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HomeMy WebLinkAbout24-1198FILE REFERENCE FORM VIC X Additional File Exists Additional File Contains Records Not Public, According to the Public Records Act Other FILE(S) 2_OIl- t \ B Date Initials • + q B I ; + I r ORDINANCE NO. 24-1198 AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICIPAL CORPORATION, AUTHORIZING THE APPROVAL OF A FIFTH AMENDMENT TO A CONTRACT BETWEEN THE CITY OF DENTON AND SCHNEIDER ELECTRIC SMART GRID SOLUTIONS, LLC, FORMERLY TELVENT USA, LLC, AMENDING THE CONTRACT APPROVED BY CITY COUNCIL ON MAY 7, 2013, IN THE NOT-TO-EXCEED AMOUNT OF $491,813.75; SAID FIFTH AMENDMENT TO CONTINUE TO PROVIDE VENDOR SUPPORT OF THE DENTON MUNICIPAL ELECTRIC (DN4E) ARCFM SOLUTION AND ASSOCIATED SOFTWARE MODULES ALONG WITH NEW HARDWARE AND SOFTWARE UPGRADES, WHICH IS THE SOLE PROVIDER OF THESE ITEMS, IN ACCORDANCE WITH TEXAS LOCAL GOVERNMENT CODE 252.022, WHICH PROVIDES THAT PROCUREMENT OF COMMODITIES AND SERVICES TFLAT ARE AVAILABLE FROM ONE SOURCE ARE EXEMPT FROM COMPETITIVE BIDDING, AND IF OVER $50,000, SHALL BE AWARDED BY THE GOVERNING BODY; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (FILE 8564 – PROVIDING FOR A TWO (2) YEAR TERM AND AN ADDITIONAL FIFTH AMENDMENT EXPENDITURE AMOUNT NOT-TO-EXCEED $95,000.00). WHEREAS, on May 7, 2013, by Ordinance No. 2013-118, the City awarded a contract to Telvent USA, LLC, in the amount of $491,813.75, for the purchase of a Geographic Information/Facilities Management System (GIS) software products for core operations, enhanced web-based GIS, and a new Outage Management System; and WHEREAS, on October 18, 2016, by Ordinance No. 2016-322, City Council awarded a First Amendment to Telvent USA, LLC, in the amount of $129,401.00, for vendor support of the Denton Municipal Electric (DME) ARCFM Solution and associated software modules along with new hardware and software upgrades; and WHEREAS, on August 8, 2018, Purchasing awarded a Second Amendment to Telvent USA, LLC, in the amount of $4,667.00, for vendor support of the Denton Municipal Electric (DME) ARCFM Solution and associated software modules along with new hardware and software upgrades; and WHEREAS, on March 3, 2020, by Ordinance No. 20-498, the City Council awarded a Third Amendment to Telvent USA, LLC, in the amount of $142,000.00, to provide continued vendor support of the Denton Municipal Electric (DME) ARCFM Solution and associated software modules along with new hardware and software upgrades; and WHEREAS, on April 8, 2022, Purchasing executed a Name Change with Schneider Electric Smart Grid Solutions, LLC, formally Telvent USA, LLC; and WHEREAS, on August 16, 2022, by Ordinance No. 22-1504, the City Council awarded a Fourth Amendment to Schneider Electric Smart Grid Solutions, LLC, in the amount of $95,000.00, to provide continued vendor support of the Denton Municipal Electric (DME) ARCFIVI Solution and associated software modules along with new hardware and software upgrades; and WHEREAS, this procurement was undertaken as part of the City’s governmental function; and WHEREAS, the additional fees under the proposed Fifth Amendment are fair and reasonable and are consistent with, and not higher than, the recommended practices and fees applicable to the Provider’s profession, and such fees do not exceed the maximum provided by law; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS : SECTION 1. The Fifth Amendment, increasing the amount of the contract between the City and Schneider Electric Smart Grid Solutions, LLC, which is on file in the office of the Purchasing Agent, in the amount ofNinety-Five Thousand and 00/100 ($95,000.00), is hereby approved, and the expenditure of funds therefor is hereby authorized in accordance with said amendment which shall be attached hereto. SECTION 2. The City Council hereby finds that this bid, and the award thereof, constitutes a procurement of items that are available from only one source, including items that are only available from one source because of patents, copyrights, secret processes, or natural monopolies; films, manuscripts, or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted to competitive bids . SECTION 3. The acceptance and approval of the above items shall not constitute a contract between the City and the person submitting the quotation for such items until such person shall comply with all requirements specified by the Purchasing Department. SECTION 4. The City Manager is hereby authorized to execute any contracts relating to the items specified in Section 1, and the expenditure of funds pursuant to said contracts is hereby authorized. SECTION 5. 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 6. This ordinance shall become effective immediately upon its passage and approval. The mo+ion tP approvq this ordinance was made by Eft \n Up ck and seconded by Jbe kbIt L.. J . This ordinance waspassed and approvedby thefollowing vote H- a : + I B + • }, U P+ • • a \ I • H : / • + a P T I \ • • L :9 r I r • U r I / P / ' • + B b # # e q q F ; r • F I • F b • n ! r n = # i F . - 1 L . ' . . 1 1. ’ , , . t ' ' j’ t : - ' . - ' . b ' I : i • 1 ' 1 q r 1 / . A a : P 1 : 4 ) R 1 a + r t 1 ;, V bt ._ /) b - + q I Aye 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 : Jill Jester, At Large Place 6: J J J /’ 1 \/ ,/ PASSED AND APPROVED this the i 8 th day of J b) n er . 2024 icr,<r/IOR ATTEST: LAUREN THODEN, CITY SECRETARY 'Aa# APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY BY:lr£aboc££GLanD DocuSign Envelope ID: 01B64C6C-B215-43D3-8D82-3D09823A610B DENTON Docusign City Council Transmittal Coversheet 8564FILE File Name I SCHEIDER SOFIWARE sup P,rcha,i,gContact c'Y;t;1 w';tb'"k City C,,„,iIT„g,t D,t, JU~= 18’ 2024 Not Applicab1 ePiggy Back Option Contract Expiration Ordinance NOVEMBER 30, 2026 24-1198 DocuSign Envelope ID: 01 B64C6C-B21543D34D82-3D09823A610B schfjg§! Small Utility Enterprise License Agreement City of Denton, Texas, a Texas Municipal Corporation Amendment No. 5 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 Schneider Electric Smart Grid Solutions, LLC, formerly Telvent USA, LLC (“Schneider Electric” or “Telvent”), SE Contract No. 2013-402 or Denton Contract No. 8048, the parties hereby wish to amend the Agreement for the purpose of extending the ELA for an additional two (2) years and change the contract number from 8048 to 8564. 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 5 is for an additional two (2) 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 5 shall be from December 1, 2024 through November 30, 2026. In Exhibit 2 – Enterprise Software, the list of Schneider Electric proprietary software to which Licensee shall have access to during the term of this Amendment 5 shall be as follows: • ArcFM • Fiber Manager • Fiber Manager XI • ArcFM Editor XI • ArcFM Viewer with Redliner • ArcFM Viewer • ArcFM Viewer with Inspector • ArcFM Mobile • ArcFM Web • ArcFM Web XI • Designer • Designer XI • ArcFM Geodatabase Manager • ArcFM Geodatabase Manager XI • Designer Express • Wavepoint Page 1 Interna DocuSign Envelope ID: 01B64C6C-B215d43D3-8D82-3D09823A610B SIllall"PJPJ!!gr • Wavepoint Xl • Conduit Manager • Responder • 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 4. Payment for from Schneider Electric.each year shall be due within 30 da Year 1 December 1, 2024 – November 30, 2025 Total $47,500 Annual Fee ofreceiDt of an invoice Year 2 December 1, 2025 – November 30, 2026 $47,500 For a two year not to exceed amount of $95,000 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 Schneider Electric Smart Grid Pi;}#:Solutions, 1/LO.'„'g„-d by; PrintedName: Drew Dltter Tide. Globa1 Operations Director 5/28/2024Date : Signature:EFA4FC4AD4(' e.;,„--: t +J:::# Sara Hens1 ey Printed Name: ‘ Title: CltY Manager Date: 6/20/2024 Page 2 Internal DocuSign Envelope ID: 01B64C6C-B215dj3D3-8D82-3D09823A610B IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and ay first above written. THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms. ATTEST: LAUREN THODEN, CITY SECRETARY SIGNATORE PRINTED NAME DME Genera1 Manager TITLE E1 ect rIc DEPARTMENT APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY DocuSign Envelope ID: 01B64C6C-B215-43D3-8D82-3D09823A61 OB_- ' –'- - -– - –-– - –---- Cl Q FORM CONFLICT OF INTEnT (ml STIONNAIRE 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 Session. FORM CIQ This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a) and by City of Denton Ethics 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 thI 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. a M SCHNEIDER ELECTRIC SMART GRID SOLUTIONS,LLC 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 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 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? E Yes B 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? D ,“m ,„, 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? = *”= ~" D.Describe each employment or business and family relationship with the local government officer named in this section 4 5 Ld I have no Conflict of Interest to disclose. 5/28/2024 Signatur;-a less with the governmental entity Date DocuSign Envelope ID: 01B64C6C-B21543D3-8D82-3D09823A610B CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity A complete copy ofChapter 1 76 ofthe Local Government Code may be found at http://www.statutes.legis.state.tx.us/ Docs/LG/htm/L(1176.htm. For easy reference, 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) atrznsaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an agency ofa 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) thevendor (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 52,500 during the 12-month period preceding the date that 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 vaIl)c (B) has given to the local government officer or a family member ofthe officer one or more gifts that have an aggregate value ofmore than $ 100 in the 12-month periodpreceding the date the officer becomes aware that: (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor, Local Government Code $ 176.006{a) and {a-1 } (a) A vendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local governmental entity and: ( 1) has an employment or other business relationship with a local government officer of that local 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 governmental entity, or a family member of the officer, one or more gifts with the aggregate value specified by Section 176,003(a)(2)(B), excluding any gin described by Section 176.003(a-1); or (3) has a family relationship with a local government officer of that local governmental entity. (a-1) The completed conflict of interest questionnaire must be fIled with the appropriate records administrator not later than the seventh business day after the later of ( 1) the date that the vendor: (A) begins discussions or negotiations to enter into a contract with the local govemmental entity; or (B) submits to 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 govemment 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 government oaicer. City of Denton Ethics Code Ordinance Number 18-757 Definitions Relative: a family member related to a City Official within the third 3d degree of affinity {marriage) or consanguinity (blood or adoption) City Official: for purpose of this article, the term consists of the Council Members, Department Heads, or member of the Board of Ethics, Planning and zoning Commission Members, Board of Adjustment, Historic Landmark Commission, or Public Utilities Board Vendor: a person who provides or seeks to provide goods, services, and/or real property to the City in exchange for compensation. Tbis definition does not include those property owners from whom the City acquires public rightof-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 gi 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 Article, the Board may recommend to the City Manager that the Vendor be deemed ineligible to enter into a City contract or other arrangement for goods, services, or real property, for a period of one (1) year. 'orm provided by Texas Ethics Commission www. ethics .state .tx . us Revised 11/30/2015 [k>cuSign Certificate Of Completion Envelope Id: 01B64C6CB21 543D38D823D09823A61 OB Subject: Please DocuSign: City Council Contract 8564 Schneider Electric ArcFM Support Amendment Source Envelope: Status: Completed Document Pages: 6 Certificate Pages: 6 AutoNav: Enabled Signatures: 6 Initials: 1 Envelope Originator: Crystal Westbrook 901B Texas Street Denton, TX 76209 crystal.westbrook@cityofdenton.com IP Address: 198.49.140.104 Envelopeld Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) Record Tracking Status: Original 5/20/2024 10:33:54 AM Holder: Crystal Westbrook crystal.westbrook@cityofdenton.com Location: DocuSign Signer Events Crystal Westbrook crystal.westbrook@cityofdenton.com Senior Buyer City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Signature Timestamp Sent: 5/20/2024 10:35:34 AM Viewed: 5/20/2024 10:35:41 AM Signed: 5/20/2024 10:44:33 AM Completed Using IP Address: 198.49.140.104 Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Sent: 5/20/2024 10:44:36 AM Viewed: 5/20/2024 12:55:05 PM Signed: 5/20/2024 12:55:22 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Not Offered via DocuSign Marcella Lunn marcella.lunn@cityofdenton.com Senior Deputy City Attorney City of Denton Security Level: Email, Account Authentication (None) Sent: 5/20/2024 12:55:24 PM Viewed: 5/20/2024 4:04:40 PM Signed: 5/20/2024 4:06:06 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Not Offered via DocuSign Drew Ditter drew.ditter@se.com Global Operations Director Schneider Electric Smart Grid Solutions, LLC. Security Level: Email, Account Authentication (None) 'DwuSlgned by: 1 hu'/ OatH '04CEFA4FG4AD4C6. Sent: 5/20/2024 4:06:08 PM Viewed: 5/21/2024 9:15:15 AM Signed: 5/28/2024 11 :41 :31 AM Signature Adoption: Pre-selected Style Using IP Address: 38.15.61.30 Electronic Record and Signature Disclosure: Accepted : 5/21/2024 9:15:15 AM ID: 91 6a889f-985944d9-b8f4-1 e8c6bbb9c5c Signer Events Antonio Puente, Jr antonio.puente@cityofdenton.com DME General Manager Security Level: Email, Account Authentication (None) Signature Timestamp Sent: 5/28/2024 1 1 :41 :34 AM Viewed: 5/28/2024 1:14:19 PM Signed: 5/28/2024 1:14:33 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Accepted: 5/28/2024 1:14:19 PM ID: af368f9c-d796462b-8876-cee1737965b4 Cheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Completed Sent: 5/28/2024 1:14:36 PM Viewed: 6/20/2024 9:13:58 AM Signed: 6/20/2024 9:14:18 AM Using IP Address: 198.49.140.10 Sara Hensley sara.hensley@cityofdenton.com City Manager City of Denton Security Level: Email, Account Authentication (None) Sent: 6/20/2024 9:14:21 AM Viewed: 6/20/2024 10:44:31 AM Signed: 6/20/2024 10:44:36 AM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Not Offered via DocuSign Lauren Thoden lauren.thoden@cityofdenton.com City Secretary Security Level: Email, Account Authentication (None) 'DwuSlgned br I M abM&b ,D09D09CAD33D487. Sent: 6/20/2024 10:44:39 AM Viewed: 6/20/2024 1 1 :05:49 AM Signed: 6/20/2024 1 1 :06:22 AM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Status Timestamp Editor Delivery Events Timestamp Agent Delivery Events Status Status Timestamp Intermediary Delivery Events Timestamp Certified Delivery Events Status Status Timestamp Carbon Copy Events Cheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Timestamp Sent: 5/20/2024 10:44:35 AM Carbon Copy Events Gretna Jones gretna.jones@cityofdenton.com Legal Secretary City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Status Timestamp Sent: 5/28/2024 1:14:36 PM Viewed: 5/28/2024 3:14:06 PM City Secretary Office citysecretary@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Sent: 6/20/2024 11 :06:25 AM Viewed: 6/21/20241 :30:56 PM JerTy Looper jerry.looper@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 5/23/2024 5:02:47 PM ID: 8a4b487f-4e63Jj947-b63b-1 16198194936 Sent: 6/20/2024 1 1 :06:26 AM Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Envelope Sent Envelope Updated Envelope Updated Envelope Updated Certified Delivered Signing Complete Completed Status Timestamps 5/20/2024 10:35:34 AM 5/20/2024 10:42:52 AM 5/20/2024 10:42:53 AM 5/20/2024 10:42:53 AM 6/20/2024 11 :05:49 AM 6/20/2024 11 :06:22 AM 6/20/2024 11 :06:26 AM Hashed/Encrypted Security Checked Security Checked Security Checked Security Checked Security Checked Security Checked Payment Events Status Timestamps Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM Parties agreed to: Drew Ditter, Antonio Puente, Jr., Jerry Looper 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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