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23-176ORDINANCE NO. 23-176 AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICIPALCORPORATION, AUTHORIZING THE CITY MANAGER TO EXECUTE A CONTRACTWITH PROCORE TECHNOLOGIES, INC., THROUGH THE NORTH CENTRAL TEXAS COUNCIL OF GOVERNMENTS O{CTCOG) PURCHASING NETWORK, CONTRACT#2020-064, FOR THE RENEWAL EXTENSION OF PROJECT MANAGEMENT SOFTWARE FOR THE ENGINEER[NG DEPARTMENT; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROViDrNG AN EFFECTIVE DATE (FILE8170 – AWARDED TO PROCORE TECHNOLOGIES, rNC., FOR ONE (1) YEAR, WITH THE OPTION FOR TWO (2) ADDITIONAL ONE (1) YEAR EXTENSIONS, IN THE TOTALTHREE (3) YEAR NOT-TO-EXCEED AMOUNT OF $814,747.08). WHEREAS, pursuant to Contract #2020-064, the North Central Texas Council of Governments (NCTCOG) Purchasing Network has solicited, received, and tabulated competitive bids for the purchase of necessary materials, equipment, supplies, or services in accordance with the procedures of state law on behalf of the City of Denton; and WHEREAS, the City Manager, or a designated employee, has reviewed andrecommended that the herein described materials, equipment, supplies, or services can be purchased by the City through the North Central Texas Council of Governments (NCTCOG) Purchasing Network programs at less cost than the City would expend if bidding these items individually; and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purchase of the materials, equipment, supplies, or services approved andaccepted herein; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The items shown in the “File Number” referenced herein and on file in office of the Purchasing Agent, are hereby accepted and approved as being the lowest responsible bids for such items : FILENUMBER VENDOR AMOUNT 8170 Procore Technologies, Inc.$814,747.08 SECTION 2. By the acceptance and approval of the items set forth in the referenced file number, the City accepts the offer of the persons submitting the bids to the North Central Texas Council of Governments (NCTCOG) Purchasing Network for such items and agrees to purchase the materials, equipment, supplies, or services in accordance with the terms, conditions, specifications, standards, quantities, and for the specified sums contained in the bid documents and related documents filed with the North Central Texas Council of Governments (NCTCOG) Purchasing Network and the purchase orders issued by the City. SECTION 3. Should the City and persons submitting approved and accepted items set forth in the referenced file number wish to enter into a formal written agreement as a result of theCity’s ratification of bids awarded by the North Central Texas Council of Governments (NCTCOG) Purchasing Network, the City Manager, or their designated representative, is hereby authorized to execute the written contract which shall be attached hereto; provided that thewritten contract is in accordance with the terms, conditions, specifications, and standards contained in the Proposal submitted to the North Central Texas Council of Governments (NCTCOG) Purchasing Network, and related documents herein approved and accepted. SECTION 4. The City Council of the City of Denton, hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under this ordinance to the City Manager of the City of Denton, or their designee. SECTION 5. By the acceptance and approval of the items set forth in the referenced file number, the City Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approval purchase orders or pursuant to a written contract made pursuantthereto as authorized herein. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. ;„.„M"“i'"££F€ gNi"“"' "” "t#:i::N„,SUs#ah a„roved-Ethe following vote U - a : Aye b// 1/ / r Nay Abstain Absent Mayor Gerard Hudspeth: Vicki Byrd, District 1 : Brian Beck, District 2: Jesse Davis, District 3 : VACANT, District 4: Brandon Chase McGee, At Large Place 5 :r brChris Watts, At Large Place 6: PASSED AND APPROVED this the aRt"~ day _, 2023. SN ATTEST: ROSA RIOS, CITY SECRETARY APPROVED AS TO LEGAL FORM: MACK RErNWAND, CITY ATTORNEY Digitally signed by MarcellaLunn DN: cn=Marcella Lunn. o, ou=City of Denton, email=marcella.lunn@cityofdenton.comF Date: 2023.01.09 14:50:04 -06'OO' BY: DocuSign Envelope ID: 629972C3-55674F7C-BC30-3E825F35A657 DENTON Docusign City Council Transmittal Coversheet 8170 Procore Project Management Software Renewa1 23 176 File Name Purchasing Contact c ''1 p '"=‘ CIty C,„,II T„g,t D,t, JANUARY 24’ 2023 Piggy Back Option Contract Expiration Ordinance l• Vb • • rr • • SHea b/ H \+ 3ANUARY 24, 2026 DocuSign Envelope ID: 629972C3-5567dIF7C-BC30-3E825F35A657 RENEWAL AMENDMENT TO CONTRACT BETWEENCITY OF DENTON, TEXAS AND PROCORE TECHNOLOGIES, INC.(Contract #8170) This Renewal Amendment to Contract (Contract 7533) (this Amendment) is entered into between the City of Denton, Texas (City) and Procore Technologies, Inc. (Supplier). Background The City and Supplier have previously entered into Contract (7533), as amended (the Agreement).Initially capitalized terms used but not otherwise defined in this Amendment will have themeanings sit forth in the Agreement. The parties desire to amend the Agreement as follows: 1 Effective Date The terms of this Amendment are effective as of the latest date in the signature block. 2 Contract Term The services under the Agreement will be extended one (1) year, effective from date ofaward. The City and the Supplier shall have the option to renew services for an additionaltwo (2) one-year periods. The Amendment shall commence upon the issuance of a Notice of Award by the City ofDenton and shall automatically renew each year, from the date of award by City Council.The Supplier’s request to not renew the contract must be submitted in writing to thePurchasing Manager at least 60 days prior to the contract renewal date for each year. At thesole option of the– City of Denton, the Contract may be further extended as needed, not toexceed a total of six (6) months. 3 Amendment to Subscription Terms Amendment to Procore Subscription Terms of the Agreement are included in Attachment Aand to this Amendment. 4 Fee Schedule Attachment B to this Amendment includes the Subscription Fees. This Attachment B shallsupersede the Order Form of the Agreement. 5 Total Contract Amount The contract total for the continued services shall not exceed $814,747.08. 6 Updated contract number This Amendment constitutes a new agreement beginning on the Effective Date between theparties incorporating, except as amended herein, all the terms and conditions in theAgreement for all intents and purposes. Such Agreement will have contract number #8170. Confirmation of Agreement This Amendment (together with all exhibits attached hereto) constitutes the entire agreementbetween the parties regarding the matters of this Amendment and supersedes all prior andcontemporaneous agreements and understandings regarding the matters of this Amendment. DocuSign Envelope ID: 629972C3-55674F7C-BC30-3E825F35A657 In the event of a conflict between this Amendment and the Agreement as it relates to thematters of this Amendment, the terms of this Amendment will control. Otherwise, all terms and conditions of the Agreement will remain in full force and effect and likewise apply tothis Amendment. Authorized Signatures: “CITY”“SUPPLIER” CITY OF DENTON, TEXAS PROCORE TECHNOLOGIES, INC. 'DocuSigned by: By,I ?With SAlt&sh8C2AAECFB 196499. Name. Darin Sollnsky DocuSigned by:h H&+qb? Name. Sara Hensley Title: City Manager Title: vp, Dea1 Desk Date. 01/24/2023 Date: 1/3/2023 ATTEST:THIS AGREEMENT HAS BEENBOTH REVIEWED AND APPROVED as to financial and operational obligationsand business terms. ROSA RIOS, CITY SECRETARY DocuSlgned by: BY: IRa,ARi%C Trevor Crain 7B46EEABlIBC4F2SIGNATURE PRINTED NAME APPROVED AS TO LEGAL FORM:Director of Caplta1 Projects MACK REINWAND, CITY ATTORNEY TITLE BY:ALMtLLLA{;Apwl Englneer1 IIg Serv1 ces 4B07083 1 B4AA438.DEPARTMENT DocuSign Envelope ID: 629972C3-55672IF7C-BC30-3E825F35A657 Attachment A PROGORE AMENDMENT TO PROCORE SUBSCRIPTION TERIVIS This Amendment (“Amendment"), effective as of the date of the last signature below, is between Procore Technologies, Inc. (“Procore")and the City of Denton (“Customer"), and modifies that certain Procore Subscription Terms between the parties executed on or about February 10, 2021 (the “Agreement”). All undefined capitalized terms used herein have the respective meanings given to them in the Agreement. Pursuant to the terms of the Agreement, the parties hereby agree to amend the Agreement as follows: 1. Definitions. Sections 2.6 (“Customer Content") and 2.5 (“Customer Data") of the Agreement are deleted in their entirety and replaced with the following: “Customer Data” means any content, data, information, personal data, and other materials submitted by Customer or an Authorized User to the Services. Customer Data excludes Statistical Usage Data, any content from publicly available sources, and any suggestion, enhancement request, recommendation, or correction. All references to “Customer Content” in the Agreement are replaced with "Customer Data" as defined above. 2.Customer Data. Section 3.5 ("Customer Content") of the Agreement is deleted in its entirety and replaced with the following: Customer Data. Customer Data and Customer’s Confidential Information are and will remain owned exclusively by Customer or its Authorized Users, as applicable. Customer hereby grants Procore, its Affiliates, and its subprocessors a worldwide right and license to access, host, display, process, analyze, transmit, reproduce, and otherwise utilize Customer Data (subject to the provisions of Section 3.6 (“Protection of Customer Data" as amended, and Section 9 (“Confidentiality”)) for the purposes of providing and improving the Services in accordance with this Agreement. 3. Personal Data. Section 3.6 [“Customer Data") and Section 10 (“Privacy”) of the Agreement are deleted in their entirety and replaced with the following: Protection of Customer Data. Procore shall maintain administrative, technical, and physical safeguards designed to protect the security, confidentiality, and integrity of Customer Data. Where Customer’s use of the Services includes the processing of "personal data" subject to applicable data protection laws, such use will be governed by the data processing addendum located at procore.com/legal/dpa (“DPA") that is incorporated into this Agreement either by reference or, at Customer’s option, when countersigned by Customer and provided to Procore at dpa@procore.com. Customer shall only provide to Procore the minimum amount of personal data necessary to enable Customer to use the Services in accordance with this Agreement. 4. Statistical Usage Data. Section 3.7 (“Aggregate Content”) of the Agreement is deleted in its entirety and replaced with the following: Statistical Usage Data. “Statistical Usage Data" means usage information or data related to the access or use of the Services. Examples of Statistical Usage Data include information or data on user visits, user activity, and numbers and types of clicks or impressions, as well as statistical, functional, behavioral, or other information or data based on or derived from such access or use. Procore and its affiliates may collect, use, and otherwise process Statistical Usage Data for their own analysis, analytics, marketing, and other internal business purposes, including, without limitation, improving Procore’s products and services. Except where Customer has expressly provided its written consent, Procore will only disclose Statistical Usage Data if such data is (a) aggregated or anonymized; and (b) does not disclose the identity of Customer or its Authorized Users or any Customer Confidential Information. 5. General Provisions. Except as expressly modified by the terms of this Amendment, all terms of the Agreement remain unchanged and will continue in full force. This Amendment will control to the extent of any conflict between the Agreement and thisAmendment. // Signature Page Follows // Procore Technologies, Inc.City of Denton DocuSigned by: SMA HtML# Slbna@WB296270423 DocuSign Envelope ID: 629972C3-55674F7C-BC30-3E825F35A657 PROeORE Name. Darin Solinsky Titl,. vp, Dea1 Desk Date. 12/13/22 Name. Sara Hensley Title: City Manager Date: 01/24/2023 OIOIO gigOlolocdglglg{LL g::iOC;} H:gIgI -fi:<gg i>sg g vIvgB E 8 triIUREbCDLU LU De <B0JIUonaLU03aininC)aca IIUC)a>Z2<b0Ztri inrE1- 1- g54ii g4181818U)!!!1)ga g 1( b )a)in >onaIUa)0a0nca an+1ea)EJCOaa S\ . to£ cn CCaLt 188l6bgeu , li : :Data ; (I! ! i ! ! lg 8> S g :c} { ! i E a)gea8 3 caa) !!!! IE11g= g olologig oo16oloo bLOga)LLU)a\I00LUCf)6a)Oond)bLLq+ACOininAOa\Iba)a)alCD AS a)al0 T) >CLUCa) iT)3C)0a aIat•l {dIE'61gL+ff)Gla l=SEiii Eleg aFaJOal?llIn =LU a)elzaallgIg =C) gIO g EaLL ale0 ea)le0 q)E3gC07)3%C0C)0Ccr)g0C)ea a)C)CCDC18gaEg IEgBc li : ig g g !) Ecu a)a BJgTUg!ca):}Ee CUtdEg-Clo8a)0 ;! 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E £ a)a)CD !CDa)E triCO R b 3CCCD g gIg gg .;- gIg FE 2 ag g ! b : 1:: JB ! !J .g EL g g e g : g g ) • ! g gt ggii}Hi iCOI a)E3a> 0: P 58 { Jg a a)E0 8/3C)g>bt) 1) hBlaa)laiallaC10 E £> a) a>al0 CC)JOt)10 UlEa) a)C'18e10aOa)JCF- UnI JeREC e CDV)10laq)la59ala) n••ln la1)CD dCDC)nbfl 11-LL bnnelIIeCa) g5arLU g #!JSa WiI : g g) 838oga)catgJOO)>,=B g gt>868IOCO gD?gb: FgEo tri\-a)EgV)3C)Ela rD i) C/)a) fig COaa)CCa)a)Ba)f) LaCa)E4)!)g' B' E a)Ei-C0 7)a 3/C0C) B g gigg gI= L LB .g = B !JgJg .SgBca)2g)Rg! !I bg :::nEra FIaa) Be oLIJ g a)C a)E3(DC80 Ea}- ga)Ca)a( bK)CO <10a)LLLOau00LLICr)6a)C)ond)bLLIb10LOLOd)C)a\Iba)a)a\ICOA >CLUCa) a)al0T) inDC)0a IE(aa/ 8Ea) C/) aeuina)la $a q)Ea)g) HEal BrnT B}- E0aLi=a>c/>:i : a)!!If<-> +LL7L g gi S 8) ? gjg i)EECg .gcgi 8 gb BBLba } #cSI galCb !!:2 SHE+ B:Jgraweg IBasQC30 gEV Cg ebgg 'ylB gluLlB gg g)8)bg: ; faro EgEgJa+J=Eg i :} BBB 'EaiDOrae EgSEag-g B :8 e g)>nggGIG)DaroD tEl it:Sg283B g) >,AZinC r=a C/) AZC/)a)a C B &:offi }{BIg tOT’QaEgaD aaz 'FL $ 3 t-I ] ]F8 q g E6 ':CO & g ! g$ 8B6 b1010 <10a)LLina\100LLICr)6a)C)ond)bLL'+ &10K)LOthOeuba)Va\110n a)al0gCLUCa) iT)3C)0a ala)Il EaS 88 HEseIEg bRE ;;8ala)g f BEaT #:aa 8t EgB caa fr)hI0r\I \InJ q :0 ai rDa D'>cLJSign EnveIQpe ID: 629972C3-55674F7C-BC3C)-3E825F35A6Ritachment CIQ CONFLICT OF INTEREST QUESTIONNAIREFor vendor or other Person doing business with local governmental entit' 1 lges made to the law by H.B. 23, 84th Leg., Regular Session. FORM CIQ This questionnaire is being filed in accordance with Chapter 176, -Local Government Code, by a vendor who has a business relatIonship as definedby Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a) and by City of DentonEthics Code, Ordinance 18-757. By law this questionnaire mUSt be filed with the records administrator of the local government entity not later than the 7th business day after thIdate the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is amisdemeanor.r W Procore Technologies , Inc. 2 n Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business dayafter the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) d Name of local government officer abo„t whom the information in this section is being disclosed. Name of Officer Describe each employment or other business relationship with the local government officer, or a family member of the officer, as described by Section 176.003(a)(2)(A). Also describe any family relations hip with the local government officer. This section, (item 3 including subparts A, B, C & D), must becompleted for each officer with whom the vendor has an employment or other business relationship as defined by Section 176.00 1 (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?H *“m ~. 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 inthis section AND the taxable income is not received from the local governmental entity?= Yes m 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 officeror director, or holds an ownership of one percent or more? E *“A .” D Describe each employment or business and family relationship with the local government officer named in this section. 4 5 La 1 have no Conflict of Interest to disclose. 'DocuSlgned bF Parih S£iws Mr Hi 1/3/2023 Date DocuSign Envelope ID: 629972C3-55674F7C-BC30-3E825F35A657 CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity Acomplete copy of Chapter 176 ofthe Local Government Code may be found at http://www.statutes.legis.state.tx.us/ Docs/LG/htm/LG 1 76.htm. For easyreference, below are some of the sections cited on this form. Local Government Code $ 176.001(1-a): "Business relationship" means a connection between two or more parties based on commercial activity of one of the parties. The term does not include a connection based on: (A) a transaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an agency ofa federal, state, or localgovernmental entity; (B) a transaction conducted at a price and subject to terms available to the public; or (C) a purchase or leaseof goods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by, and reporting to, that agency. Local Government Code $ 176.003(a)(2}{A) and (B): (A) Alocal government officer shall file a conflicts disclosure statement with respect to a vendor if:(2) the vendor: (A) has an employment or other business relationship with the local government officer or a family member of the officer that results in the officer or family member receiving taxable income, other than investment income, that exceeds 82,500 during the 12-month period preceding the date that the officer becomes aware that(i) a contract between the local govemmental entity and vendor has been executed; or (ii) the local govemmental entity is considering entering into a contract with the vaxk)c (B) has given to the local government officer or a family member ofthe officer one or more gifts that have an aggregatevalueofmore than $ 100 in the 12-month periodpreceding the date the officer becomes aware that:(i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor. Local Government Code $ 176.006(a) and {a-1 ) (a) A vendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local governmental entity and:( 1) has an employment or other business relationship with a local government officer of that local govemmental entity, or a family member ofthe officer, described by Section 176.003 (a)(2)(A); (2) has given a local government officer of that local govemmental entity, or a family member of the officer, one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B), excluding any gift described by Section 176.003(a-1); or (3) has a family relationship with a local govemment officer of that local governmental entity. (a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator not later than the seventh business dayafter the later of (1) the date that the vendor: (A) begins discussions or negotiations to enter into a contract with the local governmental entity; or (B) submitsto the local governmental entity an application, response to a request for proposals or bids, correspondence, or another writing related to a potential contract with the local govemmental entity; or (2) the date the vendor becomes aware: (A) of an employment or other business relationship with a local government officer, or a family member of the officer, described by Subsection (a);(B) that the vendor has given one or more gifts described by Subsection (a); or (C) of a family relationship with a local govemment cHeer. City of Denton Ethics Code Ordinance Number 18-757 Definitions Relative: a family member related to a City Official within the third 3d degree ofaffinibr (marriage) or consanguinity (blood or adoption) City Official: for purpose of this article, the term consists of the Council Members, Department Heads, or member of the Board of Ethics, Planning and zoning Commission Members, Board of Adjustment, Historic Landmark Commission, or Public Utilities Board Vendor: a person who provides or seeks to provide goods, services, and/or real property to the City in exchange for compensation. This definition does not include those property owners from whom the City acquires public right4f-way or other real property interests for public use. Per the City of Denton Ethics Code, Section 2-273. – Prohibitions (3) it shall be a violation of this Article for a Vendor to offer or give a Gift to City Official exceeding fifty dollars ($50.00) per gift, or multiple gift cumulatively valued at more than two hundred dollars (5200.00) per a single fiscal year. Per the City of Denton Ethics Code, Section 2-282. – Disposition (b), (5) Ineligibility If the Board of Ethics finds that a Vendor has violated this Article, the Board may recommend to the City Manager that the Vendor be deemed ineligible to enter into a City contract or other arrangement for goods, services, or real property, for a period of one (1) year. 'orm provided by Texas Ethics Commission www. ethics .state . tx . us Revised 11/30/2015 [k>cuSign Certificate Of Completion Envelope Id: 629972C355674F7CBC303E825F35A657 Subject: Please DocuSign: City Council Contract Renewal 8170 - Procore Source Envelope: Status: Completed Project Management Software Renewal Document Pages: 10 Certificate Pages: 6 AutoNav: Enabled Signatures: 8 Initials: 1 Envelope Originator: Cod Power 901 B Texas Street Denton, TX 76209 cori.power@cityofdenton.com IP Address: 198.49.140.10 Envelopeld Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) Record Tracking Status: Original 12/1 9/2022 1 :35:13 PM Holder: Cori Power cori .power@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Sent: 12/20/2022 11 :06:00 AM Viewed: 12/20/2022 11 :06:09 AM Signed: 12/20/2022 1 1 :06:22 AM Cori Power ceri.power@cityofdenton.com Completed Senior Buyer City of Denton Using IP Address: 198.49.140.10 Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure:Not Offered via DocuSign Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication(None) Sent: 12/20/2022 11 :06:28 AM Viewed : 12/20/2022 1 1:18:19 AM Signed: 12/20/2022 12:37:10 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Not Offered via DocuSign Marcella Lunn marcelta.lunn@cityofdenton.com Deputy City Attorney City of Denton Security Level: Email, Account Authentication(None) 'DocuSlgned by: IhartLLhMh ,4B070831B4AA438 Sent: 12/20/2022 12:37:14 PM Viewed: 12/22/2022 6:13:40 PM Signed: 12/22/2022 6:14:27 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.104 Electronic Record and Signature Disclosure:Not Offered via DocuSign Darin Solinsky darin.solinsky@procore .com VP, Deal Desk Security Level: Email, Account Authentication(None) 'DocuSlgned by: I Pahh Shb£q8C2AAECFB 196499 Sent: 12/22/2022 6:14:32 PM Resent: 12/27/2022 8:58:29 AM Resent: 12/28/2022 9:35:48 AM Resent: 12/29/2022 3:25:57 PM Resent: 12/29/2022 3:26:09 PM Resent: 12/29/2022 3:51 :06 PM Resent: 12/29/2022 3:51 :18 PM Resent: 1/3/2023 1:30:16 PM Viewed: 1/3/2023 3:49:31 PM Signed: 1/3/2023 3:51 :29 PM Signature Adoption: Pre-selected Style Using IP Address: 137.83.248.30 Electronic Record and Signature Disclosure:Accepted: 12/29/2022 4:35:08 PMID: 754f2005-da0521282-9ae0-3ae4f7981fOe Signer Events Trevor Crain Trevor.Crain@cityofdenton.com Director of Capital Projects City of Denton Security Level: Email, Account Authentication(None) Signature 'Doou61gn8d by:1 7+,art &# .7B48EEABI IBC4F2 Timestamp Sent: 1/3/2023 3:51 ::M PM Viewed: 1/3/2023 4:56:51 PM Signed: 1/3/2023 4:57:22 PM Signature Adoption: Pre-selected Style Using IP Address: 174.246.100.176 Signed using mobile Electronic Record and Signature Disclosure:Accepted: 1/3/2023 4:56:51 PMID: 984feae4-5e8f=ldc6-bd8e-2fOb9d6b007b Cheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure:Not Offered via DocuSign Completed Sent: 1/3/2023 4:57:26 PM Viewed: 1/25/2023 8:26:51 AM Signed: 1/25/2023 8:27:20 AMUsing IP Address: 198.49.140.104 Sara Hensley sara.hensley@cityofdenton.com City Manager City of Denton Security Level: Email, Account Authentication (None) 'DocuSigwd bV I h tIe.4lq 'S236DB29©70423. Sent: 1/25/2023 8:27:27 AM Viewed: 1/25/2023 8:52:29 AM Signed: 1/25/2023 8:52:56 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 8:53:01 AM Viewed: 1/25/2023 10:48:44 AM Signed: 1/25/2023 10:49:02 AM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Accepted: 1/25/2023 10:48:44 AMID: 8306a709-flf14fb7-8564-18036d779750 In Person Signer Events Signature Status Timestamp Editor Delivery Events Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Status Timestamp Carbon Copy Events Cheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure:Not Offered via DocuSign Timestamp Sent: 12/20/2022 11 :06:28 AM Carbon Copy Events Gretna Jones gretna.jones@cityofdenton.com Legal Secretary City of Denton Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure:Not Offered via DocuSign Status Timestamp Sent: 1/3/2023 4:57:26 PM Viewed : 1/3/2023 4:58:16 PM City Secretary Office citysecretary@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure:Not Offered via DocuSign Sent: 1/25/2023 10:49:08 AM Viewed: 1/25/2023 10:57:13 AM Trevor Crain Trevor.Crain@cityofdenton.com Director of Capital Projects City of Denton Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure:Accepted: 1/24/2023 10:18:16 AMID: lb70b80b-35654125-a151-8bccb3594f7b Sent: 1/25/2023 10:49:12 AM Cheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure:Not Offered via DocuSign Sent: 1/25/2023 10:49:16 AM Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Envelope Sent Envelope Updated Envelope Updated Envelope Updated Envelope Updated Envelope Updated Certified Delivered Signing Complete Completed Status Timestamps 12/20/2022 1 1 :06:00 AM 12/20/2022 1 1 :25:02 AM 12/29/2022 3:25:56 PM 12/29/2022 3:25:56 PM 12/29/2022 3:51 :05 PM 12/29/2022 3:51 :05 PM 1/25/2023 10:48:44 AM 1/25/2023 10:49:02 AM 1/25/2023 10:49:16 AM Hashed/Encrypted Security Checked Security Checked Security Checked Security Checked Security Checked Security Checked Security Checked Security Checked Payment Events Status Timestamps Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM Parties agreed to: Darin Solinsky, Trevor Crain, Rosa Rios, Trevor Crain 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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