8062 - Informal Letter Change 2 Executed
Procurement & Compliance
901 B Texas St., Denton, TX 76209 (940) 349-7100
OUR CORE VALUES
Integrity Fiscal Responsibility Inclusion Transparency Outstanding Customer Service
August 19th, 2022
Mr. Sean Sykes
N. Harris Computer Corporation.
1 Antares Drive, Suite 400
Ottawa, ON, CAN K2E 8C4
SSykes2@harriscomputer.com
Re: Letter Agreement to Amend (this “Amendment”) File 8062 – Utility Billing System between
the City of Denton (“COD”) and N. Harris Computer Corporation dated August 16th, 2022
(the “Contract”) – Informal Change #2
Dear Mr. Sykes,
Thank you for being such a valued partner. By signing this Amendment below, COD and N. Harris
Computer Corporation agree that the Contract is hereby deemed amended to the updated Schedule of
Charges, as shown in Attachment A.
Except as amended by this Amendment, the Contract is not otherwise amended and all other terms
and conditions of the Contract remain in full force and effect, as amended hereby. This Amendment
may be executed in any number of counterparts, each of which shall be deemed an original and all of
which together shall constitute one and the same instrument. Signatures transmitted electronically
shall have the same effect as the delivery of original signatures.
Regards,
____________________________ ___________________________
Erica Garcia, Buyer Sean Sikes, Vice President
Procurement and Compliance or Authorized Representative
City of Denton N. Harris Computer Corporation
DocuSign Envelope ID: 4E9B9C77-925D-4735-80F8-DFD3390C98FF
Statement of Work:
NorthStar Enterprise REST API SOW
City of Denton
July 20, 2022
Version 1.1
SOW VALID UNTIL: September 20, 2022
ATTACHMENT A
DocuSign Envelope ID: 4E9B9C77-925D-4735-80F8-DFD3390C98FF
2
Revision Control
Document Title: Denton – NorthStar Enterprise REST API SOW
Author: Paven Sekhon
Version Date Author Details / Comments
Version 1.0 2022-07-20 Pav Sekhon Initial Draft
ATTACHMENT A
DocuSign Envelope ID: 4E9B9C77-925D-4735-80F8-DFD3390C98FF
3
TABLE OF CONTENTS
1 Introduction ................................................................................................................................ 4
1.1 Objective .................................................................................................................................... 4
2 Service Description ...................................................................................................................... 5
2.1 Areas within Scope ..................................................................................................................... 5
2.2 Areas Out of Scope ..................................................................................................................... 5
2.3 Approach .................................................................................................................................... 6
3 Change Management Process ...................................................................................................... 6
4 Fees & Payment Schedule ............................................................................................................ 7
4.1 Payment Schedule ...................................................................................................................... 7
4.2 Travel and Living Expenses ......................................................................................................... 8
5 Termination ................................................................................................................................. 9
6 Project Assumptions .................................................................................................................. 10
7 Document Acceptance and Signoff ............................................................................................. 11
ATTACHMENT A
DocuSign Envelope ID: 4E9B9C77-925D-4735-80F8-DFD3390C98FF
4
This Statement of Work for the City of Denton NorthStar Enterprise REST API – Statement of Work (this
“SOW”) is made pursuant to the “Agreement for Supply, Installation, and Implementation of Master
Agreement for Software License, Subscription, Services, Support and Maintenance, and Hosting Services
Agreement dated November 10, 2021.
1 INTRODUCTION
City of Denton, hereafter referred to as “Denton”, wishes to purchase an Enterprise REST API License from
NorthStar Utilities Solutions, an unincorporated division of N. Harris Computer Corporation (“NorthStar”).
Specific Limitations on Use of NorthStar REST API. Except as expressly provided in this Agreement and its
attachments or subsequently agreed upon in writing by Harris, Organization may not integrate with the
proprietary NorthStar REST API.
It is specifically understood that Harris has existing relationships with specific vendors related to such
integration, and that integrations with vendors who do not have existing such integrations may entail
additional costs and complexities.
1.1 Objective
This Statement of Work describes the work to be performed by NorthStar, and any associated deliverables
for this engagement (the “Services”). This SOW includes a scope definition, high-level timeline, fees, and
other terms and conditions specific to the Services hereunder.
Changes to this document shall be made through a change management process as described later in this
SOW.
ATTACHMENT A
DocuSign Envelope ID: 4E9B9C77-925D-4735-80F8-DFD3390C98FF
5
2 SERVICE DESCRIPTION
2.1 Areas within Scope
2.1.1 Implementation Scope
All implementation activities to be performed remotely, unless otherwise requested.
The scope of this statement of work includes the licensing of an Enterprise API License for the City of
Denton:
2.1.2 NorthStar Consulting Services
• No consulting services.
2.1.3 Engagement Completion Criteria
This engagement is deemed completed and accepted upon purchase of Enterprise API License.
2.2 Areas Out of Scope
Anything in this section and not listed in the above “Areas within Scope” is considered out of scope for
this SOW. Specific items that are currently out of scope of this engagement include:
• API consulting services or support
• Integration Discoveries
• Development of any existing or new API’s.
ATTACHMENT A
DocuSign Envelope ID: 4E9B9C77-925D-4735-80F8-DFD3390C98FF
6
2.3 Approach
Please speak to your account manager regarding scheduling for this project. Should additional time be
required to complete this project at any time, you will be notified and asked for your approval in advance
of NorthStar completing the incremental work.
3 CHANGE MANAGEMENT PROCESS
NorthStar will maintain the SOW with formal documentation denoting agreed upon changes. Denton and
NorthStar may propose changes to this SOW addressing services falling outside the scope of services
described in this SOW (“Change”). The Change Order form must be used for all change requests.
NorthStar shall have no obligation to commence work in connection with any change until the fee and
schedule impact of the change is agreed upon in a written Change Order form signed by the designated
representatives from both parties.
Upon identifying the need for a change, NorthStar shall submit the change on our standard Change Order
form describing the change, including the impact of the change on the schedule, fees and expenses.
Within 5 consecutive business days of receipt of the change order form, Customer shall either indicate
acceptance or rejection of the proposed change by signing the Change Order form or any other period of
time mutually agreed to by the parties. If NorthStar is advised not to perform the change, then NorthStar
shall proceed only with the original services. In the absence of Customer acceptance or rejection of the
Change Order, NorthStar will not perform the proposed change.
ATTACHMENT A
DocuSign Envelope ID: 4E9B9C77-925D-4735-80F8-DFD3390C98FF
7
4 FEES & PAYMENT SCHEDULE
NorthStar REST API Implementation
License
Unit Cost
Quantity
Total
Maintenance
NorthStar REST API $64,200 1 $64,200 $16,050*
License Total $64,200
Professional Services
- Project Management
- Documentation
- Technical Consulting Support
$0
Technology, Communication,
Administration
$0
Services Total $0
Project Total $64,200 $16,050*
*In addition to existing recurring NorthStar Maintenance & Support fees.
4.1 Payment Schedule
Any mutually agreed upon change controls will be billed at the standard NorthStar hourly rate when
incurred. An additional amount equal of 5% of the total fees billed has been included in the fee charged
to cover technology, communication and administrative costs. Price excludes any applicable taxes.
The NorthStar fees for the scope of services described in this Statement of Work, including the technology,
communication and administrative fee, is $83,520 USD based on fixed price plus any travel and logistics
(T&L) which may be required.
Any additional hours will be charged at the NorthStar standard hourly rate of $230.
License:
• 100% on contract signing
Maintenance:
• 100% is due on signing. NorthStar will prorate the maintenance based on Denton’s maintenance
renewal term.
Invoices are payable upon receipt.
ATTACHMENT A
DocuSign Envelope ID: 4E9B9C77-925D-4735-80F8-DFD3390C98FF
8
Quote is valid for 90 days from date of delivery. After 90 days the quote will be considered expired and
would need to be reassessed and re-quoted if still required.
4.2 Travel and Living Expenses
The above mentioned fees do not include any travel and per diem expenses incurred for on-site visits
required for this engagement.
Any travel time will be billed at $75/hour. Denton shall also pay or reimburse travel expenses plus a per
diem reasonably incurred in furtherance of NorthStar duties hereunder.
ATTACHMENT A
DocuSign Envelope ID: 4E9B9C77-925D-4735-80F8-DFD3390C98FF
9
5 TERMINATION
Unless NorthStar and/or Denton exercises its right to terminate this SOW due to material breach or
default, NorthStar must provide, and Denton must purchase, services from NorthStar for the items
defined within this SOW.
If Denton and/or NorthStar exercises its right to terminate this SOW due to material breach or default, or
Customer and/or NorthStar terminates this SOW without cause,
Denton’s obligation includes the following:
1. Provide notice of 10 calendar days for termination without cause;
2. Return the software to NorthStar and certify, under the hand of a duly authorized officer of
the Organization, that all copies of the software or any part thereof, in any form, within the
possession or control of the Organization have been returned to NorthStar. (if applicable)
3. Complete payment for services performed and expenses incurred prior to termination
including:
a. Any amounts previously invoiced but unpaid;
b. Fees for services performed through the termination date which has not been
invoiced; and
c. Any approved travel and living costs.
NorthStar’s obligation includes the following:
1. Provide notice of 10 calendar days for termination without cause.
Under no circumstances shall NorthStar be liable for any special, indirect, consequential, punitive or
incidental damages of any kind and shall not be liable for loss of profits, works stoppage, system failure
or malfunction, loss of data or any other damages or losses in connection with this statement of work,
even if NorthStar has been advised of the possibility of such damages. In any event, NorthStar shall not
be liable to pay any amount, in the aggregate, that is greater than the fees received by NorthStar under
this statement of work.
ATTACHMENT A
DocuSign Envelope ID: 4E9B9C77-925D-4735-80F8-DFD3390C98FF
10
6 PROJECT ASSUMPTIONS
The services, fees and delivery schedule for this engagement are based upon the following assumptions:
• Any items not explicitly identified within this document are considered out of scope. Any
changes to those responsibilities and/or deliverables will be considered a change in scope for
the project. Any proposed change to the engagement scope must be put into written format
and be submitted to NorthStar during this project for review and consideration.
• This project currently has, and will continue to have, the support of senior Denton management
and will be assigned sufficient priority with respect to other projects to ensure its success.
• Denton will assign a Lead to act as an internal resource and guide throughout this engagement.
• Denton will secure the appropriate staff in a timely fashion in order to discuss or review the
various materials produced when required. It is expected that the individuals involved will have
experience in Denton’s day-to-day operations and will work closely with the NorthStar
Consultants to resolve issues as required. The main purpose of this interaction is to provide a
quick and consistent response to procedural issues.
• Denton will secure, as required and in a timely fashion, the assistance and cooperation of the
third party providers to ensure specifications and documentation are complete and accurate. A
change order may be created if the third party providers are unavailable or non-cooperative and
as such results in an impact to the schedule or effort.
• Denton will provide access and support from the IT group and any other stakeholder, as deemed
necessary by NorthStar throughout this project.
• Denton agrees to facilitate any required corporate logistics for the fulfillment of this agreement.
• Denton will provide the appropriate remote access to its network, facilities, and systems as may
be required to perform activities from one of NorthStar’s locations. NorthStar shall abide by all
rules and directions of Denton when accessing the Denton’s network, facilities or systems.
• All hardware, software, and network components supplied by Denton are working properly and
are free of defects and will meet minimum hardware standards provided during the
engagement.
• All third-party software and hardware products are assumed to perform correctly in Denton’s
environment, in accordance with the appropriate third-party vendor’s specifications.
• The consultants will work remotely and will have ready access to appropriate personnel in the
user departments and to the technical documentation associated with the systems.
• Denton is responsible to provide the Testing and Production environment.
ATTACHMENT A
DocuSign Envelope ID: 4E9B9C77-925D-4735-80F8-DFD3390C98FF
11
7 DOCUMENT ACCEPTANCE AND SIGNOFF
Accepted on this day by:
City of Denton NorthStar Utilities Solutions
By: ____________________________ By: ______________________________
Name: ___________________________ Name: _____________________________
Title: ___________________________ Title: _____________________________
Date: ___________________________ Date: _____________________________
Please sign and return this document by email to Paven Sekhon at PSekhon@harriscomputer.com. If you
have any questions or need further information, please feel free to contact Pav Sekhon.
ATTACHMENT A
DocuSign Envelope ID: 4E9B9C77-925D-4735-80F8-DFD3390C98FF
Erica Garcia
8/29/2022
Buyer
8/29/2022
Sean Sykes
Vice President Sales
Certificate Of Completion
Envelope Id: 4E9B9C77925D473580F8DFD3390C98FF Status: Completed
Subject: Please DocuSign: 8062 API SOW Change #2
Source Envelope:
Document Pages: 12 Signatures: 4 Envelope Originator:
Certificate Pages: 5 Initials: 0 Erica Garcia
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-06:00) Central Time (US & Canada)
901B Texas Street
Denton, TX 76209
erica.garcia@cityofdenton.com
IP Address: 198.49.140.10
Record Tracking
Status: Original
8/29/2022 9:55:41 AM
Holder: Erica Garcia
erica.garcia@cityofdenton.com
Location: DocuSign
Signer Events Signature Timestamp
Erica Garcia
erica.garcia@cityofdenton.com
Buyer
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Sent: 8/29/2022 10:02:11 AM
Viewed: 8/29/2022 10:02:17 AM
Signed: 8/29/2022 10:02:21 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Sean Sykes
SSykes2@harriscomputer.com
Vice President Sales
Security Level: Email, Account Authentication
(None)Signature Adoption: Drawn on Device
Using IP Address: 174.112.160.105
Sent: 8/29/2022 10:02:22 AM
Viewed: 8/29/2022 4:32:14 PM
Signed: 8/29/2022 4:33:48 PM
Electronic Record and Signature Disclosure:
Accepted: 8/29/2022 4:32:14 PM
ID: b4105e9a-ad18-4061-91c7-f184e975231f
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Cheyenne Defee
cheyenne.defee@cityofdenton.com
Procurement Administration Supervisor
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 8/29/2022 4:33:49 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Carbon Copy Events Status Timestamp
Christa Foster
Christ.Foster@cityofdenton.com
Security Level: Email, Account Authentication
(None)
Sent: 8/29/2022 4:33:50 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 8/29/2022 10:02:11 AM
Certified Delivered Security Checked 8/29/2022 4:32:14 PM
Signing Complete Security Checked 8/29/2022 4:33:48 PM
Completed Security Checked 8/29/2022 4:33:50 PM
Payment Events Status Timestamps
Electronic Record and Signature Disclosure
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Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM
Parties agreed to: Sean Sykes
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