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22-2565ORDINANCENO. 22-2565 AN ORDINANCE OF THE CITY OF DENTON APPROVING A GRANT APPLICATIONFROM THEATRE DENTON, INC., LOCATED AT 214 W. HICKORY ST. FROM THEDOWNTOWN REINVESTMENT GRANT PROGRAM NOT TO EXCEED $2,500.00; ANDPROVIDING FOR AN EFFECTIVE DATE. WHEREAS, on April 3, 2007, the City Council approved a Downtown Reinvestment Grant Program (the “Program”) by Ordinance No. 2007-072; and WHEREAS, on December 14, 2021, the City Council approved changes to the Program by Ordinance No. 21-2626; and WHEREAS, Denton Community Theatre Inc. located at 214 W. Hickory St. (the 'Property”) applied for a $2,500.00 grant in accordance with the Program; WHEREAS, the Tax Increment Financing Reinvestment Zone Number One Board and the Downtown Economic Development Committee reviewed the application in accordance withthe Program and recommend a grant in an amount not to exceed $2,500.00; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDA[NS: SECTION 1. The City Council of the City of Denton hereby approves the Agreement attached hereto authorizing a grant in an amount not to exceed $2,500.00 from the Program. SECTION 2. The City Manager, or their designee, is hereby authorized to execute the Agreement and to carry out the duties and responsibilities of the City, including the expenditure of funds as provided in the Agreement. SECTION 3. This Ordinance shall become effective immediately upon its passage and approval. The motion to approve this Ordinance was made by Br M hk and seconded by &SSP CILuiS ; the Ordinance was passed and approved bythe following vote [E - ILI : NIe NIa r Abstain Absent Gerard Hudspeth, Mayor: 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: t/ b/ b/ Vr b/ V/ PASSED AND APPROVED this the aq'h 2023 GERARD HUDSPETH, MAYOR ATTEST: ROSA RIOS, CITY SECRETARY 1\1111111/E }\HIi C)_Z77 _dio> APPROVED AS TO LEGAL FORM: MACK RErNWAND, CITY ATTORNEY BY:gan%-Digitally signed by Scott BrayDate: 2023.01.1 1 10:32:22 t)6'00' \\\\.+III:fIllI ;t 3 -;; DocuSign Envelope ID: EOB623FC-50EA472F-BFF5-21DA94ABC78F DOWNTOWN REINVESTMENT GRANT AGREEMENT This Downtown Reinvestment Grant Agreement (the “Agreement”) is entered into by and between the City of Denton, Texas (the “City”), duly acting herein by and through its City Man- ager, Sara Hensley, and Theatre Denton, Inc., 214 W. Hickory St., Denton, TX 76201 (“Owner”), duly authorized to do business and in good standing in the State of Texas, duly acting herein by and through its authorized officer. WHEREAS, the City Council of Denton, Texas (the “City Council”) has adopted an ordi- nance which provides that it elects to be eligible to participate in downtown reinvestment grant incentives and has adopted guidelines and criteria governing downtown reinvestment grant incen- tive agreements known as the Downtown Reinvestment Grant Program Policy (the “Program”), a copy of which is on file in the City of Denton Economic Development Office and which is incor- porated herein by reference; and WHEREAS, the Program constitutes appropriate “guidelines and criteria” governing downtown reinvestment grant incentive agreements to be entered into by the City; WHEREAS, the Owner will be the owner or have a leasehold interest, as of the Effective Date (as hereinafter defined), of certain real property more particularly described in Exhibit “A“ attached hereto and incorporated herein by reference and made a part of this Agreement for all purposes (the “Premises”); and WHEREAS, on the lst day of September, 2022, Owner submitted an application for a reinvestment grant with various attachments to the City concerning the contemplated use of the Premises (the “Application”), which is attached hereto and incorporated herein by reference as Exhibit “B”; and WHEREAS, the Downtown Task Force finds that the contemplated use of the Premises, the Improvements (as hereinafter defined) to the Premises as set forth in this Agreement, and the other terms hereof are consistent with encouraging development in accordance with the purposes and are in compliance with the Program and similar guidelines and criteria adopted by the City and all applicable law; NOW, THEREFORE, the City Manager and Owner for and in consideration of the prem- ises and the promises contained herein do hereby contract, covenant, and agree as follows: ITERMS AND CONDITIONS OF REIMBURSEMENT GRANT A. In consideration of and subject to the Owner meeting all the terms and conditions of reimbursement set forth herein, the City hereby grants the following reimbursement grant: 1. A reimbursement grant in an amount not to exceed $2,500.00 (the “Grant”) attributable to new Improvements, as hereinafter defined, being constructed on the Premises. DocuSign Envelope ID: EOB623FC-50EAJ172F-BFF5-21DA94ABC78F B. A condition of receiving the Grant is that, by January 24, 2024, Owner construct, renovate, and equip sign renovations, as described in Exhibit “B” (collectively, the “Improve- ments”) on the Premises. C. A condition of the Reimbursement is that the Improvements be used substantially in accordance with the description of the project set forth in Exhibit “B“ and comply with the requirements of the Program. D. ment.Owner agrees to comply with all the terms and conditions set forth in this Agree- 11CONDITION OF REIMBURSEMENT A. At the time of the award of the Grant, all ad valorem real property taxes with respectto the Premises and all other property in the City owned by the Owner shall be current. B. Prior to the award of the Grant, Owner shall have constructed the Improvements asspecified in Exhibit “B.” C. If alterations to the sign renovations portion of the Improvements are made for any reason within one (1) year from construction, Owner is required to reimburse the City in the fullamount of the Grant. D Premises.Prior to the award of the Grant, Owner shall own or have a leasehold interest in the 111 RECORDS AND EVALUATION OF PROJECT A. The Owner shall provide access and authorize inspection of the Premises by City employees and allow sufficient inspection of financial information related to construction of the Improvements to ensure that the Improvements are made, and the thresholds are met according to the specifications and conditions of this Agreement. Such inspections shall be done in a way thatwill not interfere with Owner’s business operations. rv GENERAL PROVISIONS A. The City has determined that it has adopted guidelines and criteria for the Program agreements for the City to allow it to enter into this Agreement containing the terms set forthherein B. The City has determined that procedures followed by the City conform to the re- quirements of the Code and the Program. Page 2 DocuSign Envelope ID: EOB623FC-50EA'+72F-BFF5-21DA94ABC78F C. In the event of any conflict between the City zoning ordinances, or other City ordi- nances or regulations, and this Agreement, such ordinances or regulations shall control. D. Owner represents and warrants that Owner is authorized to make the Improvementsto the Premises. VNOTICE All notices called for or required by this Agreement shall be addressed to the following, or such other party or address as either party designated in writing, by certified mail postage prepare, by hand delivery or via facsimile: OWNER:CITY: Mike Barrow Theatre Denton, Inc. 214 W. Hickory St. Denton, TX 76201 Sara Hensley, City Manager City of Denton 215 East McKinneyDenton, Texas 76201Fax No. 940.349.8596 VICITY COUNCIL AUTHORIZATION This Agreement was authorized by the City Council by passage of Ordinance authorizing the City Manager to execute this Agreement on behalf of the City. VIISEVERABIILTY In the event any section, subsection, paragraph, sentence, phrase or word is held invalid, illegal or unconstitutional, the balance of this Agreement shall stand, shall be enforceable and shall be read as if the parties intended at all times to delete said invalid section, subsection, paragraph,sentence, phrase, or word. In the event that (i) the term of the Grant with respect to any property is longer than allowed by law, or (ii) the Grant applies to a broader classification of property than is allowed by law, then the Grant shall be valid with respect to the classification of property abated hereunder, and the portion of the term, that is allowed by law. VIIIOWNER STANDING Owner, as a party to this Agreement, shall be deemed a proper and necessary party in any litigation questioning or challenging the validity of this Agreement or any of the underlying ordi- nances, resolutions, or City Council actions authorizing same and Owner shall be entitled to inter- vene in said litigation. Page 3 DocuSign Envelope ID: EOB623FC-50EA472F-BFF5-21DA94ABC78F D(.APPLICABLE LAW This Agreement shall be construed under the laws of the State of Texas and is fully per- formable in Denton County, Texas. Venue for any action under this Agreement shall be in Denton County, Texas. XENTRE AGREEMENT This instrument with the attached exhibits contains the entire agreement between the par- ties with respect to the transaction contemplated in this Agreement. XI BINDING This Agreement shall be binding on the parties and the respective successors, assigns, heirs, and legal representatives. XIICOUNTERPARTS This Agreement may be executed in counterparts, each of which shall be deemed an orig- inal, but all of which together shall constitute one and the same instrument. XIII SECTION AND OTHER HEADINGS Section or other headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement. XIVNO JOHqT VENTURE Nothing contained in this Agreement is intended by the parties to create a partnership or joint venture between the parties, and any implication to the contrary is hereby disavowed. XVAMENDMENT This Agreement may be modified in writing by the parties hereto to include other provi- sions which could have originally been included in this Agreement or to delete provisions that were not originally necessary to this Agreement. Page 4 DocuSign Envelope ID: EOB623FC-50EA472F-BFF5-21DA94ABC78F XVI.FORCE MAJEURE If, because of flood, fire, explosions, civil disturbances, strikes, war, acts of God, or other causes beyond the control of either Party, either Party is not able to perform any or all of its obli- gations under this Agreement, then the respective Party’s obligations hereunder shall be suspended during such period but for no longer than such period of time when the party is unable to perform. XVIINDEMNIFICATION OWNER SHALL INDEMNIFY, SAVE AND HOLD HARMLESS THE CITY, ITS ELECTED OFFICIALS, OFFICERS, AGENTS, ATTORNEYS AND EMPLOYEES (COL-LECTIVELY, THE “INDEMNITEES”) FROM AND AGAINST ANY CLAIM, DEMAND,ACTION OR CAUSE OF ACTION WHICH DIRECTLY OR INDIRECTLY ARISESFROM CITY’S GRANT AND OWNER’S PERFORMANCE OF ITS OBLIGATIONS HEREUNDER AND ANY CONTESTS OR CHALLENGES TO THE LEGAL AUTHOR-ITY OF THE CITY OR OWNER TO ENTER INTO THIS AGREEMENT AND ANY ANDALL LIABILITIES, LOSSES, COSTS OR EXPENSES (INCLUDING ATTORNEY’SFEES AND DISBURSEMENTS) THAT ANY INDEMNITEES SUFFER OR INCURS ASA RESULT OF ANY OF THE FOREGOING; PROVIDED, HOWEVER, THAT OWNERSHALL HAVE NO OBLIGATION UNDER THIS PARAGRAPH TO THE CITY WITHRESPECT TO ANY OF THE FOREGOING ARISING OUT OF THE GROSS NEGLI-GENCE OR WILLFUL MISCONDUCT OF THE CITY OR THE BREACH BY THE CITY OF THIS AGREEMENT. [Signature page follows] Page 5 DocuSign Envelope ID: EOB623FC-50EA472F-BFF5-21DA94ABC78F This Agreement is executed/,-20©, (theOwner, to be effective on the executed date of the g<bday of “Effective Date”) by duly authorized officials of the City and IE: DENTON -SLEY. CITY MANAGER ATTEST: RO>tREeM (pITY SECRETARY BYUR APPROVED AS TO LEGAL FORM:MACK REnqwAND, CITY ATTORNEY BY:gdr%Digitally signed by Scott BrayDate: 2023.01.1 1 10:33:15 -06'00' OWNER:THEATRE DENTON, INC. Mac DarrowBY Managing Director Page 6 DocuSign Envelope ID: EOB623FC-50EA-+72F-BFF5-21DA94ABC78F EXHIBIT ALEGAL DESCRnTiON OF THE PREMISES All that eattaia tr•cC er p•nBl of laId lyIng aId belIII •lhut•d in an CIty nuiCauncy of Hutu, State of T•xu, &d b+Ing out of th• gIlIIan Be Ill Survey,Abstract Ho. 971, and beIng non p•rclcul•rly d+9crlb 4d u follow: ]b81nnln8 at the intersection of the Berth boundary Itn al Btckwy Street vlth dHVest beundary IIne of Cedar Street, saId begInnIng settler beIng the South8a8t connfot Block Ho. 13, of the OrigIn&I T$vn of Denbon and DaUB the Southeast corner ofInt No, 3 of 3ald Block Ho. 13: Ihenl.'e Vest vIcII the Barth boundary IIne of H[ekoty Street, passIng •t 42 .O feat theSouthv8st corner of Bald Black No. 13, and cantlwln8 • total dt•tance of 78.3 feetto a collier; thence Nor£h etch the East face of 8 13 IIteit brIck val, saId wall beIng che ButvaII of a brIck buIldIng nov occupIed by tha Lone Star Gag Con any, 160,0 feet to acorner ; thence East, pass[nB at 36.0 feet the Vest boundary Itn $! saId Black No. 13 of theOrIgInal Town of Denton, contInuIng a total d+stance of 78,O f••t to a eorn8r in thoVest boundary IIne of Cedar Street and the East bound£ry IIne of Block 13; Therv..a South vIal the East bgund8ry line ot Bloek 13 aId the Vest bound4ry IIte ofCedar Street, 160.0 feet to the place of begInnIng. DocuSign Envelope ID: EOB623FC-50EA472F-BFF5-21DA94ABC78F EXHIBIT BAPPLICATION AND IMPROVEMENTS DocuSign Envelope ID: EOB623FC-50EAJ172F-BFF5-21DA94ABC78F Downtown Reinvestment Grant Program Application Please return completed the application with necessary attachments and signatures tothe Economic Development Department office at 401 N. Elm St., Denton, Texas. If you have any application questions, please contact the Economic Development Department at 940-349-7776. Appllcant Name Mike Barrow Business Name Theatre Denton Date 9/1/2022 Mailing Address 214 W Hickory Denton, TX 76201 Contact Phone 94&382_7014 Email Address mbarrow@theatredentQn.com B,HIding Ow„e, (if different from appli,ant) are,atM Denton Ads Cwnd1 Historical/Current Building Name Campus Tbeatre Project Site/Address 214 W Hickory Dentm, TX 76201 Type of Work: (check all that apply) O Paint Only a Awnings 13 Signage [] Impact Fees D Utility Upgrades a Interior/Code Improvements a Facade & Building Renovation Details of planned improvements relating to grant request (attach additional information if necessaW)Repair of the neon sign at the Campus Theatre. DocuSign Envelope ID: EOB623FC-50EA472F-BFF5-21DA94ABC78F How will this project benefit Downtown? This neon sign as been a beacon for theatre arts in downtown Denton since 1949 and continues to be one of the most recognizable landmarks, not only for the downtown area, but for the entire city of Denton . Tbe Texas historic landmark hundreds of volunteers to Denton's downtown. The Campus Theatre's marquee also advertises film festivals and dance concerts hosted by the Campus Theatre which attract additional visitors and volunteers. Project Categories Facade/Building Rehab Awnings Signs Impact Fees Utility Upgrades Interior/Code Improvements Totals Estimated Costs Grant Requested TOTAL COST OF PROPOSED PROJECT $ 7963.00 TOTAL GRANT REQUEST (May not exceed 50% of TOTAL COST up to $50,000) $ 2500 Attach all required color samples of paint, awnindcanopy, sign design, etc., as well as photographs of building’s exterior facade, roof and /owrdation. baz BacheacH 09/26/2022 DateApplicant’s Signature DocuSign Envelope ID: EOB623FC-50EA2172F-BFF5-21DA94ABC78F DOWNTOWN REINVESTMENT GRANT AGREEMENT FORM Please complete and ntwn with the Downtown Reinvestment Grant Application to the Economic Development office, 401 N. Elm St., Denton, Texas. If you have any questions, please contact the Economic Development Department at 940- 349-7776. I have met with a representative from the Economic Development Department, and i have read and fully understand the Downtown Reinvestment Grant procedures established by the Denton City Council. I intend to use this grant program for the aforementioned renovation projects to advance the efforts of revitalization and historic preservation of Denton’s historic downtown. I have not received, nor will I receive insurance monies for this revitalization project I understand that if I am awarded a Downtown Reinvestment Grant by the City of Denton, any deviation from the approved project may result in the partial or total withdrawal of the grant. (if I am awarded a reinvestment grant for facade, awning or sign work and the facade, sign or awning is altered for any reason within one (1) year from construction, I may be required to reimburse the City of Denton immediately for the full amount of the grant.) Theatre Denton Business/Organization NameWe 8ahhobw Mike Barrow 09/26/2022 Applicant ’s Printed Name Georgina Ngozi Date 0906/2022 Building Owner’s Signature (ifdWerent from applicant) Printed Name Date This section is to tx completed by Economic Development staff Date considered by DEDC Recommendation Staf Signature Date consideredby TIRZ # 1 Board Recommendation S;taf Signature Date considered by City Council Approval Sta# Signature DocuSign Envelope ID: EOB623FC-50EA472F-BFF5-21DA94ABC78F DocuSign Envelope ID: EOB623FC-50EA-472F-BFF5-21DA94ABC78F \lr : HI DocuSign Envelope ID: EOB623FC-50EAz172F-BFF5-21DA94ABC78F 1302 AVENUE R PROPOSALTURNERGRAND PRAIRIE, TX 75050 Proposal #: 10037P: 817.222.0033F: 817.222.1329 Proposal Date:Customer #: Page: 09/01 /22 1893 1 of 3SIGNSYSTEMSTurnerSignSystems. com JOB LOCATION CAMPUS THEATRE 214 W. HICKORYDENTON TX 76201 Campus Theatre 214 W. HickoryDenton TX 76201 Turner Sign Systems (HEREINAFTER CALLED THE "COMPANY") HEREBY PROPOSES TO FURNISH ALL THE MATERIALS AND PERFORM ALLTHE LABOR NECESSARY FOR THE COMPLETION OF: DESCRIPTION QUOTE #21791 Replace (10) service master transformers and (16) pieces of neon. (Price may change; we will use customers transformers first) UNIT PRICE $7,963.00 TOTAL PRICE $7,963.00 SUB TOTAL:$7,963.00 $0.00ESTIMATED SALES TAXES: ALL MATERIAL IS GUARANTEED TO BE AS SPECIFIED, AND THE ABOVE TO BE IN ACCORDANCE WITH THE DRAWINGS AND ORSPECIFICATIONS SUBMiTrED FOR THE ABOVE WORK AND COMPLETED IN A WORKMANLIKE MANNER FOR THE SUM OF: TOTAL PROPOSAL AMOUNT:$7,963.00 TERMS: 50.0% DOWN, BALANCE DUE ON COMPLETION THIS PRICE DOES NOT INCLUDE ELECrRICAL HOOKUP, PERMITS, ENGINEERING OR TAX UNLESS SPECIFICALLY STATED. WRITrEN ACCEPTANCE IS RECEIVED. NOTE: THIS PROPOSAL MAY BE WITHDRAWN IF NOT ACCEPTED WITHIN 30 DAYS. WORK WILL NOT BEGIN UNTIL DOWN PAYMENT AND ANY ALTERATION FROM THE ABOVE SPECIFICATIONS INVOLVING ErrRA COSTS, WILL BE EXECUTED ONLY UPON WRiTrEN ORDERS, ANDWILL BECOME AN EXTRA CHARGE OVER AND ABOVE THE ESTIMATE TO BE PAID BY THE PURCHASER. TERMS AND CONDITIONS 1. UPON DEFAULT IN THE PAYMENT OF ANY SUMS HEREIN AGREED, Turner Sign Systems MAY, AT ITS OPTION, DECLARE THE ENTIRE BALANCE PRICE FULLY DUE AND PAYABLE WITHOUT FURTHER NOTICE TO CUSTOMER; AND WHEN DECLARED, CUSTOMER AGREES TO PAY INTEREST ON SAID BALANCE, WHEN DECLARED DUE AT THE RATE OF 1.5% PER MONTH. CUSTOMER FURTHER AGREES TO PAY ALL REASONABLE COSTS OF COLLECTION OF SAID BALANCE INCURRED BY THE COMPANY,INCLUDING ATrORNEY’S FEES. 2. BOTH PARTIES HERETO AGREE THAT THE TITLE TO SAID ELECrRiCAL SIGN SHALL REMAIN IN THE COMPANY UNTIL PAID FOR IN FULL, BUT AFrER DELIVERY TO THE CUSTOMER ALL OF DAMAGE FROM FIRE OR OTHER CAUSES AFrER SAID DELIVERY SHALL BE ASSUMED BY SAID CUSTOMER AND WILL NOT EFFECr THE RIGHTS OF THE COMPANY TO ENFORCE OF THE PURCHASE PRICE THEN UNPAID COMPANY INITIALS CUSTOMER INITIALS DocuSign Envelope ID: EOB623FC-50EA'+72F-BFF5-21DA94ABC78F 1302 AVENUE R PROPOSALTURNERGRAND PRAIRIE, TX 75050 Proposal #: 10037P: 817.222.0033 F: 817.222.1329 Proposal Date:Customer #:Page: 09/01 /2218932 of 3SIGNSYSTEMSTurnerSignSystems .com 3. IT IS FURTHER AGREED BY BOTH PARTIES THAT ALL PROVISIONS IN REGARD TO THE PROJECr ARE CONTAINED IN WRITING HEREIN. 4. ALL TERMS AND CONDITIONS OF THIS CONTRACT SHALL BE BINDING UPON ANYSUCCESSORS, ASSIGNEES OR OTHER LEGAL REPRESENTATIVES OF THE RESPECriVE PARTIES BUT NO ASSIGNMENT SHALL BE MADE BY THE CUSTOMER WITHOUT THE CONSENT IN WRITING THE COMPANY UNLESS FULL PAYMENT OF THE TOTAL CONSIDERATION HAS BEEN MADE 5. Turner Sign Systems SHALL SECURE ALL NECESSARY PERMITS FROM THE BUILDING OWNER, AND/OR OTHERS WHOSE PERMISSION IS REQUIRED FOR THEINSTALLATION OF THE SIGN AND SAID SHALL BE LIABLE FOR ANY OBSTRUcrioN OF DELIVERY DUE TO DELAY INOBTAINING SUCH PERMISSION, AND IF CUSTOMER EXECUTES THIS CONTRACT OF SALESWITHOUT EVER OBTAINING PERMISSION FROM PARTY OR PARTIES NECESSARY FOR THE INSTALLATION OF SAID SIGN, THEN HE PURCHASES SAME AND IS BOUND TO THE TERMS AND CONDITIONS OF THIS CONTRACr AS THOUGH HE HAD OBTAINED SAID PERMISSION AND HE AGREES TO RELIEVE THE COMPANY FROM ANY LIABILITY FOR ITS FAILURE WITHIN 10 DAYS OF DELIVERY TO ERECr OR INSTALL SAID SIGN 6. CUSTOMER AGREES TO PROVIDE SERVICE FEED WIRE OF SUITABLE CAPACITY AND APPROVED TO LOCATION OF DISPLAY IN ADVANCE OF INSTALLATION, AND MAKECONNECrION THEREOF TO DISPLAY 7. WHEN PIER DRILLING IS NECESSARY, THE COMPANY WILL coNTAcr DIG TESS TO LOCATE PUBLIC UTILITIES. LOCATION OF PRIVATE UTILITIES IS SOLE RESPONSIBILITY OF THE CUSTOMER. IN THE EVENT ROCK IS ENCOUNTERED IN THE DRILLING PROCESS, TO THEPOINT WHERE SPECIAL EQUIPMENT IS REQUIRED, ADDITIONAL MONIES MAY BE REQUESTED IN WRITING BY THE COMPANY 8. ALL PRODUCTS MANUFACTURED BY THE COMPANY ARE GUARANTEED UNCONDITIONALLY AGAINST DEFECriVE PARTS, MATERIALS AND WORKMANSHIP, WITH EXCEPTION OF INCANDESCENT AND FLUORESCENT LAMPS AS THEY ARE NEVER GUARANTEED, FOR A PERIOD OF ONE YEAR (1) YEAR. FOR THE NEFF THREE HUNDRED THIRTY (330) DAYS/ AND MATERIAL, WITH THE EXCEPTION OF THE LAMPS, WILL BE REPLACE AT NO COST TO THE BUYER FOR THIS MATERIAL. THE COST OF LABOR, HOWEVER, WILL BE CHARGED AT HOURLY RATES. THIS PROPOSAL DOES NOT BECOME EFFECTIVE UNTIL SIGNED AND DATED BY THE COMPANY; ONCE SIGNED THIS PROPOSAL WILL EXPIRE AFTER 30 DAYS. THE ABOVE PRICES, SPECIFICATIONS, AND CONDITIONS ARE SATISFACTORY AND ARE HEREBY ACCEPTED. YOU ARE AUTHORIZED TO DO THE WORK AS SPECIFIED. PAYMENT WILL BE MADE AS OUTLINED ABOVE. SALESPERSON:DATE: TITLE: DATE: ACCEPTED BY: SIGNATURE: COMPANY INITIALS CUSTOMER INITIALS DocuSign Envelope ID: EOB623FC-50EAJj72F-BFF5-21DA94ABC78F 1302 AVENUE R DEPOSIT INVOICETURNERGRAND PRAIRIE, TX 75050 Invoice #:DPI 0037 P: 817.222.0033 Inv Date: Customer #:Page: 09/01 /2218933 of 3F: 817.222.1329 SIGN SYSTEMS TurnerSignSystems.com SOLD TO JOB LOCATION: CAMPUS THEATRE214 W. HICKORYDENTON TX 76201 Campus Theatre214 W. HickoryDenton TX 76201 ORDERED BY PO NUMBER SALESPERSON Greg Turner ORDER DATE 08/06/21 PAYMENT TERMS 50.0% Due Upon Receipt QTY 1 DESCRIPTION UNIT PRICE $7,963.00 TOTAL PRICE $7,963.00QUOTE #21791 Replace (10) service master transformers and (16) pieces of neon. (Price maychange; we will use customers transformers first) SUB TOTAL $7,963.00 ESTIMATED SALES TAXES $0.00 $7,963.00TOTAL PROPOSAL AMOUNT''' FINAL INVOICE AMOUNT MAY VARY UPON coMPLrrioN -'’ PLEASE PAY THIS DEPOSIT AMOUNT:$3,981.50 [k>cuSign Certificate Of Completion Envelope Id: EOB623FC50EA472FBFF521DA94ABC78F Subject: Complete with DocuSign: Downtown Grant Agreement.pdf Status: Completed Source Envelope: Document Pages: 16 Certificate Pages: 5 AutoNav: Enabled Signatures: 3 Initials: 1 Envelope Originator: Christina Davis 901 B Texas Street Denton, TX 76209Envelopeld Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada)Christina.Davis@cityofdenton.com IP Address: 198.49.140.104 Record Tracking Status: Original 1/23/2023 1 :36:07 PM Holder: Christina Davis Christina.Davis@cityofdenton.com Location: DocuSign Signer Events Mike Barrow mbarrow@theatredenton.com Security Level: Email, Account Authentication(None) Signature Timestamp Sent: 1/23/2023 1 :43:26 PM Viewed : 1/24/2023 5:17:54 PM Signed: 1/24/2023 5:18:38 PM 'DocuSigned bVI Mk aAm&a/ ,683BE7983B214A7 Signature Adoption: Pre-selected Style Using IP Address: 172.58.108.238 Electronic Record and Signature Disclosure:Accepted: 1/24/2023 5:17:54 PMID: c4b1 1638-1 86e-4ccc-8670-57d86adf8037 Christina Davis christina.davis@cityofdenton.com Economic Development Specialist City of Denton - Economic Development Security Level: Email, Account Authentication(None) Sent: 1/24/2023 5:18:40 PM Viewed: 1/25/2023 1 1 :04:49 AM Signed: 1/25/2023 11 :05:04 AM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Not Offered via DocuSign Sara Hensley Sara.Hensley@cityofdenton.com City Manager City of Denton Security Level: Email. Account Authentication(None) Sent: 1/25/2023 1 1 :05:06 AM Viewed: 1/25/2023 1 1 :06:48 AM Signed: 1/25/2023 11 :06:55 AM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Not Offered via DocuSign Rosa Rios Rosa.rios@cityofdenton.com City Secretary Security Level: Email, Account Authentication(None) Sent: 1/25/2023 1 1 :06:58 AM Viewed: 1/25/2023 1 1 :42:18 AM Signed: 1/25/2023 11 :43:44 AM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Accepted: 1/25/2023 1 1 :42:18 AMID: 2a5e31ab-2c99-4c62-a528-0eecdba78c27 In Person Signer Events Signature Timestamp Editor Delivery Events Agent Delivery Events Intermediary Delivery Events Certified Delivery Events Carbon Copy Events Witness Events Notary Events Envelope Summary Events Envelope Sent Certified Delivered Signing Complete Completed Payment Events Electronic Record and Signature Status Status Status Status Status Signature Signature Status Hashed/Encrypted Security Checked Security Checked Security Checked Status Disclosure Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Timestamps 1/23/2023 1 :43:26 PM 1/25/2023 11 :42:18 AM 1/25/2023 11 :43:44 AM 1/25/2023 11 :43:44 AM Timestamps Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM Parties agreed to: Mike Barrow, 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. 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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 Browsers (for SENDERS) Browsers (for SIGNERS): r lternet Explorer 6.0? or above mlet Explorer 6.o?, Mozilla FireFox 1.o le 7.2 (or above)NetS c x Email Screen Resolution .abled Security Settings •Allow per session cookies •Users accessing the internet behind a Proxy Server must enable HTTP 1.1 settings viaProxy 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.