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23-890ORDINANCE NO. 23-890 AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICIPALCORPORATION, AUTHORIZING THE APPROVAL OF A FIRST AMENDMENT TO APROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF DENTON ANDWEAVER AND TIDWELL, L.L.P., AMENDING THE CONTRACT APPROVED BY THE CITY COUNCIL ON JULY 28, 2020, IN THE NOT-TO-EXCEED AMOUNT OF $354,500.00; SAIDFIRST AMENDMENT TO PROVIDE EXTERNAL AUDIT SERVICES FOR THE CITY OF DENTON’S FISCAL YEAR 2022-23, INCLUDING AN AUDIT OF THE FINANCIALSTATEMENTS AND SINGLE AUDIT FOR THE YEAR ENDING SEPTEMBER 30, 2023, AND AN AGREED-UPON PROCEDURES REPORT FOR THE TEXAS COMMISSION ONENVIRONMENTAL QUALITY AS MANAGED BY THE CITY AUDITOR’S OFFICE;PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFQ 7284 – PROVIDING FOR AN ADDITIONAL FIRST AMENDMENTEXPENDITURE AMOUNT NOT-TO-EXCEED $ 123,500.00, WITH THE TOTAL CONTRACT AMOUNT NOT-TO-EXCEED $478,000.00). WHEREAS, on July 28, 2020, City Council awarded a contract to Weaver and Tidwell, L.L.P. in the amount of $354,500.00, for External Audit services for the City of Denton; and WHEREAS, this procurement was undertaken as part of the City’s governmental function; and WHEREAS, the additional fees under the proposed First Amendment are fair and reasonable and are consistent with, and not higher than, the recommended practices and fees applicable to the Provider’s profession, and such fees do not exceed the maximum provided by law; NOW,THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The First Amendment, increasing the amount of the contract between the City and Weaver and Tidwell, L.L.P., which is on file in the office of the Purchasing Agent, in the amount of One Hundred Twenty-Three Thousand Five Hundred and 0/ 100 ($ 123,500.00) Dollars, is hereby approved, and the expenditure of funds therefor is hereby authorized in accordance with said amendment which shall be effective upon the execution of the amendment attached hereto. The total contract amount increases to $478,000.00. SECTION 2. This ordinance shall become effective immediately upon its passage and approval. ,...„d=hjy 'U;+T’ 'XX"”'U:L:'=MF.;=ny',IS following vote [1 - b]: Aye 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 : Chris Watts, At Large Place 6: -/ V/ ,/ ,// ,/J 11OIII!\ n 1: d a y 0 fPASSED AND APPROVED this the 2023 GERARD HUDSPETH, MAYOR ATTEST: JESUS SALAZAR, INTERIM CITY SECRETARY b\\11111111 APPROVED AS TO LEGAL FORM MACK RErNWAND, CITY ATTORNEY CBe:.:!,',*t'*T,:,:'::E*;i Denton,BY a IInn@ritvofc ImDate: 20:713:22:35 -05'OO' DocuSign Envelope ID: 4578AB4D-8D79447D-B450<)0EA3A2FC8BB DENTON Docusign City Council Transmittal Coversheet 7284PSA File Name ! EXTERNAL AUDIT P,r,h„i.g C,„t„t c h'i;tl-’ D '’";dY City C,,„,iI T„g,t D,t, " "* 2 ’ 2023 Piggy Back Option Contract Expiration Ordinance Not Applicab1 e 3ULY 28, 2024 23-890 DocuSign Envelope ID: 4578AB4D-8D794+7D-B450<)0EA3A2FC8BB FIRST AMENDMENT TO CONTRACT BY AND BETWEEN THE CITY OF DENTON, TEXASAND WEAVER AND TIDWELL, L.L.PPSA 7284 THE STATE OF TEXAS § §COUNTY OF DENTON THIS FIRST AMENDMENT TO CONTRACT 7284 (“Amendment”) by andbetween the City of Denton, Texas (“City”) and Weaver and Tidwell, L.L.P (“Consultant”); to that certain contract executed on 7/29/2020, in the original not-to-exceed amount of $354,500 (the “Agreement”); for services related to External Audit. WHEREAS, the City deems it necessary to further expand the services provided by Consultant to the City pursuant to the terms of the Agreement, and to provide an additional not-to-exceed amount $123,500 with this Amendment for an aggregate not-to-exceed amount of $478,000; and FURTHERMORE, the City deems it necessary to further expand the goods/services provided by Consultant to the City; NOW THEREFORE, the City and Consultant (hereafter collectively referred to as the “Parties”), in consideration of their mutual promises and covenants, as well as for other good and valuable considerations, do hereby AGREE to the following Amendment, which amends the following terms and conditions of the said Agreement, to wit: 1.The additional services described in Exhibit “A“ of this Amendment. attached hereto and incorporated herein for all purposes, for professional services related to the External Audit, are hereby authorized to be performed by Consultant. For and in consideration of the additional services to be performed by Consultant, the City agrees to pay, based on the cost estimate detail attached as Exhibit “A”, a total fee,including reimbursement for non-labor expenses an amount not to exceed$ 123,500 2. This Amendment modifies the Agreement amount to provide an additional S 123,500 for the additional services with a revised aggregate not to exceed total of $478,000. The Parties hereto agree, that except as specifically provided for by this Amendment, that all of the terms, covenants, conditions, agreements, rights, responsibilities, and obligations of the Parties, set forth in the Agreement remain in full force and effect. 7284 PSA – Amendment # 1 Page 1 of 2 DocuSign Envelope ID: 4578AB4D-8D79-447D-B450-00EA3A2FC8BB IN WITNESS WHEREOF, the City and the Consultant, have each executed this Amendment electronically, by and through their respective duly authorized representativesand officers on this date 05/02/2023 “CITY”“CONSULTANT” CITY OF DENTON, TEXAS A Texas Municipal Corporation Weaver and Tidwell, L.L.P BV–D''G119ign•d br SNH Hu4££? 523608296270423... IT By ATTESTJESUS SALAZAR,INTERIM CITY SECRETARY APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY Hh THIS AGREEMENT HAS BEENBOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms. DocuSlgned by:I MaAs,w &nd,a78#wAa4IRE Madison Rorschach PRINTED NAME city Auditor TITLE City Auditor's offIce DEPARTMENT 7284 PSA – Amendment #1 Page 2 of 2 DocuSign Envelope ID: 4578AB4D-8D79417D-B450+)0EA3A2FC8BB EXHIBIT A March 21 , 2023 City of Denton Procurement Department901 B Texas Street Denton, Texas 76209 RE: Pricing Schedule for External Audit Services - RFQ #7284 As a partner of Weaver and Tidwell, L.L.P., (Weaver) I certify that I am entitled to represent the firm, empowered to submit this pricing schedule, and authorized to sign a contract with theCity of Denton. The fotlowing pages present our cost proposal and billing schedules forproviding financial auditing services that meet the requirements of your request for qualifications #7284. Weaver prides itself on offering the capabilities of a much larger firm without the expense. With our streamlined operations, we can provide the knowledge and experience you need, combined with a personal touch and individual attention. One of the most important factors in Weaver’s ability to perform cost-efficient services is ourfunction-specific approach to rendering professional services. Weaver can field a team with experience at every level. As a result, we can apply staff time at the most cost-effective levelsand rates All-Inclusive Maximum Price FY2023 Audit of City of Denton financial statements and single audit for the year ending September 30 1 22,000 Agreed-upon Procedures Report for Texas Commission on Environmental Quality 1 ,500 This proposal is an irrevocable offer for a period of 1 20 days from the RFQ closing date. If you have any questions regarding this proposal or any other matter, please do not hesitate to contact me at any time. Sincerely, @fNpp€'tSara Dempsey, CPA I Partner. Public Sector Assurance ServicesDirect: (972) 448-6958 1 Email: sara.dempsey@weaver.com DocuSign Envelope ID: 4578AB4D-8D79447D-B450-00EA3A2FC8BB Billing Schedule We will bill the City as our work progresses. The proposed billing schedules are as follows q 1 FY2023 At the completion of interim fieldwork $25,600 January $35,400 Februav $35,400 March $25,600 Total $ 1 22,000 *the agreed-upon procedures engagement fee will be billed upon completion of the engagement Out-of -pocket Expenses As indicated in the previous pages, Weaver’s fees are all-inclusive: we will not charge for travel administrative expenses. Rates for Additional Services If the City requests additional services outside the established scope of work, Weaver will first discuss the services and associated costs with you. or EXHIBIT A Timing of Billin DocuSign Envelope ID: 4578AB4D-8D79447D-B450<)0EA3A2FC8BB EXHIBIT A All-Inclusive Maximum Price Services Included Audit of City of Denton financial statements and single audit for the year ending September 30 FY2023 122,000 Agreed-upon Procedures Report for Texas Commission on Environmental Quality Timing of Billina FY2023 At the completion of interim fieldwork $25,600 January ;35,400 February ;35,400 ;25,600March Total $122,000 *the agreed-upon procedures engagement fee will be billed upon completion of the engagement Out-of-pocket Expenses As indicated in the previous pages, Weaver's fees are all-inclusive: we will not charge for travel or administrative expenses. Rates for Additional Services If the City requests additional services outside the established scope of work, Weaver will first discuss the services and associated costs with you. [bcuSign Certificate Of Completion Envelope Id: 4578AB4D8D79447DB45000EA3A2FC8BB Subject: Complete with DocuSign: 7284 1 st Amendment Final Source Envelope: Status: Completed - 1 Document Pages: 6 Certificate Pages: 6 AutoNav: Enabled Signatures: 5 Initials: 1 Envelope Originator: Christina Dormady 901 B Texas Street Envelopeld Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) Denton, TX 76209 christina.dormady@cityofdenton.com IP Address: 198.49.140.10 Record Tracking Status: Original 4/7/2023 4:20:30 PM Holder: Christina Dormady christina.dormady@cityofdenton.com Location: DocuSign Signer Events Christina Dormady christina.dormady@cityofdenton.com Buyer City of Denton Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure:Not Offered via DocuSign Signature Timestamp Sent: 4/7/2023 4:35:44 PM Viewed: 4/7/2023 4:35:59 PM Signed: 4/7/2023 4:36:09 PM Completed Using IP Address: 198.49.140.10 Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication(None) Sent: 4/7/2023 4:36:11 PM Viewed: 4/1 0/2023 8:16:59 AM Signed: 4/1 0/2023 8:18:39 AM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Not Offered via DocuSign Marcella Lunn marcella.lunn@cityofdenton.com Mack Reinwand City Attorney City of Denton Security Level: Email, Account Authentication(None) ALMwLLA£AMh Sent: 4/10/2023 8:18:41 AM Viewed: 4/1 0/2023 8:54:16 AM Signed: 4/1 0/2023 8:55:57 AM.4B070831B4AA,438 Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Not Offered via DocuSign Sara Dempsey sara.dempsey@weaver.com Weaver and Tidwell LLP Security Level: Email, Account Authentication(None) OnuS+glled bH%lb7D90AFECB2&4144E[Sent: 4/1 0/2023 8:55:59 AM Viewed: 4/1 0/2023 8:59:48 AM Signed: 4/1 0/2023 9:00:02 AM Signature Adoption: Drawn on Device Using IP Address: 199.247.45.34 Electronic Record and Signature Disclosure:Accepted: 4/10/2023 8:59:48 AMID: 47437afc-fcc5,+6db-a998-ee8bOba56ec6 Signer Events Madison Rorschach madison.rorschach@cityofdenton.com City Auditor City of Denton Security Level: Email, Account Authentication (None) Signature 'Doeu81Blnd lIMI Itd%©ul.HI. '7F94A08651EE443. Timestamp Sent: 4/10/2023 9:00:04 AM Viewed: 4/1 0/2023 9:13:12 AM Signed: 4/1 0/2023 9:13:45 AM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Not Offered via DocuSign 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: 4/1 0/2023 9:13:48 AM Viewed: 5/3/2023 8:48:18 AM Signed: 5/3/2023 8:48:51 AMUsing IP Address: 198.49.140.10 Sara Hensley sara.hensley@cityofdenton.com City Manager City of Denton Security Level: Email, Account Authentication(None) Sent: 5/3/2023 8:48:53 AM Viewed: 5/3/2023 8:57:01 AM Signed: 5/3/2023 8:57:07 AM Signature Adoption: Pre-selected Style Using IP Address: 47.190.47.120 Signed using mobile Electronic Record and Signature Disclosure:Not Offered via DocuSign Jesus Salazar jesus.salazar@cityofdenton.com Security Level: Email, Account Authentication(None) 'Doeu91gned byEI l„ s„w'2437C77B897541 D. Sent: 5/3/2023 8:57:09 AM Viewed: 5/3/2023 11 :35:48 AM Signed: 5/3/2023 1 1:37:03 AM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Accepted: 5/3/2023 11 :35:48 AMID: 5dc2b1 1 5-dc7b212634e854ed71 9448f3f In Person Signer Events Signature Status Timestamp Editor Delivery Events Timestamp Agent Delivery Events Status Status Timestamp Intermediary Delivery Events 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: 4/7/2023 4:36:11 PM 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: 4/10/2023 9:13:48 AM Viewed: 4/10/2023 9:54:41 AM City Secretary Office citysecretary@cityofdenton.com Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure:Not Offered via DocuSign Sent: 5/3/2023 1 1 :37:05 AM Viewed : 5/3/2023 12:12:10 PM Witness Events Signature Signature Timestamp Notary Events Timestamp Envelope Summary Events Envelope Sent Certified Delivered Signing Complete Completed Status Timestamps 4/7/2023 4:35:44 PM 5/3/2023 1 1 :35:48 AM 5/3/2023 1 1:37:03 AM 5/3/2023 1 1 :37:06 AM Hashed/Encrypted 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: Sara Dempsey, Jesus Salazar 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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