22-2611ORDINANCE NO. 22-2611
AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING THE CITY MANAGER TOEXECUTE AN AGREEMENT BETWEEN THE CITY OF DENTON AND THE NORTHTEXAS STATE FAIR ASSOCIATION, INC., FOR THE PAYMENT AND USE OF HOTELTAX REVENUE IN SUPPORT OF THE NORTH TEXAS FAIR AND RODEO; ANDPROVIDING AN EFFECTIVE DATE.
WHEREAS, TEX. TAX CODE §351.101(a) authorizes the CITY to use revenue from itsmunicipal hotel occupancy tax to promote tourism and the convention and hotel industry by
advertising and conducting solicitations and promotional programs to attract tourists and convention
delegates or registrants to the municipality or its vicinity; and
WHEREAS, TEX. TAX CODE §351.101 (c) authorizes the CITY to contract with independent
entities, for programs and activities of the type funded with revenue from the municipal hotel
occupancy tax; and
WHEREAS, the agreements and amounts have been reviewed and approved by the
Community Partnership Committee and the City Council deems use of the funds are in the publicinterest; NOW THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The City Manager, or designee, is hereby authorized to execute an
agreement between the City of Denton and the North Texas State Fair Association, Inc., for the
payment and use of hotel tax revenue, under the terms and conditions contained in theagreement, a copy of which is attached hereto and made a part hereof.
SECTION 2. This Ordinance shall become effective immediately upon its passage and
approval.
s e c o n d e: \ rr1 on:== r o B=/o #(T:: w a s rr:I :r d i I n c : brp End approve dTthe following vote n - a :
NIe LNJa r Abstain Absent
Gerard Hudspeth, Mayor:\/
\/
b/
\/
Vicki Byrd, District 1 :
Brian Beck, District 2:
Jesse Davis, District 3 :
VACANT, District 4 :
Brandon Chase McGee, At Large Place 5:\/
Chris Watts, At Large Place 6:
PASSED AND APPROVED thI, th, tOR d,y ,f Ian\JOdI 2023.
GERARD HUDSPETH, MAYOR
ATTEST:
ROSA RIOS, CITY SECRETARY HIM
£#2dz.a$;,.y
APPROVED AS TO LEGAL FORM:
MACK REINWAND, CITY ATTORNEY
Utebq--++
BY:
Page 2 of 2
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AGREEMENT BETWEEN THE CITY OF DENTON AND
NORTH TEXAS STATE FAIR ASSOCIATION, WC. PY2023)PROVEDUVG FOR THE PAYMENT AND USE OF HOTEL TAX REVENUE
THIS AGREEMENT made between the City of Denton, Texas, a municipal corporation
(the “CITY”), and the North Texas State Fair Association, Inc., a non-profit corporation
incorporated under the laws of the State of Texas (the “ASSOCIATION”).
WHEREAS, TEX. TAX CODE §351.002 authorizes CITY to levy by ordinance a municipal
hotel occupancy tax (“hotel tax”) not exceeding seven percent (7%) of the consideration paid by a
hotel occupant; and
WHEREAS, by ordinance, CITY has provided for the assessment and collection of a
municipal hotel occupancy tax in the City of Denton of seven percent (7%); and
WHEREAS, TEX. TAX CODE §351.101(a) authorizes CITY to use revenue from its
municipal hotel occupancy tax to promote tourism and the convention and hotel industry by
advertising and conducting solicitations and promotional programs to attract tourists and convention
delegates or registrants to the municipality or its vicinity; and
WHEREAS, ASSOCIATION is well equipped to perform those activities; and
WHEREAS, TEX. TAX CODE §351.101(c) authorizes CITY to delegate by contract withASSOCIATION, as an independent entity, the management and supervision of programs and
activities of the type described hereinabove funded with revenue from the municipal hotel
occupancy tax;
NOW, THEREFORE, in consideration of the performance of the mutual covenants and
promises contained herein, CITY and ASSOCIATION agree and contract as follows:
I, HOTEL TAX REVENUE PAYMENT
1.1 Consideration. For and in consideration of the activities to be performed by
ASSOCIATION under this Agreement, CITY agrees to pay to ASSOCIATION a portion of the
hotel tax revenue collected by CITY at the rates and in the manner specified herein (such payments
by CITY to ASSOCIATION sometimes herein referred to as the “agreed payments” or “hotel tax
funds”)
1.2 Amount of Payments.
(a)
rneanmgs:
As used in this Agreement, the following terms shall have the following specific
(i) The term “hotel tax revenue” shall mean the gross monies collected and
received by CITY as municipal hotel occupancy tax at the rate of seven percent (7%) ofthe price paid for a room in a hotel, pursuant to Texas Tax Code §351.002 and City
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Ordinance. Hotel tax revenue will include penalty and interest related to the late
payments of the tax revenue by the taxpayer.
(ii) The term “Collection period” will mean the collection period for CITY’s
fiscal year. It will include hotel tax revenue due to CITY for the relevant fiscal year and
collected through the 22nd day of the month following the close of the relevant fiscal year.
(iii) The term “base payment amount” shall mean a net amount of money equal
to the total hotel tax revenue collected by CITY during any relevant period of time (i.e.,fiscal year or fiscal quarter), less (1) attorney and auditing costs incurred during such
relevant period of time for costs of collection or auditing of hotel taxpayers (attorney and
auditing costs include fees paid to attorneys or agents not in the regular employ of CITY for
which attorneys or agents effect compliance or collection of the hotel tax nom taxpayers);
and (2) court costs and other expenses incurred in litigation against, or auditing of, such
taxpayers.
(iv) The term “contract quarter” shall refer to any quarter of the calendar year in
which this Agreement is in force. Contract quarters will end on March 31=t, June 30th,
September 30th, and December 3 1 st of each contract year.
(b) in return for satisfactory performance of the activities set forth in this Agreementand all attachments hereto, CITY shall pay to ASSOCIATION an amount of money in each
contract year equal to the lesser amount of Eight and Fifteen Hundredths percent (8. 15%) of the
annual base payment amount, or the fixed contract amount of Two Hundred Forty-Five
Thousand Dollars ($245,000). This amount will be divided into quarterly payments equal to 25%
of the annual fixed contract amount, unless CITY can show with reasonable certainty that the
annual base payment amount will be less than originally estimated for the fiscal year. The fourth
quarterly payment will represent 25% of the fixed contract amount or the unpaid remainder of8.15% of the base payment amount, whichever is less. If CITY’s Chief Financial Officer
determines that hotel tax receipts by the CITY are not meeting the anticipated budget projection,
CITY may reduce the ASSOCIATION’s current budget at any time during the contract period.
Each quarterly payment is subject to refund of any unused or improperly expended fbnds from
the prior contract period, and CITY’s timely receipt of the required quarterly reports.
1.3 Dates of Payments.
(a) The term “quarterly payments” shall mean payments by CITY to ASSOCIATION of
those amounts specified in ql.2, above, as determined by the hotel tax revenue collected.
(b) Each quarterly payment shall be paid upon receipt of the required reports and after the
25th day following the last day of the contract quarter. If any quarterly financial report is not
received within thirty (30) days of the end of the applicable contract quarter, the recipient may be
held in breach of this Agreement. CITY may withhold the quarterly payment(s) until the
appropriate reports are received and approved, which approval shall not be unreasonably withheld.
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1.4 Other limitations regarding consideration.
(a) The funding of this project in no way commits CITY to future funding of this program
beyond the current contract period. Any future funding is solely the responsibility ofASSOCIATION.
(b) it is expressly understood that this contract in no way obligates the General Fund or anyother monies or credits of CITY.
(c) CITY may withhold farther allocations if CITY determines that ASSOCIATION’s
expenditures deviate materially from their approved budget.
II. USE OF HOTEL TAX REVENUE
2.1 Use of Funds. For and in consideration of the payment by CITY to ASSOCIATION of the
agreed payments of hotel tax funds specified above, ASSOCIATION agrees to use such hotel tax
funds only for advertising and conducting solicitations and promotional programs to attract tourists
and convention delegates or registrants to the municipality or its vicinity; as authorized by TEX. TAX
CODE §35 1.101(a). Funds for any calendar year which are unused by midnight December 31 “ of
that year shall be refunded to CITY within thirty (30) days.
Advertising materials purchased with the hotel occupancy tax funds must be targeted to reach
audiences outside the Denton city limits. These materials include, but are not limited to, signs,
posters, postcards, newsletters, print advertising, digital marketing, billboards, radio and television.
2.2 Administrative Costs. The hotel tax funds received from the CITY by the ASSOCIATION
may be spent for day-to-day operations, office supplies, salaries, travel expenses, and other
administrative costs allowed by TEX. TAX CODE §351.101(e), but only if specified in
ASSOCIATION’s budget attached hereto as Exhibit “A“ and incorporated herein for all purposes
and each are directly attributable to work on programs which promote tourism and the hotel and
convention industry, and if each promotes at least one of the six statutory purposes enumerated
within TEX. TAX CODE §351. 101 (a).
2.3 Specific Restrictions on Use of Funds.
(a) That portion of total administrative costs of the ASSOCIATION for which hotel tax
funds may be used shall not exceed that portion of the ASSOCIATION’s administrative costs
actually incurred in conducting the activities specified in 12.1 above.
(b) Hotel tax funds may not be spent for travel for a person to attend an event or conduct
an activity the primary purpose of which is not directly related to the promotion of local tourism and
the convention and hotel industry or the performance of the person’s job in an efficient and
professional manner.
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In. RECORDKEEPUVG AND REPORTING REQUIREMENTS
3.1 Budget.
(a) ASSOCIATION shall adhere to the budget (Exhibit 'T’) as approved by the City
Council for each calendar year, for all operations of ASSOCIATION in which the hotel tax funds
shall be used by ASSOCIATION. In other words, CITY should be able to audit specifically the
purpose of each individual expenditure of hotel tax fUnds from the separate account relating to hoteltax funds. CITY shall not pay to ASSOCIATION any hotel tax revenues as set forth in Section I of
this contract during any program year of this Agreement unless a budget for such respective
program year has been approved in writing by the Denton City Council, authorizing the expenditureof funds
(b) ASSOCIATION acknowledges that approval of the budget (Exhibit “A”) by the
Denton City Council creates a fiduciary duty in ASSOCIATION with respect to the hotel tax funds
paid by CITY to ASSOCIATION under this Agreement. ASSOCIATION shall expend hotel taxhInds only in the manner and for the purposes specified in this Agreement, TEX. TAX CODE
§351.101(a) and in the budget as approved by CITY.
(c) Upon the application or consent of ASSOCIATION, the City Manager or designate
may authorize minor amendments to the approved budget as necessary to carry out the intent of this
Agreement, in a manner consistent with efficient use of public funds, and in accordance with State
law. Such minor amendments may not increase the overall funding set forth in ql.2(b), extend theterm, or otherwise alter the performance obligations of ASSOCIATION, without approval of the
City Council by ordinance.
3.2 Separate Accounts. ASSOCIATION shall maintain any hotel tax funds paid to
ASSOCIATION by CITY in a separate account or with segregated fund accounting, such that any
reasonable person can ascertain the revenue source of any given expenditure.
3.3 Financial Records. ASSOCIATION shall maintain complete and accurate financial
records of each expenditure of the hotel tax funds made by ASSOCIATION. These funds are
required to be classified as restricted funds for audited financial purposes, and may not be used for
contracted services, including, but not limited to, auditing fees or attorney fees. Upon reasonably
advance written request of the Denton City Council, the City Manager or designate, or any other
person, ASSOCIATION shall make such financial records available for inspection and review by
the party making the request. ASSOCIATION understands and accepts that all such financial
records, and any other records relating to this Agreement shall be subject to the Texas PublicInformation Act, TEX. Gov’T CODE, ch. 552, as hereafter amended.
3.4 Quarterly Reports. After initial receipt of hotel tax fund, and within thirty (30) days after
the end of every contract quarter, ASSOCIATION shall furnish to CITY: (1) a completed financial
report, (2) a list of the expenditures or copies of invoices or receipts made with regard to hotel tax
funds pursuant to TEX. TAX CODE §35 1.101 (c), social media and/or digital marketing expenditures
require invoices to be provided and shall include performance measures, and (3) a copy of allfinancial records (e.g., copies of front and back cleared checks or bank statements, and other
relevant documentation). ASSOCIATION shall prepare and deliver all reports in a form and
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manner approved by the City Manager or designate. ASSOCIATION shall respond promptly to
any request from the City Manager of CITY, or designate, for additional information relating to the
activities performed under this Agreement.
3.5 Notice of Meetings. ASSOCIATION shall give the City Manager of CITY, or designate,
reasonable advance written notice of the time and place of all meetings of ASSOCIATION’s Boardof Directors, as well as any other meeting of any constituency of ASSOCIATION, at which this
Agreement or any matter subject to this Agreement shall be considered.
IV. TERM AND TERMINATION
4.1 Term. The term of this Agreement shall commence on January 1, 2023 and terminate at
midnight on January 31, 2024. However, the program period shall commence on January 1, 2023,
and terminate at midnight on December 31, 2023. Only those expenditures authorized by Chapter
35 1 of the Texas Tax Code and the program guidelines, which are actually incurred during the
program period, for events and activities taking place within the program period, are eligible for
funding under this Agreement, and any ineligible expenditures or unspent funds shall be forfeited to
CITY upon termination of this Agreement.
4.2 Termination Without Cause.
(a) This Agreement may be terminated by either party, with or without cause, by giving
the other party sixty (60) days advance written notice.
(b) in the event this contract is terminated by either party pursuant to q4.2(a), CITY
agrees to reimburse ASSOCIATION for any contractual obligations of ASSOCIATION
undertaken by ASSOCIATION in satisfactory performance of those activities specified in qq2. 1
and 2.2 above, and that were approved by the Council through the budget, as noted in q3. 1. This
reimbursement is conditioned upon such contractual obligations having been incurred and
entered into in the good faith performance of those services contemplated in qq2.1 and 2.2 above,
and further conditioned upon such contractual obligations having a term not exceeding the full
term of this Agreement. Notwithstanding any provision hereof to the contrary, the obligation of
CITY to reimburse ASSOCIATION or to assume the performance of any contractual obligations
of ASSOCIATION, for or under any contract entered into by ASSOCIATION as contemplated
herein, shall not exceed 66 2/3% of the current quarterly payment.
(c) Further, upon termination pursuant to 84.2(a), ASSOCIATION will provide CITY:
1) within ten (10) business days from the termination notification, a short-term budget of
probable expenditures for the remaining sixty (60) day period between termination notification
and contract termination. This budget will be presented to Council for approval within ten (10)
business days after receipt by CITY. If formal approval is not given within ten (10) business
days, and the budget does not contain any expenditures that would be prohibited by the Texas
Tax Code, and is within the current contractual period approved budget; the budget will beconsidered approved; 2) within thirty (30) days, a fall accounting of all expenditures not
previously audited by CITY; 3) within five (5) business days of a request from CITY, a listing of
expenditures that have occurred since the last required reporting period; 4) a final accounting of
all expenditures and tax funds on the day of termination. ASSOCIATION will be obligated to
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return any unused funds, or funds determined to be used improperly. Any use of remaining funds
by ASSOCIATION after notification of termination is conditioned upon such contractual
obligations having been incurred and entered into in the good faith performance of those services
contemplated in W. 1 and 2.2 above, and further conditioned upon such contractual obligations
having a term not exceeding the full term of this Agreement.
4.3 Automatic Termination. This Agreement shall automatically terminate upon the
occurrence of any of the following events:
(a) The termination of the legal existence of ASSOCIATION;
(b) The insolvency of ASSOCIATION, the filing of a petition in bankruptcy, either
voluntarily or involuntarily, or an assignment by ASSOCIATION for the benefit of creditors;
(c) The continuation of a breach of any of the terms or conditions of this Agreement by
either CITY or ASSOCIATION for more than thirty (30) days after written notice of such breach is
given to the breaching party by the other party; or
(d) The failure of ASSOCIATION to submit a financial quarterly report which complies
with the reporting procedures required herein and generally accepted accounting principles prior to
the beginning of the next contract term, or quarterly as required by $1.3 hereof.
4.4 Right to Immediate Termination Upon Litigation. Notwithstanding any other provisionof this Agreement, to mitigate damages and to preserve evidence and issues for judicial
determination, either party shall have the right to terminate this Agreement upon immediate notice
to the other party in the event that any person has instituted litigation concerning the activities of the
non-terminating party, and the terminating party reasonably believes that such activities are required
or prohibited under this Agreement.
4.5 in the event that this Agreement is terminated pursuant to lq4.3 or 4.4, ASSOCIATIONagrees to refund any and all unused funds, or funds determined by CITY to have been used
improperly, within thirty (30) days after termination of this Agreement.
V. GENERAL PROVISIONS
5.1 Subcontract for Performance of Services. Nothing in this Agreement shall prohibit, nor
be construed to prohibit, the agreement by ASSOCIATION with another private entity, person, or
organization for the performance of those services described in q2. 1 above. In the event that
ASSOCIATION enters into any arrangement, contractual or otherwise, with such other entity,
person or organization, ASSOCIATION shall cause such other entity, person, or organization to
adhere to, conform to, and be subject to all provisions, terms, and conditions of this Agreement and
to TEX. TAX CODE ch. 351, including reporting requirements, separate funds maintenance, and
limitations and prohibitions pertaining to expenditure of the agreed payments and hotel tax funds.
5.2 Independent Contractor. ASSOCIATION shall operate as an independent contractor as to
all services to be performed under this Agreement and not as an officer, agent, servant, or employeeof CITY. ASSOCIATION shall have exclusive control of its operations and performance of
services hereunder, and such persons, entities, or organizations performing the same, and
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ASSOCIATION shall be solely responsible for the acts and omissions of its directors, officers,
employees, agents, and subcontractors. ASSOCIATION shall not be considered a partner or joint
venturer with CITY, nor shall ASSOCIATION be considered, nor in any manner hold itself out as,
an agent or official representative of CITY.
5.3 Indemnification. ASSOCIATION AGREES TO INDEMNIFY, HOLD HARMLESS,AND DEFEND CITY, ITS OFFICERS, AGENTS, AND EMPLOYEES FROM ANDAGAINST ANY AND ALL CLAIMS OR SUITS FOR UVJURIES, DAMAGE, LOSS, ORLIABILITY OF WHATEVER KIND OR CHARACTER, ARISUVG OUT OF OR INCONNECTION WITH THE PERFORMANCE BY ASSOCIATION OF THOSESERVICES CONTE&WLATED BY THIS AGREEMENT, INCLUDING ALL SUCHCLAIMS OR CAUSES OF ACTION BASED UPON COMMON, CONSTITUTIONAL ORSTATUTORY LAW, OR BASED, Hq WHOLE OR my PART, UPON ALLEGATIONS OFNEGLIGENT OR INTENTIONAL ACTS OF ASSOCIATION, ITS OFFICERS,
EMPLOYEES, AGENTS, SUBCONTRACTORS, LICENSEES AND HVVITEES.
5.4 Assignment. ASSOCIATION shall not assign this Agreement without first obtaining thewritten consent of CITY.
5.5 Notice. Any notice required to be given under this Agreement or any statute, ordinance, or
regulation, shall be effective when given in writing and deposited in the United States mail, certified
mail, return receipt requested, or by hand-delivery, addressed to the respective parties as follows:
CITY ASSOCIATION
City ManagerCITY OF DENTON
215 E. McKinneyDenton, TX 76201
PresidentNORTH TEXAS STATE FAIR
ASSOCIATION, INC
P. O. Box 1695
Denton, TX 76202
5.6 Inurement. This Agreement and each provision hereof, and each and every right, duty,
obligation, and liability set forth herein shall be binding upon and inure to the benefit and obligation
of CITY and ASSOCIATION and their respective successors and assigns.
5.7 Application of Laws. All terms, conditions, and provisions of this Agreement are subject
to all applicable federal laws, state laws, the Charter of the City of Denton, all ordinances passed
pursuant thereto, and all judicial determinations relative thereto.
5.8 Exclusive Agreement. This Agreement contains the entire understanding and constitutes
the entire agreement between the parties hereto concerning the subject matter contained herein.
There are no representations, agreements, arrangements, or understandings, oral or written, express
or implied, between or among the parties hereto, relating to the subject matter of this Agreement,
which are not fully expressed herein. The terms and conditions of this Agreement shall prevail,
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notwithstanding any variance in this Agreement from the terms and conditions of any other
document relating to this transaction or these transactions.
5.9 Duplicate Originals. This Agreement is executed in duplicate originals.
5.10 Headings. The headings and subheadings of the various sections and paragraphs of this
Agreement are inserted merely for the purpose of convenience and do not express or imply any
limitation, definition, or extension of the specific terms of the section and paragraph so designated.
5.11 Severability. If any section, subsection, paragraph, sentence, clause, phrase or word in this
Agreement, or application thereof to any person or circumstance is held invalid by any court of
competent jurisdiction, such holding shall not affect the validity of the remaining portions of this
Agreement, and the parties hereby declare they would have enacted such remaining portions despite
any such invalidity.
5.12 Insurance. ASSOCIATION shall, at a minimum, provide insurance as follows:
1.
2.
$ 1,000,000 Commercial General Liability, or $1,000,000 Event Insurance, covering
all events taking place on City-owned property,
$500,000 Liquor/Dram Shop Liability for any event occurring on City-owned
property where alcohol will be provided or served.
CITY must be named as an additional insured on all policies (except Workers’ Compensation), and
proof of coverage shall be submitted prior to any payment by the CITY.
EXECUTED this 10th day of JanuarY 2023
THE CITY OF DENTON, TEXAS
SARA HENSLEY, CITY MANAGER
NORTH TEXAS STATE FAIR
ASSOCIATION, INC.
DocuSigned by:
(art atl/IrSdUbBy:Presiaelft
ATTEST:
ROSA RIOS, CITY SECRETARY
RanIa&O+By:
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APPROVED AS TO LEGAL FORM:MACK REINWAND, CITY ATTORNEY
By:
THIS AGREEMENT HAS BEENBOTH REVIEWED AND APPROVED
as to financial and operational obligationsand business terms.
Cassandra OgdenPRINTED NAMESIGNATURE
Chief Financial OfficerTITLE
FinanceDEPARTMENT
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Exhibit A
NORTH TEXAS STAT FAIR ASSOCIATION
North Texas Fair and Rodeo
Budget 2023
Advertising
Digital Advertising
Social Media
12,000
1,000
2,000
$
$
$
$
$
$
Internet
Radio (Includes
Streaming)
Hispanic Radio
70,000
10,000
9,000
15,000
41,000
55,000
Newspaper/Magazines/Digital Newspaper
Billboards
Television - Includes Streaming
Marketing Salary
su btota I $ 215,000
Art
Music 30,000
30,000subtotal$
TOTAL BUDGET $ 245,000
NTSFA HOT Funds, PY2023 – Page 10
[kxnSign
Certificate Of Completion
Envelope Id: 7F8291 BE3B7C4C129CB6B9F455CC9CI A
Subject: Complete with DocuSign: Agreement - NTSFA PY23.pdf
Status: Completed
Source Envelope:
Document Pages: 10
Certificate Pages: 5
AutoNav: Enabled
Envelopeld Stamping: Enabled
Time Zone: (UTC-06:00) Central Time (US & Canada)
Signatures: 4
Initials: 0 Envelope Originator:
Daniel Jones
901 B Texas Street
Denton, TX 76209
Daniel.Jones@cityofdenton.com
IP Address: 198.49.140.10
Record Tracking
Status: Original
12/1 3/2022 10:00:33 AM
Holder: Daniel Jones
Daniel.Jones@cityofdenton.com
Location: DocuSign
Signer Events
Cassey Ogden
Cassandra.Ogden@cityofdenton.com
Chief Financial Officer
City of Denton
Security Level: Email, Account Authentication(None)
Signature Timestamp
Sent: 12/1 3/2022 10:01 :27 AM
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Carl Anderson
canderson@billutterford .com
Security Level: Email, Account Authentication
(None)
Sent: 12/13/2022 10:03:37 AM
Resent: 12/20/2022 8:22:45 AM
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Using IP Address: 71.14.147.242
Electronic Record and Signature Disclosure:Accepted: 12/20/2022 2:36:48 PMID: 2d5c9713-2a77-4767-9af6-2d6e02et„189e
Daniel Jones
daniel.jones@cityofdenton.com
Planning Technician I
City of Denton
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Sara Hensley
Sara.Hensley@cityofdenton.com
City Manager
City of Denton
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Signer Events
Rosa Rios
rosa.rios@cityofdenton.com
City Secretary
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City Secretary
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Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM
Parties agreed to: Carl Anderson, Rosa Rios
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.comand 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 providedby 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 youmust 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 S :ems
Browsers (for SENDERSy
Browsers (for SIGNERS).
r
lternet Explorer 6.0? or above
me let Explorer 6.0?, Mozilla FireFox 1.0
NetScape 7.2 (or above
c
800 x 600 minimum
Email
Screen Resolution
Enabled Security Settings
•Allow per session cookies
•Users accessing the internet behind a Proxy
Server must enable Hmp 1.1 settings via
roxy connectron
## 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 willhave 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 1 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.