lopxjohmz!wjpmbuft!Tfdujpo!287/117-!Mpdbm!Hpwfsonfou!Dpef/!!Bo!pggfotf!voefs!uijt!tfdujpo!jt!b! njtefnfbops/! Name of vendor who has a business relationship with local governmental entity. 1 2 Check this box if you are filing an update to a previously filed questionnaire.! ui )Uif!mbx!sfrvjsft!uibu!zpv!gjmf!bo!vqebufe!dpnqmfufe!rvftujpoobjsf!xjui!uif!bqqspqsjbuf!gjmjoh!bvuipsjuz!opu!mbufs!uibo!uif!8!cvtjoftt! ebz!bgufs!uif!ebuf!po!xijdi!zpv!cfdbnf!bxbsf!uibu!uif!psjhjobmmz!gjmfe!rvftujpoobjsf!xbt!jodpnqmfuf!ps!jobddvsbuf/*! 3 Name of local government officer about whom the information in this section is being disclosed. Obnf!pg!Pggjdfs! 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 ! Certificate Of Completion Fowfmpqf!Je;!BF:C5G9DE8D556FCBFD47DC834CD9333Tubuvt;!Dpnqmfufe Tvckfdu;!Qmfbtf!EpdvTjho;!Djuz!Dpvodjm!Dpousbdu!8211!Mfbefstijq!Efwfmpqnfou Tpvsdf!Fowfmpqf;! Epdvnfou!Qbhft;!35Tjhobuvsft;!7Fowfmpqf!Psjhjobups;! Dfsujgjdbuf!Qbhft;!7Jojujbmt;!2Mpsj!Ifxfmm BvupObw;!Fobcmfe:12C!Ufybt!Tusffu FowfmpqfJe!Tubnqjoh;!FobcmfeEfoupo-!UY!!8731: Ujnf!\[pof;!)VUD.17;11*!Dfousbm!Ujnf!)VT!'!Dbobeb*mpsj/ifxfmmAdjuzpgefoupo/dpn JQ!Beesftt;!23:/231/7/261 Record Tracking Tubuvt;!PsjhjobmIpmefs;!Mpsj!IfxfmmMpdbujpo;!EpdvTjho !!!!!!!!!!!!!8030312:!6;11;12!QN!!!!!!!!!!!!!mpsj/ifxfmmAdjuzpgefoupo/dpn Signer EventsSignatureTimestamp Mpsj!IfxfmmTfou;!8030312:!6;11;57!QN Completed mpsj/ifxfmmAdjuzpgefoupo/dpnWjfxfe;!8030312:!6;11;66!QN! 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