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2013-342ORDINANCE NO, 2013 -342 WHEREAS, Section 25m .022 of the 1 Racal tr verti icrit �.'o�1c provides that procurement of items that are only available from 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; and WHEREAS, the City Council wishes to procure one or more of the items mentioned in the above paragraph; NOW, THEREFORE, SECTION 1. The following purchase of materials, equipment or supplies, as described in the "File" listed hereon, and on file in the office of the Purchasing Agent, and the license terms attached are hereby approved: FILE NUMBER VENDOR AMOUNT 4074 Open Systems International. Inc $504,659 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, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under File 5423 to the City Manager of the City of Denton, Texas, or his designee. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the 'th wm day of 2013 ,., - - ---- ..... I ' B1 �1 C OUGH; MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY:��c * A rcffflslm• t� "Wor-MUMMOVIr", JU! (OSI) [FfLE NO. 40741 THIS FIRST AMENDMENT TO CONTRACT (hereafter the "First Amendment") to that certain Contract by and between the City of Denton, Texas and Open Systems International, Inc. (hereafter the "Agreement") in the original not-to- exceed amount of $203,419, which was heretofore executed on February 26, 2009, and was approved within the delegated authority of the City of Denton City Council; and said Agreement was heretofore entered into by and between the City of Denton, Texas, a Texas Municipal Corporation with its offices at 215 East McKinney Street, Denton, Texas 76201 (hereafter the "CITY"); and the firm of Open Systems International, Inc. (hereafter "OSI") with its offices at 4101 Arrowhead Drive, Medina, Minnesota 55340; and The original Agreement provided for OSI's services related to the Supervisory Control and Data Acquisition (SCADA) System for Denton Municipal Electric as is contained in Exhibit A of the original Agreement. The further products and services to be performed by OSI are contained in Exhibit G of this First Amended Agreement. OSI has completed the initial work called for in the original Agreement; and the City deems it necessary to further expand the services provided by OSI to the CITY, and to provide an additional not-to-exceed amount $301,240, for an aggregate of $504,659, for the additional required products and services. This includes Options 1-3, and two (2) years of Monarch Gold Support listed in Option 4, as described in Contractor's proposal, Exhibit G.. NOW THEREFORE, the CITY and OSI (hereafter collectively referred to as the "Parties"), in consideration of their mutual promises and covenants, as well as for other good and valuable considerations, do hereby AGREE to the following First Amendment, which amends the following terms and conditions of the said Agreement, to wit: The provisions of Section I. "Scope of Services" of the First Amendment are hereby amended to add the additional language as follows, to wit: "(g) Contractor's Proposal dated December 2, 2013. (Exhibit "G")" The Parties agree that Exhibit G shall govern all aspects of the work to be performed and/or delivered as part of this Amendment. The provisions in paragraph I of Section I. "Scope of Services" shall be replaced by the following: Contractor shall provide all labor, supervision, materials and equipment necessary for the work described in Amendment I of this Agreement and Exhibit G, Contractor's Proposal 1 dated December 2,2O|3. The Contract consists of this written agreement and the following be/uu vvbicb are attached hereto and incorporated hereiubvnyfercnoc ki The provisions of Section D (Time for shall he amended aafollows: This Amendment governs the work bu Exhibit G1oho completed bv May 3)*,%0l4. 4. The provision of Section III (Term of Contract) shall ho modified aufollows: The term of this Contract shall be three year from execution of this Amendment. a The provisions of Section IV. "Warranty" ubo|be replaced bv the following: Contractor warrants and covenants 10 City that all goods and services provided by Contractor, Contractor's subcontractors, and agents under the Agreement shall be free of defects and produced and performed iuu skillful and workmanlike manner and shall comply with the specifications for said goods and services uu set forth io Exhibit "G". Contractor shall provide maintenance and support services iu accordance with the Software Support Plan selected by the City in Amendment 1, if any, and as described in Exhibit G. N The provisions of Section V. in the Agreement shall instead read, in line 3of the first paragraph thereof, "shall not exceed the sum nf $504,654." The number $203,419 contained on the original Agreement at the same location is hereby removed. a The provision of Section V (Payment) shall be amended as follows: The milestone payment schedule included iu Section \/"Paymeut" shall bo replaced with following milestone payment schedule: I. 20% Upon Receipt nf Purchase Order 2. 2OY6 Upon 0D[ Receipt ofHardware 3. 30Y6 Upon Shipment tn the City 4. )5Y6 Upon System Ready for Cu1ovur 5. l5% Upon Completion ofProject L-11 The Parties hereto agree, that except as specifically provided for by this First Amendment, that all of the terms, covenants, conditions, agreements, rights, responsibilities, and obligations of the Parties, set forth in both the Agreement and now the First Amendment shall be, and will remain in full force and effect. IN WITNESS WHEREOF, the City of Denton, Texas and Open Systems International, Inc., have each executed this First Amendment in three (3) original counterparts, by and through their respective duly authorized representatives and officers on this the day of " Z° , 2013. "CITY" CITY OF DENTON, TEXAS A Texas Municipal Corporation Ile ..w B.._ y t car "e Ca iipbell City Manager ATTEST: JENNIFER WALTERS, CITY SECRETARY LIN APNl (VFJ) ,P TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY By r I 6 "OSI» ATTEST: : t rJ CLpVc 16- 111 /aol3 OPEN SYSTEMS INTERNATIONAL, INC. By. ,. AUTHORIZED SIGNATURE, TITLE O TURF, PrpS;JkAlr+ -C�e la I ► ►1xO I3 ,. OBI Bill To: City of Denton 215 E McKinney Street Denton, TX 76201 -4299 USA Attn: Accounts Payable Reference: DME2013- Q05 -Rev2 Contact: Eric Bruggemann EXHIBIT G Ship To: City of Denton 215 E McKinney Street Denton, TX, 76201 -4299 USA Attn: Lance Cunningham Terms: Net 30 Days Quotation Quote Number: QT00004316 Date: December 02, 2013 Description I Qty I Unit Cost I; Unit I Extended Cost Option #1— ERCOTMarket OperationsSvstem Hardware Generation Operations Workstations 2 2,200.00 EA 4,400.00 For Specifications See Appendix A Hardware Subtotal: 4,400.00 Software ERCOT Market Licensing Interface 1 139,500.00 EA 139,500.00 Includes the Following: OpenECATM (Energy Control Algorithm) - ERCOT Nodal OpenMOSM (Market Operating System) - ERCOT Nodal OSI Webservices Licensed for 1 QSE, 300MW & 2 Units Existing Customer Appreciation Discount Discount: - 25,000.00 - 25,000.00 OpenViewTM^ - Console w /Dual Monitor - License 2 1 2,750.00 EA 5,500.00 Software Subtotal 120,000.00 Project Implementation ERCOT System Project Implementation 1 65,300.00 EA 65,300.00 Includes the Following Work Remotely from OSI: Preparation, Planning & Project Management Test System Building, Configuration & Testing Remote Software Installation & Configuration Post Project Support, Q&A, Documentation Work to Occur at DME: Implementation & Cutover Operator Training OSI University Training Credits 4 495.00 EA 1,980.00 Sufficient for 2 Students to Enroll in M11 -401 "Automatic Generation Control' 2 Day Course Held in Minnesota Project Implementation Subtotal„ 1,980.00 Support monarchTm GOLD Support Adder 1 18,000.00 EA 18,000.00 Covers the First Year of Support for the ERCOT System Open Systems International, Inc. 4101 Arrowhead Drive, Medina, MN 55340 -9649 Phone: (763) 551 -0559 Fax: (763) 404 -4007 Email: info @osii.com http: www.osii.com Proprietary and Confidential EXHIBIT G O B 1 Quotation Quote Number: QT00004316 Date: December 02, 2013 Bill To: Ship To: City of Denton City of Denton 215 E McKinney Street 215 E McKinney Street Denton, TX 76201 -4299 Denton, TX, 76201 -4299 USA USA Attn: Accounts Payable Attn: Lance Cunningham Reference: DME2013405 -Rev2 Terms: Net 30 Days Contact: Eric Bruggemann Support Subtotal: 18,000.00 Option #1 209,680.00 Total: Option #2- 0penSTLF Software OpenSTLFTM - License 1 20,000.00 EA 20,000.00 Short-Term- Load - Forecasting Software Subtotal: 20,000.00 Project Implementation OpenSTLF Project Implementation 1 14,200.00 EA 14,200.00 Includes the Following Work Remotely from OSI: Preparation, Planning & Project Management Test System Building, Configuration & Testing Post Project Support, Q&A Work Performed at DME: Implementation & Cutover Informal Training OSI University Training 4 495.00 EA 1,980.00 Sufficient for 2 Students to Enroll in M12 -403 "Load Forecasting" 2 Day Course Held in Minneapolis Project Implementation Subtotal: 1,980.00 Support monarchTm GOLD Support Adder 1 3,000.00 EA 3,000.00 Support Subtotal: 3,000.00 Option #2Total: 39,180.00 Option #3— Travel Costs Project Implementation Project Travel Costs - Not To Exceed 1 7,500.00 EA 7,500.00 Billed at Actual Cost Plus a Small Administrative Fee Assumes up to 3 Trips for Implementation of Options 1 & 3 Project Implementation Subtotal: 7,500.00 Option #3 Total„ 7,500.00 Option #4— Future SupportCosts Open Systems International, Inc. 4101 Arrowhead Drive, Medina, MN 55340 -9649 Phone: (763) 551-0559 Fax: (763) 404-4007 Email: info @osii.com http: www.osii.com Proprietary and Confidential 08 1 Bill To: City of Denton 215 E McKinney Street Denton, TX 76201 -4299 USA Attn: Accounts Payable Reference: DME2013- Q05 -Rev2 Contact: Eric Bruggemann Support monarchTm GOLD Support - Years 2 - 5 Year 2 = $21,945 Year 3 = $22,935 Year 4 = $23,965 Year 5 = $25,000 Assumes Options 1 & 3 Are Selected EXHIBIT G Ship To: City of Denton 215 E McKinney Street Denton, TX, 76201 -4299 USA Attn: Lance Cunningham Terms: Net 30 Days Support Subtotal: Option #4Total: Other Special Terms & Conditions - Please Review 1) Quote assumes DME will provide all third party hardware, software, licensing and other configuration not specifically mentioned in this quote. 2) Quote assumes DME will have dedicated personnel assigned to assist in the installation and implementation effort. 3) DME shall provide all relevant system information required for the work as needed (e.g. databases, displays, networking information, etc.). 4) If necessary, quote assumes DME will handle any custom display and database work, and will test and verify all external links and interfaces. 5) Quote assumes DME will provide remote high -speed access to server and console hardware. 6) Quote assumes DME will perform all networking equipment and configuration to accommodate additional workstations. 7) Quote assumes DME will physically install and cable new workstations. 8) It is assumed that DME will provide a network switch for 9) All selected options shall be implemented with the base quotation. 10) Quote assumes DME will configure SCADA and ICCP points for integration with ERCOT and submit them to OSI prior to OSI's commencement of database build and testing work. 11) Quote training is informal and onsite. OSI suggests DME enrolls in more comprehensive OSI University training and provided Option #6. 12) Quote assumes DME will work with ERCOT to procure any necessary certificates for secure web services communication. 13) Quote assumes DME has sufficient load and weather data available in OSI's Historian which be utilized for building the initial STLF database (1 year's worth is desirable). Open Systems International, Inc. 4101 Arrowhead Drive, Medina, MN 55340 -9649 Phone: (763) 551-0559 Fax: (763) 404-4007 Email: info @osii.com http: www.osii.com Quotation Quote Number: QT00004316 Date: December 02, 2013 93,845.001 EA 1 93,845.00 93, 845.00 93,845.00 Proprietary and Confidential ��9 0 S Bill To: City of Denton 215 E McKinney Street Denton, TX 76201 -4299 USA Attn: Accounts Payable Reference: DME2013- Q05 -Rev2 Contact: Eric Bruggemann EXHIBIT G Ship To: City of Denton 215 E McKinney Street Denton, TX, 76201 -4299 USA Attn: Lance Cunningham Terms: Net 30 Days Terms and Conditions Quotation Quote Number: QT00004316 Date: December 02, 2013 1. This quotation is valid for 30 days, unless otherwise agreed. 2. Travel costs are -Rot included in this quote. All travel and associated administrative costs will be billed as incurred. Travel costs will not exceed $7,500. 3. All quoted prices are in US Dollars ($), unless otherwise noted. 4. OSI will schedule all work upon receipt of the purchase order subject to OSI's resource availability. 5. Unless otherwise stated, Customer shall pay all applicable shipping. 6. Training, if applicable, will be provided at OSI's facility, unless otherwise agreed. 7. 1► ete�pris�dc�es�ot4nsk�aapg liEabls 8. Customer Customer shall provide all relevant system information required for the work as needed (i.e. databases, displays, reports, I addresses, networking information, RTU channel information, etc.) and shall be responsible for all delays caused by Customer's failure to do so in a timely manner. 9. Unless otherwise stated, Customer will have dedicated personnel available to assist OSI in the work. 10. OSI does not guarantee that third -party goods will be available at time of quote acceptance. If third party goods are not available, upon Customer's authorization, OSI will provide suitable replacements and bill any resulting cost differences to the Customer. Failure to timely authorize replacements may result in delays and /or need to re- quote. 11. When applicable, Customers subscribing to Gold or above Support Plans may be entitled to new software version updates without charge. With the exception of Diamond Plan subscribers, the Customer will be responsible to pay for any engineering services required to implement the software upgrades. 12. Unless otherwise agreed and quoted, Customer is responsible for all preparations for OSI's installation of software, hardware or services and any post - installation compatibility testing and compliance issues. 13. Customer will provide adequate environmental and power conditions onsite, unless otherwise stated. 14. Cutover is defined as the quoted functionality being operational with no outstanding critical incidents. 15. Any Quote(s) for system upgrade services require(s) that at the time of actual implementation Customer has a valid premium monarchTM^ Support plan which includes software upgrade privileges and that the system size or scope does not change dramatically between the issuance of the quote and implementation of the service. 16. OSI is unable to guarantee the availability of various third party goods including software, hardware, etc. This quote is based upon the assumption that if third party goods are unavailable at the time of ordering, OSI and Customer will work together to reach a reasonable alternative, with the customer being liable for any significant price increase and OSI providing a credit for any price decreases. 17. Export Controls: a. Customer represents: It is not a citizen, national, or resident of, and is not under control of, the government of Cuba, Iran, Sudan, Libya, North Korea, Syria, nor any country to which the United States has prohibited export and that it is not listed on the United States Department of Treasury lists of Specially Designated Nationals, Specially Designated Terrorists, and Specially Designated Narcotic Trafifickers, nor are you listed on the United States Department of Commerce Table of Denial Orders. b. Customer agrees that it will not export or re- export the Product(s), directly or indirectly, to the above mentioned countries nor to citizens, nationals or residents of those countries nor to any entity so listed on any of the above mentioned lists. c. Customer agrees that it will not use the Product(s) for, and will not allow the Product(s) to be used for the development, design, manufacture or production of nuclear, chemical or biological weapons of mass destruction. d. The requirements of (b) and (c) above apply to all Product(s) purchased or licensed to Customer from OSI whether included in this quote or purchased or licensed previously. Notice: OSI's quote is based upon Customer's acceptance of all applicable Terms and Conditions. Requests for additions to, deletions of, or different Terms and Conditions, may require a revised quote and /or additional costs or schedule delays. Open Systems International, Inc. 4101 Arrowhead Drive, Medina, MN 55340 -9649 Phone: (763) 551 -0559 Fax: (763) 404 -4007 Email: info @osii.com http: www.osii.com Proprietary and Confidential