23-893ORDINANCE NO. 23-893
AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICIPALCORPORATION, AUTHORIZING THE CITY MANAGER TO EXECUTE APROFESSIONAL SERVICES CONTRACT WITH BERRY, DUNN, MCNEIL & PARKER,LLC, DBA BERRYDUNN, THROUGH THE INTERLOCAL PURCHASING SYSTEM (TIPS)COOPERATIVE PROGRAM CONTRACT #200601 FOR THE ENTERPRISE RESOURCE
PLANNING (ERP) ASSESSMENT; PROVIDING FOR THE EXPENDITURE OF FUNDSTHEREFOR; AND PROVIDING AN EFFECTIVE DATE (FILE 8232 – AWARDED TOBERRY, DUNN, MCNEIL & PARKER, LLC, DBA BERRYDUNN, IN THE NOT-TO-
EXCEED AMOUNT OF $130,000.00).
WHEREAS, pursuant to Ordinance 2011-082, The Interlocal Purchasing System
Program has solicited, received, and tabulated competitive bids for the purchase of necessarymaterials, equipment, supplies, or services in accordance with the procedures of state law and
city ordinances; and
WHEREAS, the City Manager, or a designated employee, has reviewed and
recommended that the herein described materials, equipment, supplies, or services can be
purchased by the City through The Interlocal Purchasing System Program at less cost than the
City would expend if bidding these items individually; and
WHEREAS, this procurement was undertaken as part of the City’s governmental
function; 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:
FILE
NUMBER VENDOR AMOUNT
8232 Berry, Dunn, McNeil & Parker, LLC,
dba BenyDunn
$130,000.00
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 Interlocal Purchasing
System Program for such items and agrees to purchase the materials, equipment, supplies, or
services in accordance with the terms, conditions, specifications, standards, quantities, and forthe specified sums contained in the bid documents and related documents filed with The
Interlocal Purchasing System Program 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 the
City’s ratification of bids awarded by The Interlocal Purchasing System Program, the City
Manager, or their designated representative, is hereby authorized to execute the written contract
which shall be attached hereto; provided that the written contract is in accordance with the terms,
conditions, specifications, and standards contained in the Proposal submitted to The Interlocal
Purchasing System Program, 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.
The motion to ppprove this ordinance was made by ( krjs eD,.Hr and
seconded yy (,,,,,[ ' K,lINL . Thi, ',rmiaT,–ad bythe following vote LI - a :
AyeJ
,/
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r/
./
,/
,/
Nay Abstain Absent
Mayor Gerard Hudspeth:
Vicki Byrd, District 1 :
Brian Beck, District 2:
Paul Meltzer. District 3 :
Joe Holland, District 4:
Brandon Chase McGee, At Large Place 5 :
Chris Watts, At Large Place 6:
PASSED AND APPROVED this the ( 6+ dayof 2023
N
ATTEST:
JESUS SALAZAR, INTERIM CITY SECRETARY \\JUI FILI 1I
g £k ir- :ql•+aBaiRO
APPROVED AS TO LEGAL FORM:
MACK REINWAND, CITY ATTORNEY ; it?# 1 t : :
Digitally signed by Marcella Lunn
DN: cn=Marcella Lunn, o, ou=CityC
-“: -\XJ,u'cMJ!_on.com, c=USDate: 2023.05.10 10:49:47 -05'00'
DocuSign Envelope ID: 1377B7A5-7679-4AFE-B8EA-7827720B6660
DENTON
Docusign City Council Transmittal Coversheet
8232COOP
File Name ! ERP Assessment
PurchasingContact c ''i p '"'‘
City C,,„,iI T„g,t D,t, " "“ 16’ 2023
Piggy Back Option
Contract Expiration
Ordinance
Not App1 icab1 e
N/A
23-893
DocuSign Envelope ID: 1377B7A5-76794AFE-B8EA-7827720B6660
PROFESSIONAL SERVICES AGREEMENTFOR CONSULTING SERVICES
FILE 8232
STATE OF TEXAS §
COUNTY OF DENTON §
THIS AGREEMENT (the “Agreement”) is made and entered into on
05/16/2023 , by and between the City of Denton, Texas, a Texas municipalcorporation, with its principal office at 215 East McKinney Street, Denton, Denton County,
Texas 76201, hereinafter called “OWNER” and Berry, Dunn, McNeil & Parker, LLC, dba
BerrvDunn, with its corporate office at 2211 Congress Street, Portland, ME 04102 , hereinafter
called “CONSULTANT,” acting herein, by and through their duly authorized representatives.
WITNESSETH, that in consideration of the covenants and agreements herein contained,
the parties hereto do mutually agree as follows:
ARTICLE ICONSULTANT AS INDEPENDENT CONTRACTOR
The OWNER has selected CONSULTANT on the basis of demonstrated competence and
qualifications to perform the services herein described for a fair and reasonable price pursuant to
Chapter 2254 of the Texas Government Code. The OWNER hereby contracts with the
CONSULTANT as an independent contractor and not as an employee, and as such, the OWNERwill not assert control over the day-to-day operations of the CONSULTANT. The
CONSULTANT is customarily engaged to provide services as described herein independently
and on a nonexclusive basis in the course of its business. This Agreement does not in any way
constitute a joint venture between OWNER and CONSULTANT. The CONSULTANT hereby
agrees to perform the services described herein based on the skills required for the scope of workin connection with the Project as stated in the sections to follow, with diligence and in
accordance with the highest professional standards customarily obtained for such services in the
State of Texas. The professional services set out herein are in connection with the following
described project:
The Project shall include, without limitation, Enterprise Resource Planning (ERP) Assessment,
as described in Exhibit B, and incorporated herein (the “Project”).
ARTICLE IISCOPE OF BASIC SERVICES
The CONSULTANT shall perform the following services in a professional manner:
A The CONSULTANT shall perform all those services as necessary and as described in
The Interlocal Purchasing System (TIPS) Cooperative Program Contract #200601 -
Consulting and Other Related Services, which is on file at the purchasing office and
made a part hereof as Exhibit A as if written word for word herein.
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B.
C.
To perform all those services set forth in CONSULTANT’s proposal, which proposal is
attached hereto and made a part hereof as Exhibit B as if written word for word herein.
CONSULTANT shall perform all those services set forth in individual task orders, as
described in Exhibit B, which shall be attached to this Agreement and made a parthereof,
D.If there is any conflict between the terms of this Agreement and the exhibits attached to
this Agreement, the terms and conditions of this Agreement will control over the termsand conditions of the attached exhibits or task orders.
ARTICLE IIIADDITIONAL SERVICES
Additional services to be performed by the CONSULTANT, if authorized by the
OWNER, which are not included in the above-described Basic Services, may be negotiated as
needed, per rates included in Exhibit B.
A.
B.
Preparing applications and supporting documents for government grants, loans, or
planning advances and providing data for detailed applications.
Preparing data and reports for assistance to OWNER in preparation for hearings before
regulatory agencies, courts, arbitration panels or mediator, giving testimony, personally or
by deposition, and preparations therefore before any regulatory agency, court, arbitration
panel or mediator.
C.Assisting OWNER in preparing for, or appearing at litigation, mediation, arbitration,
dispute review boards, or other legal and/or administrative proceedings in the defense or
prosecution of claims disputes with Contractor(s).
D.Assisting OWNER in the defense or prosecution of litigation in connection with or in
addition to those services contemplated by this AGREEMENT. Such services, if any, shall
be furnished by CONSULTANT on a fee basis negotiated by the respective parties outsideof and in addition to this AGREEMENT.
E. Visits to the site in excess of the number of trips included in Exhibit B.
F. Preparing statements for invoicing or other documentation for billing other than for the
standard invoice for services attached to this professional services agreement.
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ARTICLE IVTIME OF COMPLETION
CONSULTANT is authorized to commence work under this contract upon execution of this
AGREEMENT. CONSULTANT shall perform and complete its obligations herein in a prompt
and continuous manner, so as to not delay the completion of the Project in accordance with the
schedules as described in Exhibit B. The contract shall remain effective for a period which may
reasonably be required for the completion of the Project, acceptance by an authorized
representative of the OWNER, exhaustion of authorized funds, or termination as provided in this
Agreement, whichever occurs first.
ARTICLE VCOMPENSATION
A. COMPENSATION TERMS :
1.“Subcontract Expense” is defined as expenses incurred by the CONSULTANT in
employment of others in outside firms for services related to this agreement.
2.“Direct Non-Labor Expense” is defined as that expense for any assignment
incurred by the CONSULTANT for supplies, transportation and equipment,
travel, communications, subsistence, and lodging away from home, and similar
incidental expenses in connection with that assignment.
B.BILLING AND PAYMENT: For and in consideration of the professional services to be
performed by the CONSULTANT herein, the OWNER agrees to pay, based on the cost
estimate detail at an hourly rate shown in Exhibit B which is attached hereto and made a
part of this Agreement as if written word for word herein, a total fee, includingreimbursement for direct non-labor expenses not to exceed $130,000.
Partial payments to the CONSULTANT will be made on the basis of detailed monthly
statements rendered to and approved by the OWNER through its City Manager or his
designee; however, under no circumstances shall any monthly statement for services
exceed the value of the work performed at the time a statement is rendered.
Nothing contained in this Article shall require the OWNER to pay for any work which is
unsatisfactory, as reasonably determined by the City Manager or his designee, or which isnot submitted in compliance with the terms of this Agreement. The OWNER shall not be
required to make any payments to the CONSULTANT when the CONSULTANT is in
default under this Agreement.
It is specifically understood and agreed that the CONSULTANT shall not be authorized
to undertake any work pursuant to this Agreement which would require additionalpayments by the OWNER for any charge, expense, or reimbursement above themaximum not to exceed fee as stated, without first having obtained written authorization
from the OWNER. The CONSULTANT shall not proceed to perform the services listedin Article III “Additional Services,“ without obtaining prior written authorization fromthe OWNER.
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C.ADDITIONAL SERVICES: For additional services authorized in writing by theOWNER in Article III, the CONSULTANT shall be paid based on the Schedule of
Charges at an hourly rate shown in Exhibit B. Payments for additional services shall be
due and payable upon submission by the CONSULTANT and approval by the City staff,and shall be in accordance with subsection B hereof. Statements shall not be submitted
more nequently than monthly.
D.PAYMENT: if the OWNER fails to make payments due the CONSULTANT forservices and expenses within thirty (30) days after receipt of the CONSULTANT’s
undisputed statement thereof, the amounts due the CONSULTANT will be paid interest
in accordance with the Texas Government Code 2251.025. Additionally, theCONSULTANT may, after giving seven (7) days’ written notice to the OWNER,
suspend services under this Agreement until the CONSULTANT has been paid in full all
amounts due for services, expenses, and charges. Nothing herein shall require the
OWNER to pay the late charge if the OWNER reasonably determines that the work is
unsatisfactory, in accordance with this Article V, “Compensation,” there is a bona fide
dispute concerning the amount due, or the invoice was not mailed to the address or in the
form as described in this Agreement. The OWNER will notify CONSULTANT of any
disputes within twenty-one (21) days of receipt of the invoice.
E Invoices shall be sent directly to the City of Denton Accounts Payable Department, 215E McKinney St, Denton, TX, 76201-4299. A pro-forma invoice shall be sent to thecontract administrator. It is the intention of the City of Denton to make payment on
completed orders within thirty days after receipt of invoice or items; whichever is later,
unless unusual circumstances arise. Invoices must be fully documented as to labor,
materials, and equipment provided, if applicable, and must reference the City ofDenton Purchase Order Number in order to be processed. No payments shall be
made on invoices not listing a Purchase Order Number.
ARTICLE VIOBSERVATION AND REVIEW OF THE WORK
The CONSULTANT will exercise reasonable care and due diligence in discovering andpromptly reporting to the OWNER any defects or deficiencies in the work of the
CONSULTANT or any subcontractors or subconsultants.
ARTICLE VIIOWNERSHIP OF DOCUMENTS
All documents prepared or furnished by the CONSULTANT (and CONSULTANT’s
subcontractors or subconsultants) pursuant to this Agreement are instruments of service, and
shall become the property of the OWNER upon the termination of this Agreement. The
CONSULTANT is entitled to retain copies of all such documents. The documents prepared and
furnished by the CONSULTANT are intended only to be applicable to this Project, and
OWNER’s use of these documents in other projects shall be at OWNER’s sole risk and expense.
In the event the OWNER uses any of the information or materials developed pursuant to this
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Agreement in another project or for other purposes than specified herein, CONSULTANT is
released from any and all liability relating to their use in that project.
ARTICLE VIIIINDEMNITY AGREEMENT
THE CONSULTANT AGREES, TO THE FULLEST EXTENT PERMITTED BYLAW, TO INDEMNIFY THE CLIENT AGAINST DAMAGES, LIABILITIES, ANDCOSTS ARISING FROM THE NEGLIGENT ACTS OF THE CONTRACTOR IN THEPERFORMANCE OF PROFESSIONAL SERVICES UNDER THIS AGREEMENT, TOTHE EXTENT THAT THE CONTRACTOR IS RESPONSIBLE FOR SUCH DAMAGES,LIABILITIES AND COSTS ON A COMPARATIVE BASIS OF FAULT ANDRESPONSIBILITY BETWEEN THE CONTRACTOR AND THE CLIENT. THECONTRACTOR SHALL NOT BE OBLIGATED TO INDEMNIFY THE CLIENT FORTHE CLIENT’S OWN NEGLIGENCE.
Nothing in this Agreement shall be construed to create a liability to any person who is not
a party to this Agreement, and nothing herein shall waive any of the parties’ defenses, both atlaw or equity, to any claim, cause of action, or litigation filed by anyone not a party to thisAgreement, including the defense of governmental immunity, which defenses are hereby
expressly reserved.
ARTICLE IXINSURANCE
During the performance of the services under this Agreement, CONSULTANT shall
maintain insurance in compliance with the requirements of Exhibit C which is attached hereto
and made a part of this Agreement as if written word for word herein.
ARTICLE XALTERNATIVE DISPUTE RESOLUTION
The parties may agree to settle any disputes under this Agreement by submitting the
dispute to mediation with each party bearing its own costs of mediation. No mediation arising
out of or relating to this Agreement, involving one party’s disagreement may include the other
party to the disagreement without the other’s approval. Mediation will not be a condition
precedent to suit.
ARTICLE XITERMINATION OF AGREEMENT
A.Notwithstanding any other provision of this Agreement, either party may terminate by
giving thirty (30) days’ advance written notice to the other party.
B.This Agreement may be terminated in whole or in part in the event of either party
substantially failing to fulfill its obligations under this Agreement. No such termination
will be affected unless the other party is given (1) written notice (delivered by certifiedmail, return receipt requested) of intent to terminate and setting forth the reasons
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specifying the non-performance, and not less than fifteen (15) calendar days to cure thefailure; and (2) an opportunity for consultation with the terminating party prior totermrnatron.
C.If the Agreement is terminated prior to completion of the services to be providedhereunder, CONSULTANT shall immediately cease all services and shall render a final
bill for services to the OWNER within thirty (30) days after the date of termination. The
OWNER shall pay CONSULTANT for all services properly rendered and satisfactorilyperformed and for reimbursable expenses to termination incurred prior to the date oftermination, in accordance with Article V “Compensation.” Should the OWNERsubsequently contract with a new consultant for the continuation of services on the
Project, CONSULTANT shall cooperate in providing information. The CONSULTANT
shall turn over all documents prepared or furnished by CONSULTANT pursuant to this
Agreement to the OWNER on or before the date of termination, but may maintain copiesof such documents for its use.
ARTICLE XIIRESPONSIBILITY FOR CLAIMS AND LIABILITIES
Approval by the OWNER shall not constitute, nor be deemed a release of the
responsibility and liability of the CONSULTANT, its employees, associates, agents,
subcontractors, and subconsultants for the accuracy and competency of their designs or otherwork; nor shall such approval be deemed to be an assumption of such responsibility by the
OWNER for any defect in the design or other work prepared by the CONSULTANT, its
employees, subcontractors, agents, and consultants.
ARTICLE XIIINOTICES
All notices, communications, and reports required or permitted under this Agreement
shall be personally delivered or mailed to the respective parties by depositing same in the United
States mail to the address shown below, certified mail, return receipt requested, unless otherwise
specified herein. Mailed notices shall be deemed communicated as of seven (7) days’ mailing:
To CONSULTANT:
Berry, Dunn, McNeil & Parker, LLC,
dba BenyDunnSeth Hedstrom
2211 Congress Street
Portland, ME 04102
To OWNER:
City of Denton
Purchasing Manager –File 823290 IB Texas Street
Denton, Texas 76201
All notices shall be deemed effective upon receipt by the party to whom such notice isgiven, or within three (3) days’ mailing.
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ARTICLE XIVENTIRE AGREEMENT
This Agreement and related exhibits constitute the complete and final expression of this
Agreement of the parties, and is intended as a complete and exclusive statement of the terms of
their agreements, and supersedes all prior contemporaneous offers, promises, representations,
negotiations, discussions, communications, and agreements which may have been made in
connection with the subject matter hereof.
ARTICLE XVSEVERABILITY
If any provision of this Agreement is found or deemed by a court of competent
jurisdiction to be invalid or unenforceable, it shall be considered severable from the remainder of
this Agreement and shall not cause the remainder to be invalid or unenforceable. In such event,the parties shall reform this Agreement to replace such stricken provision with a valid and
enforceable provision which comes as close as possible to expressing the intention of the stricken
provlslon.
ARTICLE XVICOMPLIANCE WITH LAWS
The CONSULTANT shall comply with all federal, state, and local laws, rules,
regulations, and ordinances applicable to the work covered hereunder as those laws may nowread or hereinafter be amended.
ARTICLE XVII
DISCRIMINATION PROHIBITED
In performing the services required hereunder, the CONSULTANT shall not discriminate
against any person on the basis of race, color, religion, sex, sexual orientation, national origin or
ancestry, age, or physical handicap.
ARTICLE XVIIIPERSONNEL
A.The CONSULTANT represents that it has or will secure, at its own expense, all
personnel required to perform all the services required under this Agreement. Suchpersonnel shall not be employees or officers of, or have any contractual relations with theOWNER. CONSULTANT shall inform the OWNER of any conflict of interest or
potential conflict of interest that may arise during the term of this Agreement.
B.All services required hereunder will be performed by the CONSULTANT or under its
supervision. All personnel engaged in work shall be qualified, and shall be authorized
and permitted under state and local laws to perform such services.
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ARTICLE XIXASSI(,NABILITY
The CONSULTANT acknowledges that this Agreement is based on the demonstrated
competence and specific qualifications of the CONSULTANT and is therefore personal as to the
CONSULTANT. Therefore, the CONSULTANT shall not assign any interest in this Agreement,and shall not transfer any interest in this Agreement (whether by assignment, novation, or
otherwise) without the prior written consent of the OWNER.
ARTICLE XXMODIFICATION
No waiver or modification of this Agreement or of any covenant, condition, or limitation
herein contained shall be valid unless in writing and duly executed by the party to be chargedtherewith, and no evidence of any waiver or modification shall be offered or received in evidence
in any proceeding arising between the parties hereto out of or affecting this Agreement, or therights or obligations of the parties hereunder, and unless such waiver or modification is in
writing and duly executed; and the parties further agree that the provisions of this section will notbe waived unless as set forth herein.
ARTICLE XXIMISCELLANEOUS
A.The following exhibits are attached to and made a part of this Agreement:
Exhibit A – The Interlocal Purchasing System (TIPS) Cooperative Program Contract
#200601 - Consulting and Other Related Services (on file at the purchasing
office)
Exhibit B – Consultant’s Scope of Services Offer, Project Schedule, and CompensationRate Sheet
Exhibit C – Consultant’s Insurance Requirements
Exhibit D - Form CIQ – Conflict of Interest Questionnaire
What is called for by one exhibit shall be as binding as if called for by all. In the event of
an inconsistency or conflict in this Agreement and any of the provisions of the exhibits,
the inconsistency or conflict shall be resolved by giving precedence first to this
Agreement then to the exhibits in the order in which they are listed above.
B.This Agreement shall be governed by, construed, and enforced in accordance with, and
subject to, the laws of the State of Texas or federal law, where applicable, without regard
to the conflict of law principles of any jurisdiction. In the event there shall be any dispute
arising out of the terms and conditions of, or in connection with, this Agreement, the
party seeking relief shall submit such dispute to the District Courts of Denton County orif federal diversity or subject matter jurisdiction exists, to the United States District Courtfor the Eastern District of Texas-Sherman Division.
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C.For the purpose of this Agreement, key person who will oversee the performance of thework hereunder shall be Chad Snow, Principal. However, nothing herein shall limit
CONSULTANT from using other equally qualified and competent members of its firm to
perform the services required herein.
D.CONSULTANT shall commence, carry on, and complete any and all projects with all
applicable dispatch, in a sound, economical, and efficient manner and in accordance with
the provisions hereof. In accomplishing the projects, CONSULTANT shall take such
steps as are appropriate to ensure that the work involved is properly coordinated with
related work being carried on by the OWNER.
E.The OWNER shall assist the CONSULTANT by placing at the CONSULTANT’s
disposal all available information pertinent to the Project, including previous reports, any
other data relative to the Project, and arranging for the access thereto, and make all
provisions for the CONSULTANT to enter in or upon public and private property as
required for the CONSULTANT to perform services under this Agreement.
F.
G.
The captions of this Agreement are for informational purposes only, and shall not in any
way affect the substantive terms or conditions of this Agreement.
The parties agree to transact business electronically. Any statutory requirements that
certain terms be in writing will be satisfied using electronic documents and signing.
Electronic signing of this document will be deemed an original for all legal purposes.
ARTICLE XXIIINDEPENDENT CONTRACTOR
CONSULTANT shall provide services to OWNER as an independent contractor, not as
an employee of the OWNER. CONSULTANT shall not have or claim any right arising from
employee status.
ARTICLE XXIIIRIGHT TO AUDIT
The OWNER shall have the right to audit and make copies of the books, records andcomputations pertaining to this agreement. The CONTRACTOR shall retain such books,
records, documents and other evidence pertaining to this agreement during the contract period
and five years thereafter, except if an audit is in progress or audit findings are yet unresolved, inwhich case records shall be kept until all audit tasks are completed and resolved. These books,
records, documents and other evidence shall be available, within 10 business days of written
request. Further, the CONTRACTOR shall also require all Subcontractors, material suppliers,
and other payees to retain all books, records, documents and other evidence pertaining to this
agreement, and to allow the OWNER similar access to those documents. All books and recordswill be made available within a 50 mile radius of the City of Denton. The cost of the audit will
be borne by the OWNER unless the audit reveals an overpayment of 1% or greater. If an
overpayment of 1% or greater occurs, the reasonable cost of the audit, including any travel costs,
must be borne by the CONTRACTOR which must be payable within five business days of
receipt of an invoice.
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Failure to comply with the provisions of this section shall be a material breach of this contract
and shall constitute, in the OWNER’S sole discretion, grounds for termination thereof. Each ofthe terms "books", "records", "documents" and "other evidence", as used above, shall be
construed to include drafts and electronic files, even if such drafts or electronic files are
subsequently used to generate or prepare a final printed document.
ARTICLE XXIVPROHIBITION ON CONTRACTS WITH COMPANIES BOYCOTTING ISRAEL
Consultant acknowledges that in accordance with Chapter 2270 of the Texas Government Code,
City is prohibited from entering into a contract with a company for goods or services unless the
contract contains a written verification from the company that it: (1) does not boycott Israel; and(2) will not boycott Israel during the term of the contract. The terms “boycott Israel” and
“company” shall have the meanings ascribed to those terms in Section 808.001 of the Texas
Government Code. By signing this agreement, Consultant certifies that Consultant’s signature
provides written verification to the City that Consultant: (1) does not boycott Israel; and (2)
will not boycott Israel during the term of the agreement. Failure to meet or maintain the
requirements under this provision will be considered a material breach.
ARTICLE XXVPROHIBITION ON CONTRACTS WITH COMPANIES DOING BUSINESS WITH
IRAN, SUDAN, OR A FOREIGN TERRORIST ORGANIZATION
Section 2252 of the Texas Government Code restricts CITY from contracting with companies
that do business with Iran, Sudan, or a foreign terrorist organization. By signing this agreement,
Consultant certifres that Consultant’s signature provides written verification to the City that
Consultant, pursuant to Chapter 2252, is not ineligible to enter into this agreement and will
not become ineligible to receive payments under this agreement by doing business with Iran,
Sudan, or a foreign terrorist organization . Failure to meet or maintain the requirements under
this provision will be considered a material breach.
ARTICLE XXVIPROHIBITION ON CONTRACTS WITH COMPANIES BOYCOTTING CERTAINENERGY COMPANIES
Contractor acknowledges that in accordance with Chapter 2274 of the Texas Government Code,
City is prohibited from entering into a contract with a company for goods or services unless the
contract contains written verification from the company that it (1) does not boycott energy
companies; and (2) will not boycott energy companies during the term of the contract. The terms
“boycott energy company” and “company” shall have the meanings ascribed to those terms in
Section 809.001 of the Texas Government Code. By signing this agreement, Contractor
certifies that Contractor’s signature provides written verifIcation to the City that Contractor:
(1) does not boycott energy companies; and (2) will not boycott energy companies during the
term of the agreement. Failure to meet or maintain the requirements under this provision will beconsidered a material breach.
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ARTICLE XXVIIPROHIBITION ON CONTRACTS WITH COMPANIES BOYCOTTING CERTAINFIREARM ENTITIES AND FIREARM TRADE ASSOCIATIONS
Contractor acknowledges that in accordance with Chapter 2274 of the Texas Government Code,
City is prohibited from entering into a contract with a company for goods or services unless the
contract contains written verification from the company that it (1) does not have a practice,
policy, guidance, or directive that discriminates against a firearm entity or firearm trade
association; and (2) will not discriminate during the term of the contract against a firearm entity
or firearm trade association. The terms “discriminate against a firearm entity or firearm trade
association,” “firearm entity“ and “firearm trade association” shall have the meanings ascribed to
those terms in Chapter 2274 of the Texas Government Code. By signing this agreement,
Contractor certifres that Contractor’s signature provides written verifIcation to the City that
Contractor: (1) does not have a practice, policy, gaidance, or directive that discriminates
against a fIrearm entity or firearm trade association; and (2) will not discriminate during the
term of the contract against a firearm entity or fIrearm trade association. Failure to meet or
maintain the requirements under this provision will be considered a material breach.
ARTICLE XXVIIITERMINATION RIGHT FOR CONTRACTS WITH COMPANIES DOING BUSINESSWITH CERTAIN FOREIGN-OWNED COMPANIES
The City of Denton may terminate this Contract immediately without any further liability if the
City of Denton determines, in its sole judgment, that this Contract meets the requirements under
Chapter 2274, and Contractor is, or will be in the future, (i) owned by or the majority of stock or
other ownership interest of the company is held or controlled by individuals who are citizens of
China, Iran, North Korea, Russia, or other designated country (ii) directly controlled by the
Government of China, Iran, North Korea, Russia, or other designated country, or (iii) is
headquartered in China, Iran, North Korea, Russia, or other designated country.
ARTICLE XXIXCERTIFICATE OF INTERESTED PARTIES ELECTRONIC FILING
In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of theGovernment Code. The law states that the City may not enter into this contract unless the
Consultant submits a disclosure of interested parties (Form 1295) to the City at the time theConsultant submits the signed contract. The Texas Ethics Commission has adopted rules
requiring the business entity to file Form 1295 electronically with the Commission.
Consultant will be required to furnish a Certificate of Interest Parties before the contract isawarded, in accordance with Government Code 2252.908.
The consultant shall:
1. Log onto the State Ethics Commission Website at :
https://www.ethics.state.tx.us/whatsnew/elf info_form 1295.htm
2. Register utilizing the tutorial provided by the State
City of Denton, Texas
Standard Agreement for Engineering Related Design ServicesRevised Date: 9/1 1/18Page 11 of 15
Contract #8232
DocuSign Envelope ID: 1377B7A5-76794AFE-B8EA-7827720B6660
3
4
5
6.
Print a copy of the completed Form 1295
Enter the Certificate Number on page 2 of this contract.
Complete and sign the Form 1295
Email the form to pumhasing@cityofdenton.com with the contract number in the subject
line. (EX: Contract 1234 – Form 1295)
The OWNER must acknowledge the receipt of the filed Form 1295 not later than the 30th day
after Council award. Once a Form 1295 is acknowledged, it will be posted to the Texas Ethics
Commission’s website within seven business days.
ARTICLE XXXPROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS
No officer, employee, independent consultant, or elected official of the City who is involved in
the development, evaluation, or decision-making process of the performance of any solicitation
shall have a financial interest, direct or indirect, in the Contract resulting from that solicitation as
defIned in the City’s Ethic Ordinance 18-757 and in the City Charter chapter 2 article XI(Ethics).
Any willful violation of this section shall constitute impropriety in office, and any officer or
employee guilty thereof shall be subject to disciplinary action up to and including dismissal. Any
violation of this provision, with the knowledge, expressed or implied, of the Contractor shall
render the Contract voidable by the City. The Consultant shall complete and submit the City’s
Conflict of Interest Questionnaire.
ARTICLE XXXIFORCE MAJEURE
We will endeavor and use commercially reasonable efforts to complete all work contemplated
under this Agreement, However, neither party shall be liable to the other for any failure or delayof performance of any obligation under this Agreement to the extent such failure or delay shall
have been wholly or principally caused by acts or events beyond its reasonable control rendering
performance illegal or impossible. As used in this section, force majeure means any cause
beyond the reasonable control of a party, including, but not limited to, an act of God, nature, act
of aggression, fire, strike, flood, riot, war, delay of transportation, terrorism, pandemics or other
widespread outbreaks of infectious diseases or inability due to the aforementioned causes to
obtain necessary labor, material, or facilities. The Consultant shall immediately notify the City of
Denton Procurement Manager by telephone (to be confirmed in writing within seven (7) calendardays of the inception of such occurrence) and describe at a reasonable level of detail the
circumstances causing the non-performance or delay in performance.
City of Denton, Texas
Standard Agreement for Engineering Related Design ServicesRevised Date: 9/1 1/18
Page 12 of 15
Contract #8232
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IN WITNESS HEREOF, the City of Denton, Texas has caused this Agreement to be
executed by its duly authorized City Manager, and CONSULTANT has executed this Agreement
through its duly authorized undersigned officer on this date 05/16/2023
CONSULTANT
CITY OF DENTON, TEXAS
'*:.
Printed Name. seth Hedst rom CITY MANAGER
Title: Prlncipa1 ATTEST:
ROSA RIOS, CITY SECRETARY
207-541-2212 'D06uSlgned by:
BY: 1 laws
2437C77B897541 D
PHONE NUMBER
shedst rom@berrydunn . com
EMAIL ADDRESS APPROVED AS TO LEGAL FORM:
MACK REINWAND, CITY ATTORNEY
2023-1001509
TEXAS ETHICS COMMISSION1295 CERTIFICATE NUMBER
THIS AGREEMENT HAS BEENBOTH REVIEWED AND APPROVED
as to financial and operational obligations and business terms.
shannon Mejia
PRINTED NAME
Deputy Technology Di rector
TITLE
Technology Servi ces
DEPARTMENT
City of Denton, Texas
Standard Agreement for Engineering Related Design ServicesRevised Date: 9/1 1/18Page 13 of 15
Contract #8232
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EXHIBIT A
The Interlocal Purchasing System (TIPS) Cooperative Program Contract #200601 -
Consulting and Other Related Services (on file at the purchasing office)
City of Denton, Texas
Standard Agreement for Engineering Related Design ServicesRevised Date: 9/1 1/18
Page 14 of 15
Contract #8232
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Berry Dunn EXHIBIT B
March 16, 2023
City of Denton
Ann: Leisha Meine, Chief Technology Officer
215 E McKinney Street
Denton, TX 76201
Sent via email to leisha.meine(®cityofdenton.com
Dear Leisha:
Thank you for the opportunity to submit this letter describing how our consulting team may assist the Cityof Denton (City) in assessing its current enterprise resource planning (ERP) environment. We appreciate
the time you have taken to discuss the City's goals for this initiative with our team.
Berry Dunn McNeil & Parker, LLC (BerryDunn) is an independent management and IT consulting firm
headquartered in Maine and serving clients nationally. Focused on Inspiring organIzatIons to
transform and Innovate, we are a stable and well-established firm that has preserved our core values
and reputation for excellence throughout our 48-year history. We have enjoyed steady growth by
providing consistent, high-quality services to our clients in all 50 states–including numerous clients in the
State of Texas (the State) and the City itself–Puerto Rico, and Canada.
Our firm’s culture is centered on a deep understanding of our clients’ commitment to serving the public.
The human aspect of projects can often be forgotten in the maze of regulatory changes and legal
requirements with which public-sector organizations must comply. BerryDunn proudly tailors each of its
projects to recognize the work our clients do every day. We care about what we do, and we care aboutthe people impacted by our work–including those at the City.
On the following pages, we provide an overview of our firm, highlight our key qualifications, introduce
some of our project team members, describe our proven yet flexible approach, share a few references,
and present estimated fees for a project of this nature.
BerryDunn Overview
BerryDunn is a nationally recognized independent management and IT consulting firm focused on
inspiring organizations to transform and innovate. As a Limited Liability Company formed in 1974 with 54
principals, 29 owners, and nine office locations, we have experienced sustaIned growth throughout
our 48-year history.
We employ more than 800 staff members–including more than 300 in our Consulting Services Team.
From extensive project experience for more than 400 state, local, and quasi-governmental agencIes,our team brings valuable perspectives to every engagement. Additionally, our team has prior experience
serving state and local government agencies, providing them with an in-depth understanding of
government operations, staffing needs, budgetary constraints, and the business processes required to
provide necessary services to the internal divisions and the constituents the City serves.
Our firm provides a full range of professional services that supports our ability to address the needs
outlined by the City. These include:
• Software Implementation Project
Management and Oversight
• Enterprise and Departmental Strategic
Planning
Maine • New Hampshire • Massachusetts • Connecticut • WestVirginia ' Arizona • Puerto Rico
berrydunn.com
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•
•
•
•
•
Organizational Change Management
Business Process Improvement, Reviews,
and Redesign
Software Planning and Procurement
Organizational, Operational, and Staffing
Analyses
Performance Analyses
•
•
•
•
•
•
Leadership and Organization
Development
Master Planning
Cost of Service and Fee Studies
Project Assessments and Remediation
IT Assessments
IT Strategic Planning
Figure 1 illustrates the overall organization of BerryDunn's Local Government Practice Group. We provide
unparalleled expertise and unique insights across these practices, supporting our clients in solving some
of their biggest challenges and addressing opportunities to improve and plan.
Figure 1: Local Government Practice Group Specialization
Community Developmentand Utility OperatioIB Management
Health and
Community Services
Justice arxi
Public Safety
BerryDunn Bridge and Our Independence
BerryDunn Bridge is a program facilitated by our Local Government Practice Group.
This program was developed to promote information sharing between public-sector
software providers and our consultants and helps continually expand our own–and
our clients’–understanding of the public-sector software landscape. BerryDunn
Bridge provides opportunities to share our clients’ needs with the software vendor
community and gain knowledge of upcoming technological trends, recent product developments, and find
target markets for software providers .
Public-sector software providers opt into this program to establish a cadence of meetings between their
team members and our own to keep up-to-date on industry and client trends. This includes knowledge-
sharing opportunities ranging from focused discussions between management teams to software
demonstrations with a broader audience of consulting staff. As a result of this program, we are able to
best serve our clients and pass on our knowledge gained–including modern software system capabilities
not currently being utilized or perhaps even previously contemplated by our clients.
BerryDunn is not affiliated with any specific vendor, allowing us to provide truly independent advisory
services to our clients. In that respect, we recognize the importance of networking and continuous market
research to help ensure we are apprised of industry best practices, emerging trends, and updates in the
software vendor community.
Key Qualifications
As evident in the key points that follow, we have a strong desire to partner with the City on this initiative.
We have a clear understanding of the work effort required and the City’s needs; extensive experience
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conducting similar projects in the State and nationally; and several notable attributes that differentiate us
from other proposers.e Our deep expertise in provIding ERP consultIng servIces. With BerryDunn, the City will be
served by a firm with extensive experience assisting clients in every stage of the enterprise
system planning, selection, and implementation life cycle. In fact, we have conducted more
than 100 comparable engagements for a variety of public-sector clients and more than half were ERP-
specific. As a result of this and our independence from the vendor marketplace, we have become familiar
with all major ERP vendors and the functionalities their systems provide. This includes familiarity with the
City's current ERP system, JD Edwards, and those ERP systems it may consider in this process.
Our project team members work exclusively with local government clients. BerryDunn’s
Local Government Practice Group is dedicated to serving public-sector clients, and 75% of our
team members are former public-sector employees. This firsthand experience helps us@
understand your goals and challenges and contribute our in-depth knowledge to better improve
technologies and functional area business processes. Our team is responsive, and we make every
attempt possible to help ensure the stability of personnel assigned to the City. We work efficiently and
effectively, know how to best engage City stakeholders, and are able to contribute best practices when
and where it will benefit the City most through a proven but f]exible approach.
Our integrated change management and project management methodologies. Our work
for the City will be guided by established project management methodologies and best@practices as defined by the Project Management Institute® (PMl®), as well as inputs from Agile
and Lean principles. We know the important role OCM plays in system replacement projects; therefore,
we integrate a disciplined change management approach to our work, using the Prosci® change
management methodology as a foundation. This integration will help ensure the City’s stakeholders have
opportunities to provide input, support, and buy-in for all decisions.
Our commitment to servIng clients in the State. With BerryDunn, the City will be served by
a firm who has demonstrated its commitment to serving clients in the State. Notably, we have
conducted numerous projects for clients in the State and have more than a dozen employees@
who reside locally. Below, we outline our public-sector clients in the State for the City's further review andconsideration.
•
•
•
•
•
•
•
•
•
•
•
•
•
City of AIIen
City of Amarillo
City of Arlington
City of Benbrook
City of Burleson
City of Cedar Hill
City of Cedar Park
City of College Station
City of Dallas
City of Denton
City of DeSoto
City of Duncanville
City of Ennis
•
•
•
•
•
•
•
•
•
•
•
•
•
City
City
City
City
City
City
City
City
City
City
City
City
City
of
of
of
of
of
of
of
of
of
of
of
of
of
Farmers Branch •
•
•
•
•
•
•
•
•
•
•
•
City of Pearland
Fort Worth
Frisco
City of Pflugerville
City of PIano
Galveston
Garland
Grand Prairie
City of Sugar Land
City of University Park
City of Weatherford
IIving
Katy
Leander
City of West University Place
Ellis County
Galveston County
Round Rock Independent
School District
Mansfield
McKinney
Mesquite
Midland
Texas A&M University
Travis County
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Representative Project Team Members
Below and on the following page, we introduce several representative project team members whose
qualifications and experience reflect what the City can expect of a project team assigned. We intend to
assign a project team to the City’s initiative with approval from the City prior to contract execution.
Seth Hedstrom, PMP®, LSSGB
Seth is a principal and leader of our Local Government Practice Group who leads business
process analysis, system selection and implementation, and project management initiatives.
He has managed more than 75 enterprise process and technology planning projects over
the course of 14 years with BerryDunn. Seth has led our clients through many of the complex decision
points and issue-resolution processes typical of business process analysis, system selection, and
implementation projects, and facilitated focused reviews of business processes needing change. Through
this, he has provided business process improvement services for many clients, either as a stand-alone
engagement or as part of an enterprise system selection. His experience includes documenting as-is
business processes, benchmarking processes with similar organizations, introducing industry best
practices, and developing to-be business process recommendations.
Ben Roper, MBA, CGCIO, Prosci® CCP
Ben is a manager in our Local Government Practice Group. As a former city IT director with
more than 14 years of experience working with local government agencies, he has
extensive experience assisting public-sector entities in planning, problem-solving, and
service delivery. As such, Ben has demonstrated skills in enhancing operating efficiency and maximizing
use of limited resources and is an accomplished IT leader with exceptional skills in collaboration, strategic
alignment, project management, requirements definition, and systems delivery. He is a proud resident of
the State and has also served in the public sector as an IT director for the City of College Station.
Charline Kirongozi, MPA, CAPM®
Charline is a senior consultant in our Local Government Practice Group and focuses on
assisting public-sector clients with technology assessment support. She has several years
of public-sector experience, supporting and conducting research, data collection,
organizational reporting, gap analysis, and recommendations development. Her experience also includes
organizing and leading groups through the adoption of new ideas and concepts by promoting buy-in. She
brings in-depth knowledge and involvement with strategic planning, change management, and
relationship building through her strong communication, leadership, and project management skills.
Austin Nichols, MBA
Austin is a senior consultant in our Local Government Practice Group. Having led multiple
software system replacement projects, Austin excels by developing action plans through
understanding stakeholder requirements, setting goals with measurable outcomes,
managing project risks and issues, and providing transparent communication throughout the life cycle of
the endeavor. He has successfully managed the implementation of large-scale projects, including ERP
and computer-aided dispatch/records management systems (CAD/RMS), developed a mobile app to
connect citizens to organizational services, and led a work smarter initiative to reduce cost and increase
the efficiency of utility and public works departments. Also notable is that Austin is a proud resident of theState
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Ryan Doil, MBA, Prosci® CCP, CPPB
Ryan is a senior manager in the Local Government Practice Group who focuses on
procurement and vendor support activities. He brings more than five years of experience in
a federal procurement role and has managed projects similar in scope and size to the
services requested by the City for a number of BerryDunn clients. Ryan is skilled in managing the
challenges and constraints for complex, enterprise-wide projects, such as the one planned by the City. He
leads and assists with conducting current environment assessments and defining future system
requirements through a collaborative and structured system evaluation process.
Sondra Hathaway, MBA
Sondra is a senior consultant in our Local Government Practice Group with a background in
organizational development. She utilizes Lean principles to help her clients with process
improvement initiatives and cost reduction strategies. She has extensive experience in the
areas of strategic planning, change management, organizational development, engagement strategy, and
relationship building. In addition, Sondra also has experience in learning and development, which she
leverages when implementing change. She has over 20 years of experience serving the public sector.
The City will also benefit from the breadth and depth of our Consulting Services Team. This
broader team is composed of more than 300 consultants who can contribute their help
and expertise to efforts related to fact-finding, research, and deliverable development, when
and where it will benefit the City most.
Methodologies and Approach
Project Management
To help ensure that project objectives are met, and initiation and completion of project work are
conducted in a timely manner, each BerryDunn project is led by an experienced project manager who
understands and utilizes project management best practices. Our Consulting Services Team employs
project management best practices from PMl®'s Project Management Body of Knowledge Guide
(PMBO@ Guide), Version 7 .
integrated Change Management Methodologies
Stakeholders’ willingness to adopt new processes plays a significant role in the success–or failure–of
related projects. BerryDunn has observed resistance to change in virtually all our engagements. As such,
our project management approach is carefully integrated with change management methodologies to
promote buy-in and consensus for the project. We will work with the City to address resistance by:
• Engaging stakeholders at the right level throughout the project–from initial planning through
implementation–to build understanding for the need for change and gain support from the people
who will be using the future solution, and who are most familiar with current processes
• Developing and executing a communications plan that considers the information needs of each
stakeholder group
• Documenting business processes, and working with stakeholders to understand how their work
will be performed in the future environment
We have adopted the Prosci® change management methodology and trained over f 00 consultants to
become ProscP Certified Change PractitIoners (CCPs). A central focus of the Prosci® change
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management approach is the belief that for change to work in an organization, individuals must be willing
to change and understand change. Additionally, according to research conducted by Prosci®, the
likelihood of project success increases significantly, and in alignment with the level of change
management focus applied to the project. Even small increases in focus on change management, from
"poor” to “fair,” are likely to have a positive impact on system adoption and project success.
Consistent with the Prosci® methodology, the City can expect our change management approach to
involve three stages, as described below.
1. Preparing for Change
Developing of change management strategies, based on input from the City’s stakeholders on the
existing environment.
2. Managing Change
Overseeing assigned roles and tasks, providing training and coaching, using tools effectively, and
executing a clear communication plan.
3. Reinforcing Change
Evaluating action plans, reviewing the sustainability of change management activities, and
promoting individual and team successes.
Work Plan
BerryDunn strives to be flexible when it comes to development and execution of an effective work plan.
We understand that no two projects are exactly alike and believe that one of the primary reasons wehave been successful with similar projects is our willingness to be flexible in adapting to our
clients’ unique needs.
The overarching benefits the City can expect of our approach include:
•A methodology based on our extensive experience conducting similar projects
•Quality assurance processes that incorporate the City's review and approval of all deliverablesand key milestones
•Built-in project management and change management best practices–focused on keeping the
project on time, on budget, and progressing at a healthy pace–for the City’s stakeholders to
understand why and how findings and recommendations will improve the current environment
•A needs assessment that will include all functional areas within scope, and focus on how those
areas interact with each other and integrate with existing systems
Thorough business process improvement activities, helping the City identify root causes of
process and/or system deficiencies
A focus on taking full advantage of the newest technology and harnessing efficiencies by
reviewing business practices or implementing technology to enhance existing business processes
performed by individual departments and those performed across the City
Below and on the following pages, we provide details of our work plan to conduct the City’s project
effectively and efficiently.
•
•
Phase 1. Project Planning and Ongoing Project Management
1.1 Conduct initial project planning. We will conduct an initial project planning session with the City’s
project team to introduce key team members, clarify goals and objectives, identify known project
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Phase 1. Project Planning and Ongoing Project Management
constraints, identify all project stakeholders, and refine dates and/or tasks, as appropriate. We will
discuss our approach for managing communications between BerryDunn and the City and our
approach to the scope, timeline, risks, and resource management. We will also request names and
contact information for the appropriate staff members who will be involved in the project. These
discussions will inform the development of the Project Work Plan and Schedule.
1.2 Develop the Project Work Plan and Schedule. Based on the information gathered from our initial
project planning session, we will develop the Project Work Plan and Schedule, which will address our
approach for communications, scope, risks, and resource management. The Project Work Plan and
Schedule will also address our approach to providing the exact services requested by the City and the
agreed-upon time frame for each task. In addition, the Project Work Plan will incorporate agreed-upon
procedures between BerryDunn’s and the City’s project teams related to project control, including
quality management and deliverable submission/acceptance management. After providing draft
versions of these materials in advance, we will facilitate a teleconference to review the drafts and solicit
feedback from the project team. This feedback will be incorporated into the document, which will then
be distributed to the project team in final form.
J Deliverable 1 – Project Work Plan and Schedule
1.3 Develop Biweekly Project Status Updates. Throughout the project, our project manager will
provide Biweekly Project Status Updates that describe the activities and accomplishments for the
reporting period, plans for the upcoming month, risks or issues encountered during the reporting
period, and anticipated problems that might impact any project deliverable. We will meet with the City’s
project manager to review these updates.
J Deliverable 2 – Biweekly Project Status Updates
Phase 2. Needs Assessment
2.1 Develop and administer a Milestone Stakeholder Readiness Assessment web survey. We will
develop a survey to assess the stakeholder readiness level at this point in the project and solicitfeedback
2.2 Analyze the survey results and develop a Milestone Stakeholder Readiness Memo. We will
analyze the results of the web survey and compile the findings to develop a memo outlining the results
and overarching themes. We will then facilitate a teleconference with the City’s project team to solicit
feedback for the findings and update the memo to final.
J Deliverable 3 – Milestone Stakeholder Readiness Memo
2.3 Develop and issue a web survey and an information request and review the results. We will
develop and distribute a web survey to City staff to understand issues and challenges with current
business processes. We anticipate that this survey will be issued to the core department stakeholders
and used to help determine the current challenges and areas for improvement. Prior to issuing the web
survey, we will review the questions with the project team. We will use the survey results as one of
many data points in developing our evaluation of the current environment. Additionally, prior to
conducting our work, we will provide the City’s project team with an information request sheet to
request available documentation that will be helpful to us during the project (e.g., organizational charts,
documentation on existing systems, and policy documentation). We will respectfully request that the
project team provide the requested information prior to the project kickoff meeting and interviews, as
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Phase 2. Needs Assessment
reviewing this information in advance of our work will enable us to be more efficient, become more
knowledgeable of the current environment, and make best use of City personnel’s time.
2.4 Facilitate a kickoff presentation. We will conduct a kickoff presentation with City leadership and
all project stakeholders. This will serve as an opportunity to introduce our project team members,
discuss goals, present our project approach and methodology, review the schedule of key project
dates, and answer questions. As part of this presentation, the City’s project sponsor is expected to
participate and speak to the goals and objectives of the initiative.
2.5 Facilitate fact-finding meetings. Following the project kickoff presentation, we will conduct fact-
finding meetings with City staff identified as current and future users of the ERP solution. We will also
meet with IT staff and representative stakeholders from each department, by functional area. We will
explore their experiences in daily interaction with the system, along with any additional areas we
identify prior to or during the kickoff meeting. The purpose of these meetings is to review, evaluate, and
document the City's existing system functionality and understand processes that are critical or unique
to the City. Where appropriate, our team will observe staff conducting business process routines. We
will also meet with representatives from the City’s IT staff who support the existing applications to
review available system documentation, existing data elements, and data reporting needs. When
necessary, the BerryDunn team will accommodate unanticipated scheduling challenges of City
personnel to make the best use of time. Our approach is to do what we can to accommodate such
needs, providing the opportunity for all stakeholders to contribute their thoughts and ideas. We will
schedule meetings to address all functional areas in the City’s requested scope that may be part of afuture ERP environment.
2.6 Develop a Needs Assessment Report. Drawing on the information gathered through our review
of documentation, web survey results, and fact-finding sessions, we will prepare a draft Needs
Assessment Report. This report will include but not limited to:
A high-level summary of findings
•Gaps/deficiencies in current systems functionality or integrations
•A summary of available resources and any expected resource gaps in order to successfully
implement and support a modern ERP system
•Best practice functions, processes, and requirements
•Opportunities for improved system design and efficiency
High-level budgetary estimates for the ERP implementation initiative•
• Other preliminary considerations
We will provide a draft of the Needs Assessment Report to the City for review and facilitate a work
session via teleconference to explain our findings, gain feedback, and build consensus related to the
presented decision points. We believe it is important to obtain the City’s validation and approval of
these findings, as this information will serve as the basis for future requirements. We will then revise
the report and update to final.
J Deliverable 4 – Needs Assessment Report
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Phase 3. RFP Development and System Selection l
Optional 3.1 Facilitate vendor outreach information sessions. If desired, we will provide an
opportunity for up to eight ERP vendors to provide information on the capabilities of the systems on the
marketplace for two hours each. We will provide these vendors with a format to follow for ease of
comparison. By holding these sessions, the City will be better informed when finalizing requirements
for the future ERP solution. At the conclusion of these sessions, we will conduct a debrief survey to
solicit feedback from participants of desired functionality to be included in the RFP for a future system.
3.2 Develop Preliminary Functional and Technical Requirements. BerryDunn has developed a
database of ERP-specific technical and functional requirements based on our experience with other
governmental agencies, as well as our knowledge of software system functionality and best practices.
Drawing from this database, we will make refinements based on those processes that are critical or
unique to the City. These requirements will support supplemental functionality requirements with key
reporting, interface, and conversion enhancements. In our recent experience, those areas have
significantly differentiated vendors’ solutions and require a specific focus in the selection activities. Our
analysis typically results in about 75% of the requirements being defined upfront for most of our clients.
J Deliverable 5 – Preliminary Functional and Technical Requirements
3.3 Facilitate joint requirements planning (JRP) work sessions to review and update
requirements. We will facilitate a series of JRP work sessions with City stakeholders and our project
team members to review the preliminary requirements. We will reconvene many of the same
stakeholders, organized by functional area, which met during fact-finding activities to discuss the future
system capabilities. Using the preliminary list, we will review and confirm each item as well as assign a
relative criticality to communicate to vendors responding to the list as part of their RFP responses. We
will also facilitate similar meetings to review potential interfaces and data conversion objects. Once
these have been reviewed, we will update the list to final. Our role in facilitating the JRP work sessions
involves contributing our focused knowledge of the vendor marketplace to align the items requested in
the list with the goals and objectives of the project. For example, we might comment on where
functionality being requested is beyond the core capabilities of vendors and might represent a cost
increase. Conversely, we can advise on requirements to include that might be commonplace today, but
beyond the familiarity of City stakeholders.
J Deliverable 6 – Final Functional and Technical Requirements
3.4 Develop an RFP Package. We will develop an RFP Package using a proven format that
incorporates information pertaining to the history of the project, a high-level description of the City's
current environment, the City’s desired approach to implementing a new ERP solution, the City’s Final
Functional and Technical Requirements, and a structured list of points for vendors to address in their
responses. Our project team will also work with the City to develop objective evaluation criteria to
include in the RFP. We will then prepare a scoring matrix to track significant strengths and limitations of
each proposal reviewed, based upon established evaluation criteria. Once complete, we will meet with
the City’s project team to review the draft RFP Package, collecting any feedback or additional terms for
inclusion, before updating the RFP to final and providing it to the City’s project team for distribution
through its standard channels. In addition, we can provide a distribution list that includes most of the
major ERP solution vendors in the market.
a Deliverable 7 – RFP Package
DocuSign Envelope ID: 1377B7A5-76794AFE-B8EA-7827720B6660
Leisha Meine
March 16, 2023 1 Page 10
Phase 3. RFP Development and System Selection
3.5 Assist with responding to vendor questions and developing addenda. Our project team will
assist the City’s project team in responding to vendor questions and developing correspondingaddenda.
3.6 Assist with facilitating a vendor pre-proposal conference by phone. Our project team will
coordinate, plan, and lead a pre-proposal conference for interested vendors, facilitating the question-
and-answer portion of the meeting. We will then compile a list of questions raised and will prepare
suggested responses on the City’s behalf. These will be provided in a format that the project team can
review, revise, and ultimately publish as an addendum to the RFP, as determined by procurement staff.
3.7 Perform an initial completion review of vendor proposals received, identify initial items for
clarification, and develop Proposal Executive Summary Memo. We will facilitate the proposal
review process by analyzing up to 12 vendor proposals to identify issues, risks, exceptions, omissions,
and objections, compiling them in a single, executive-level Proposal Executive Summary Memo. The
memo will identify key areas for consideration by the evaluation team related to each vendor’s ability to
meet minimum requirements, and alignment with the evaluation criteria within the RFP. This memo will
also include a comparison of vendor responses to the Final Functional and Technical Requirements.
3.8 Facilitate round one scoring meetings to identify short-listed vendors and items needing
clarification. We will participate in a meeting with the evaluation team to review the proposal
summaries, discuss each proposal received, assist in the scoring process, and collect scores to identify
the top preferred vendors to invite for demonstrations. We will clarify any open items with these short-
list vendors before issuing invitations for demonstrations.
J Deliverable 8 – Proposal Summary Memo and Short-List Identification
3.9 Assist the City project team in planning for demonstrations and writing demonstration
scripts. We will meet with the City’s project team to discuss the format of vendor demonstration
scripts. We will develop a draft demonstration script template and provide it to the City's project team
for review. After finalizing an approved version, we will provide the appropriate scripts to each vendor
in advance of demonstrations.
3.10 Facilitate vendor demonstrations. We will attend demonstrations and assist the City’s project
team with facilitation for a period of up to four days. Our project team’s extensive background in thedemonstration process will provide the City’s project team with a unique perspective on how to score,
prepare, evaluate, and participate in vendor demonstrations.
3.11 Facilitate a round two scoring meeting to identify preferred vendors. We will participate in
the second round of vendor scoring immediately following the final demonstration to identify the vendor
or vendors for which the City’s project team should perform its reference checks.
3.12 Assist in planning for reference checks and site visits. We will assist the City’s project team
with identifying tasks that should be accomplished prior to meeting at each site. We will coordinate with
the City’s project team to discuss the suggested approach for these reference checks.
3.13 Facilitate a final scoring meeting. We will participate in the final round of vendor scoring via
teleconference following the completion of reference checks and site visits. The objective will be to
identify a preferred vendor and a second-choice vendor should contract negotiations with the first beunsuccessful.
a Deliverable 9 – Preferred Vendor Identification
DocuSign Envelope ID: 1377B7A5-7679J+AFE-B8EA-7827720B6660
Leisha Meine
March 16, 2023 1 Page 11
Phase 3. RFP Development and System Selection
3.14 Support the City in the contract negotiations and approval process with its preferred
vendor. At the conclusion of final scoring activities, we anticipate supporting the City with the contract
negotiations and approval process when and where it will benefit the City most. We have been involved
in this process from the client, vendor, and independent consultant perspectives and understand how
the associated support needs vary and how the contract impacts the eventual implementation process.
In conducting contract approval and negotiations activities, we will draw on these experiences to help
ensure the City’s best interests are met and project goals and objectives are achieved .
Working collaboratively with the City’s project team, legal counsel, and preferred vendor, among other
stakeholders, we will take part in various activities, including, but not limited to:
•Developing a draft contract, using the City’s contracting procedures and the vendor’s proposal
as starting points
•Reviewing the contract documents with the City’s project team to help ensure that
requirements are clearly defined and to establish that the City agrees to the schedule,implementation process, fee arrangement, scope of services, vendor resources, deliverables,
costs, acceptance criteria, and terms and conditions
•Participating during negotiations with the preferred vendor
Supporting presentation development and delivery to City leadership as it relates to receiving
approval and contract execution
Should it become clear at any point during contract negotiations and approval process that the
preferred vendor’s solution or contract terms will not meet the needs of the City, we might recommend
halting the process with that vendor and commencing efforts with the second-choice vendor.
•
In recognition of the many variables not yet known related to the contract approval and negotiationtimeline and work effort, we plan to commit up to 50 hours, billed as incurred.
J Deliverable 10 – Contract Negotiations and Approval Assistance
3.15 Develop and administer a Milestone Stakeholder Readiness Assessment web survey. We
will develop a survey to assess the stakeholder readiness level at this point in the project and solicit
feedback.
3.16 Analyze the survey results and develop a Milestone Stakeholder Readiness Memo. We will
analyze the results of the web survey and compile the findings to develop a memo outlining the results
and overarching themes. We will then facilitate a teleconference with the City's project team to solicit
feedback for the findings and update the memo to final.
J Deliverable 11 – Milestone Stakeholder Readiness Memo -J
DocuSign Envelope ID: 1377B7A5-76794AFE-B8EA-7827720B6660
Leisha Meine
March 16, 2023 1 Page 12
Estimated Project Cost
Table 1 presents our proposed costs for completing the City's initiative. These fees are based on our
experience conducting projects of similar size and scope, and the assumption that satisfying a deliverable
is based on the City’s signed acceptance. That said, the City will not incur any additional costs associated
with the process of reaching deliverable acceptance. BerryDunn does not charge for time spent traveling,
so these fees reflect only the time BerryDunn team members will be working on the City’s project. We will
progress bill the City on a monthly basis for work completed against each deliverable.
Table 1 : ERP System Selection Fees
No. Phase Cost
1
2
3
Project Planning and Ongoing Project Management $14, 100
Needs Assessment $42,800
RFP Development and System Selection $57,500
$114,400Total
Travel expense estimate $9,500
We plan to expend 545 hours to complete this work plan, equating to $209.91 per hour.
BerryDunn expects to contract with the City using cooperative agreement with The Interlocal Purchasing
system (TIPS), contract #200601. We will observe the terms, conditions, and rates of that agreement.
Thank you for being open and flexible in discussing the City’s needs and our proposed services. No
matter how many clients BerryDunn assists, we always take care to ensure our work is tailored to the
nuanced needs and resources of our clients. If you have any questions, require any clarifications–or
wish to discuss the details of our letter further–please consider me your primary point of contact and feel
free to contact me directly.
Sincerely,
B_\\_
Seth Hedstrom, PMP®, LSSGB, Principal
Local Government Practice Group
207-541-2212 1 shedstrom@berrydunn.com
DocuSign Envelope ID: 1377B7A5-76794AFE-B8EA-7827720B6660
EXHIBIT C
INSURANCE REQUIREMENTS
Respondent’s attention is directed to the insurance requirements below. It is highly
recommended that respondents confer with their respective insurance carriers or brokers to
determine in advance of Proposal/Bid submission the availability of insurance certifIcates and
endorsements as prescribed and provided herein. If an apparent low respondent fails to comply
strictly with the insurance requirements, that respondent may be disqualifIed from award of the
contract. Upon contract award, all insurance requirements shall become contractual
obligations, which the successful CONSULTANT shall have a duty to maintain throughout the
course of this contract.
STANDARD PROVISIONS:
Without limiting any of the other obligations or liabilities of theCONSULTANT, the CONSULTANT shall provide and maintain until the
contracted work has been completed and accepted by the City of Denton,Owner, the minimum insurance coverage as indicated hereinafter.
As soon as practicable after notification of contract award, CONSULTANT shallfile with the Purchasing Department satisfactory certificates of insuranceincluding any applicable addendum or endorsements, containing the contractnumber and title of the project. CONSULTANT may, upon written request to thePurchasing Department, ask for clarification of any insurance requirements atany time; however, CONSULTANTs are strongly advised to make such requestsprior to proposal/bid opening, since the insurance requirements may not bemodified or waived after proposal/bid opening unless a written exception hasbeen submitted with the proposal/bid. CONSULTANT shall not commenceany work or deliver any material until he or she receives notification that thecontract has been accepted, approved, and signed by the City of Denton.
All insurance policies proposed or obtained in satisfaction of theserequirements shall comply with the following general specifications, and shallbe maintained in compliance with these general specifications throughout theduration of the Contract, or longer, if so noted:
• Each policy shall be issued by a company authorized to do business in the
State of Texas with an A.M. Best Company rating of at least A+ or better.
•Any deductibles or self-insured retentions shall be declared in the proposal. Ifrequested by the City, the insurer shall reduce or eliminate such deductibles orself-insured retentions with respect to the City, its officials, agents, employees
and volunteers; or, the CONSULTANT shall procure a bond guaranteeingpayment of losses and related investigations, claim administration and defense
Tech Services ERP Assessment - 8232
DocuSign Envelope ID: 1377B7A5-7679-4AFE-B8EA-7827720B6660
expenses.
•Liability policies shall be endorsed to provide the following:
o Name as Additional Insured the City of Denton, its Officials, Agents,Employees and volunteers.
0 That such insurance is primary to any other insurance available to the
Additional Insured with respect to claims covered under the policy andthat this insurance applies separately to each insured against whomclaim is made or suit is brought. The inclusion of more than one insured
shall not operate to increase the insurer's limit of liability.
o Provide a Waiver of Subrogation in favor of the City of Denton, itsofficials, agents, employees, and volunteers.
• Cancellation: City requires 30 day written notice should any of thepolicies described on the certificate be cancelled or materially changedbefore the expiration date.
•Should any of the required insurance be provided under a claims made form,
CONSULTANT shall maintain such coverage continuously throughout the termof this contract and, without lapse, for a period of three years beyond thecontract expiration, such that occurrences arising during the contract term which
give rise to claims made after expiration of the contract shall be covered.
•Should any of the required insurance be provided under a form of coverage thatincludes a general annual aggregate limit providing for claims investigation or
legal defense costs to be included in the general annual aggregate limit, theCONSULTANT shall either double the occurrence limits or obtain Owners and
CONSULTANTs Protective Liability Insurance.
•Should any required insurance lapse during the contract term, requests forpayments originating after such lapse shall not be processed until the Cityreceives satisfactory evidence of reinstated coverage as required by this
contract, effective as of the lapse date. If insurance is not reinstated, City may,
at its sole option, terminate this agreement effective on the date of the lapse.
SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS:
All insurance policies proposed or obtained in satisfaction of this Contract shalladditionally comply with the following specifications, and shall be maintained incompliance with these additional specifications throughout the duration of theContract, or longer, if so noted:
A. COMMERCIAL GENERAL LIABILITY INSURANCE
Tech Services ERP Assessment - 8232
DocuSign Envelope ID: 1377B7A5-7679dIAFE-B8EA-7827720B6660
Commercial General Liability Insurance including, but not limited to,
Premises/Operations, Personal & Advertising Injury, Products/Completed
Operations, Independent CONSULTANTs, and Contractual Liability with
minimum combined bodily injury (including death) and property damage limits of
$1 ,000,000.00 per occurrence and $2,000,000.00 general aggregate.
B.PROFESSIONAL LIABILITY INSURANCE
If CONSULTANT is a licensed or certified person who renders professional
services, then Professional Liability Insurance to provide coverage against
any claim which the CONSULTANT becomes legally obligated to pay as
damages arising out of the performance of professional services caused by
any negligent error, omission or act with minimum limits of $1,000,000.00
per claim, $1,000,000.00 annual aggregate.
Tech Services ERP Assessment - 8232
DocuSign Erlvelope ID: 1377B7A5-7679-4AFE-B8EA-7827720B6699hi b1 t D
CONFLICT OF INTEREST QUESTIONNAIRE
For vendor or other person doing business with local governmental enti
This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular SessiM
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 th,date 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.misdemeanor.a W
An offense under this section is a
Berry, Dunn , MCNe11 & Parker, LLC, dba BerryDunn
2 , , Check this box if you are filing an update to a previously filed questionnaire.X
(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.)
3 Name of local government officer about 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 be
completed 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?= Yes M No
B Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named in
this section AND the taxable income is not received from the local governmental entity?E] 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 officer
or director, or holds an ownership of one percent or more?
El Yes m No
D Describe each employment or business and family relationship with the local government officer named in this section
4
5
Lg I have no Conflict of Interest to disclose.
4/5/2023
SignaturiT with the govemmental entity Date
DocuSign Envelope ID: 1377B7A5-76794AFE-B8EA-7827720B6660
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 of a federal, state, or local
governmental entity ;(B) a transaction conducted at a price and subject to terms available to the public; or
(C) a purchase or lease of 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) A local 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 $2,500 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 governmental entity is considering entering into a contract with the vaxk)c
(B) has given to the local govemment officer or a family member ofthe officer one or more gifts that have an aggregate value ofmorethan $ 100 inthe 12-month period preceding 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) Avendor 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 ofthat local governmental 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 specifiedby 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 government officer of that local govenrmental 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 governmental 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 govenlment officer.
City of Denton Ethics Code Ordinance Number 18-757
Definitions
Relative: a family member related to a City Official within the third 3d degree ofaffiniW (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 properly to the City in exchange for compensation. This definition
does not include those property owners from whom the City acquires public right x)f-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 (8200.00) 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 AIticle, 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
DocuSign
Certificate Of Completion
Envelope Id: 1377B7A576794AFEB8EA7827720B6660
Subject: Please DocuSign: City Council Contract 8232 ERP Assessment
Source Envelope
Status: Completed
Document Pages: 32
Certificate Pages: 6
AutoNav: Enabled
Signatures: 6
Initials: 1
Envelope Originator:Cori Power
901B Texas Street
Denton, TX 76209
cori.power@cityofdenton.com
IP Address: 198.49.140.104
Envelopeld Stamping: Enabled
Time Zone: (UTC-06:00) Central Time (US & Canada)
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cori.power@cityofdenton.com
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Cori Power
cori .power@cityofdenton.com
Purchasing Supervisor
City of Denton
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Lori Hewell
lori.hewell@cityofdenton.com
Purchasing Manager
City of Denton
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Marcella Lunn
marcella.lunn@cityofdenton.com
Mack Reinwand City Attorney
City of Denton
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Seth Hedstrom
shedstrom@berrydunn.com
Principal
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-[krcuSlgned bH
1 SLXL hI4PM.
'6648F953119F424
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Electronic Record and Signature Disclosure;Accepted: 4/5/2023 6:54:50 PMID: 065e57fa-la9d-4403-89c2<f56@tece9b7
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Shannon Mejia
Shannon.Mejia@cityofdenton.com
Deputy Technology Director
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Cheyenne Defee
cheyenne.defee@cityofdenton.com
Procurement Administration Supervisor
City of Denton
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Sara Hensley
sara.hensley@cityofdenton.com
City Manager
City of Denton
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Jesus J. Salazar
jesus.salazar@cityofdenton.com
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-DoalSigned bICI &MS J. SaId,SAr.2437C77B897541D.
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Cheyenne Defee
cheyenne.defee@cityofdenton.com
Procurement Administration Supervisor
City of Denton
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Sent: 4/4/2023 1 1 :38:08 PM
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Gretna Jones
gretna.jones@cityofdenton,corn
Legal Secretary
City of Denton
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Rosa Rios
rosa.rios@cityofdenton.com
City Secretary
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Sent: 5/17/2023 8:52:28 AM
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Stephanie Padgett
Stephanie.Padgett@cityofdenton.com
TS Administration Manager
City of Denton
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Parties agreed to: Seth Hedstrom, Shannon Mejia, Jesus J. Salazar, Rosa Rios
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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.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
King Systems0
Browsers (for SENDERS
Browsers (for SIGNERS)
r
tternet Explorer 6.0? or above
mlet Explorer 6.0?, Mozilla FireFox 1.0
Ne1 7.2 (or above
Access to a valid email account
x
Email
c
Enabled Security Settings
•Allow per session cookies
•Users accessing the internet behind a Proxy
Server must enable Hmp 1.1 settings viaroxy 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.