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5770 - Amendment 3 Executed Docusign City Council Transmittal Coversheet File Name Purchasing Contact City Council Target Date Piggy Back Option Contract Expiration Ordinance DocuSign Envelope ID: 95873B95-4C0E-449F-8064-5F2672B94C64 !$"" !#% $ # # Telvent USA, LLC Page 1 Small Utility Enterprise License Agreement City of Denton, Texas, a Texas Municipal Corporation Amendment No. 3 In accordance with the terms and conditions of the Small Utility Enterprise License Agreement (“Agreement” or “ELA”) between City of Denton, Texas, a Texas Municipal Corporation (“Licensee”), and Telvent USA, LLC (“Telvent”), Contract No. 2013-402, the parties hereby wish to amend the Agreement for the purpose of extending the ELA for an additional three (3) years. The terms of the Agreement shall be amended as follows. Article 6, Term, Termination, and Renewal The paragraph a. of Article 6 shall be deleted and replaced with the following provision, with changes shown in italics. a. Term: The license granted by this ELA Amendment 3 is for an additional three (3) years from the Effective Date, unless terminated earlier as provided herein. The term of all licenses and the authorized period of use for all Enterprise Software deployed by Licensee shall be concurrent with the term of this ELA Amendment. No indefinite or perpetual term license grants are provided with this ELA. For the avoidance of doubt, the term of this Amendment 3 shall be from December 1, 2019 through November 30, 2022. In Exhibit 2 – Enterprise Software, the list of Telvent proprietary software to which Licensee shall have access to during the term of this Amendment 3 shall be deleted and replaced with the following: • ArcFM • Fiber Manager • ArcFM Editor XI • ArcFM Viewer with Redliner • ArcFM Viewer • ArcFM Viewer with Inspector • ArcFM Mobile • ArcFM Web • Designer • Designer XI • ArcFM Geodatabase Manager • Designer Express • Wavepoint • Network Adapter • Responder • Conduit Manager • Responder Adapters Exhibit 3 – ELA Fees Schedule, shall be deleted and replaced with the following. Licensee shall pay the following ELA Fees for the duration of this Amendment 3. Payment for each year shall be due within 30 days of receipt of an invoice from Telvent. DocuSign Envelope ID: 95873B95-4C0E-449F-8064-5F2672B94C64 Telvent USA, LLC Page 2 Year 1 December 1, 2019 – November 30, 2020 Year 2 December 1, 2020 – November 30, 2021 Year 3 December 1, 2021 – November 30, 2022 Total Annual Fee $47,500 $47,500 $47,500 All terms and conditions of the Agreement not specifically amended as provided herein shall remain unchanged and in full force and effect. Accepted and Agreed: City of Denton, Texas, a Texas Municipal Corporation Telvent USA, LLC Signature: Signature: Printed Name: Printed Name: Title: Title: Date: __________________________________ Date: __________________________________ ATTEST: ROSA RIOS, CITY SECRETARY BY: _______________________________ APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY BY: ________________________________ THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms. ___________________________ __________________________________ SIGNATURE PRINTED NAME ____________________________ __________________________________ TITLE DEPARTMENT DocuSign Envelope ID: 95873B95-4C0E-449F-8064-5F2672B94C64 "&$$" "$ " !"$ # $" $ %$" " $'" Exhibit CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the 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. An offense under this section is a misdemeanor. 1 Name of vendor who has a business relationship with local governmental entity. 2 Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after 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 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 176.001(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 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? Yes 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? Yes No D. Describe each employment or business and family relationship with the local government officer named in this section. 4 I have no Conflict of Interest to disclose. 5 Signature of vendor doing business with the governmental entity Date DocuSign Envelope ID: 95873B95-4C0E-449F-8064-5F2672B94C64 Certificate Of Completion Envelope Id: 95873B954C0E449F80645F2672B94C64 Status: Completed Subject: Please DocuSign: City Council Contract 5770 Telvent Amendment 3 Source Envelope: Document Pages: 4 Signatures: 6 Envelope Originator: Certificate Pages: 6 Initials: 1 Lori Hewell AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) 901B Texas Street Denton, TX 76209 lori.hewell@cityofdenton.com IP Address: 129.120.6.150 Record Tracking Status: Original 2/13/2020 8:46:23 AM Holder: Lori Hewell lori.hewell@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 129.120.6.150 Sent: 2/13/2020 8:51:44 AM Viewed: 2/13/2020 8:51:52 AM Signed: 2/13/2020 8:53:19 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 129.120.6.150 Sent: 2/13/2020 8:53:20 AM Viewed: 2/13/2020 10:07:39 AM Signed: 2/13/2020 10:07:46 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Mack Reinwand mack.reinwand@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 129.120.6.150 Sent: 2/13/2020 10:07:47 AM Viewed: 2/13/2020 10:12:09 AM Signed: 2/13/2020 10:14:17 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Drew Ditter drew.ditter@se.com Director of Operations Telvent USA, LLC Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.202.137.36 Sent: 2/13/2020 10:14:18 AM Viewed: 2/13/2020 3:05:52 PM Signed: 2/14/2020 9:34:45 AM Electronic Record and Signature Disclosure: Accepted: 2/13/2020 3:05:52 PM ID: 06e1bd22-6bb4-44fe-ad73-a65e0c5c2bd9 Signer Events Signature vimestamp Antonio Puente, Jr. antonio.puente@cityofdenton.com Chief Financial Officer Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 129.120.6.150 Sent: 2/14/2020 9:34:47 AM Viewed: 2/14/2020 9:45:34 AM Signed: 2/14/2020 9:50:13 AM Electronic Record and Signature Disclosure: Accepted: 2/14/2020 9:45:34 AM ID: d208c3ec-b54c-4700-a24d-e9c9c011a3ba Cheyenne Defee cheyenne.defee@cityofdenton.com Contract Administrator City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 129.120.6.150 Sent: 2/14/2020 9:50:16 AM Viewed: 3/4/2020 8:48:11 AM Signed: 3/4/2020 8:48:26 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Todd Hileman Todd.Hileman@cityofdenton.com City Manager City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 129.120.6.150 Sent: 3/4/2020 8:48:29 AM Viewed: 3/4/2020 9:52:51 AM Signed: 3/4/2020 9:52:55 AM Electronic Record and Signature Disclosure: Accepted: 7/25/2017 11:02:14 AM ID: 57619fbf-2aec-4b1f-805d-6bd7d9966f21 Rosa Rios rosa.rios@cityofdenton.com City Secretary Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 129.120.6.150 Sent: 3/4/2020 9:52:58 AM Viewed: 3/6/2020 7:58:08 AM Signed: 3/6/2020 7:58:54 AM Electronic Record and Signature Disclosure: Accepted: 3/6/2020 7:58:08 AM ID: 1a007ee1-137a-4527-bbfd-72fe3b47d8be vn verson Signer Events Signature vimestamp Editor Deliverv Events Status vimestamp vgent Deliverv Events Status vimestamp vntermediarv Deliverv Events Status vimestamp Certivied Deliverv Events Status vimestamp Carvon Copv Events Status vimestamp Cheyenne Defee cheyenne.defee@cityofdenton.com Contract Administrator City of Denton Security Level: Email, Account Authentication (None) Sent: 2/13/2020 8:53:20 AM Viewed: 2/13/2020 10:11:05 AM Electronic Record and Signature Disclosure: Carvon Copv Events Status vimestamp Not Offered via DocuSign Sherri Thurman sherri.thurman@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None) Sent: 2/14/2020 9:50:15 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane Richardson jane.richardson@cityofdenton.com Assistant City Secretary City of Denton Security Level: Email, Account Authentication (None) Sent: 3/4/2020 8:48:28 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Zolaina Parker Zolaina.Parker@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None) Sent: 3/4/2020 8:48:28 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Omar Rodriguez Omar.Rodriguez@cityofdenton.com Security Level: Email, Account Authentication (None) Sent: 3/6/2020 7:58:56 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign vitness Events Signature vimestamp votarv Events Signature vimestamp Envelope Summarv Events Status vimestamps Envelope Sent Hashed/Encrypted 3/6/2020 7:58:56 AM Certified Delivered Security Checked 3/6/2020 7:58:56 AM Signing Complete Security Checked 3/6/2020 7:58:56 AM Completed Security Checked 3/6/2020 7:58:56 AM vavment Events Status vimestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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