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2016-352ORDINANCE NO. 2016-352 SECTIONm 1. The City Manager or his designee is hereby authorized to execute the Interlocal Agreement with the University of North Texas under Section 791.001 of the Texas Government Code, a copy of which is attached hereto and incorporated by reference herein (the "Agreement") SECTION 2. The City Manager or his designee is authorized to expend funds pursuant to the Agreement for the purchase of various goods and services. SECTION 3. 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 6238 to the City Manager of the City of Denton, Texas, or his designee. SECTION 4. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the , day of , 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: - APPR IVE;D AS I`O LEGAL FORM: ANI 1 A BURGESS, CITY ATTORNEY BY: - r RIM 9 DINN. .: This Interlocal Agreement (the "Agreement") is made and entered intothil_between The City of Denton, Texas, a political subdivision of the State of Texas (hereinafter "CITY") and,,-),1111,'NIVERSIfY OF NORTH TEXAS, an agency of the State of Texas (hereinafter "UNT"). WHEREAS, both the CITY and the State of Texas have the authority to enter into this Agreement pursuant to Chapter 791, Texas Government Code; and WHEREAS, the Digital Roadmap Strategy ("DRoadmap") contemplated under this Agreement is of mutual interest and benefit to UNT and to the CITY and will further the instructional and technical objectives of UNT in a manner consistent with its status as an agency of the State of Texas; and provide guidance to City staff in working toward becoming a digital smart city. UNT's primary objective is to develop a digital roadmap to set a strategic vision in technology infrastructure investments, sustainability, education, and use of digital media for service delivery and citizen engagement, among other technology goals. WHEREAS, it is mutually beneficial to both parties to execute this Agreement whereby each entity can achieve common objectives relating to the health, safety, and welfare of the citizens of Texas, and in the interest of saving the CITY and State of Texas taxpayer funding; and NOW THEREFORE, in consideration of the mutual representations, terms and covenants hereafter set forth, the parties hereby agree as follows: 1. STATEMENT OF WORK. UNT agrees to use its reasonable efforts to develop a digital roadmap for the CITY as described in the Statement of Work appended hereto and incorporated as Appendix A. 2. PRINCIPAL COORDINATORS. The services will be provided under the guidance of Dr. Victor Prybutok, Vice Provost, Toulouse Graduate School, Interim Dean, College of Information, and Regents Professor of Decision Sciences, UNT. 3. PERIOD OF PERFORMANCE. UNT will conduct the program during the period of November 14, 2016 through September 22, 2017. This Agreement may be extended for a period of six months only by written agreement executed by both parties. 4. TOTAL AMOUNT OF THE CONTRACT. The CITY agrees to pay UNT the fixed price of $20,000, as agreed to in the payment schedule, listed below. 5. PAYMENT SCHEDULE. The CITY shall make payments upon receipt of invoices, in accordance with the statutory provisions of Texas Government Code; Chapter 2251.The payment schedule indentified below, strictly follows a milestone performance schedule, in meeting of the following stated DELIVERABLES (Appendix A), and in the approval of invoices submitted to the CITY: a. Digital Roadmap Definition, supported by Digital Roadmap Findings and Status Report, and receipt of invoice in the amount of $5,000 b. Survey Design, upon approval for Final Survey Instrument and Report Content, and receipt of invoice in the amount of $5,000 C. Survey, upon presentation of Survey results, and receipt of invoice in the amount of $5,000 d. Comprehensive Digital Roadmap, upon approval of Final Report, and receipt of invoice in the amount of $5,000. Invoices shall be sent to the following address: Name: City of Denton, Accounts Payable Department Address: 215 East McKinney Street City State Zip: Denton, TX 76201 Company Rep Name: Alma Vigil Phone: 940-349-8223 Email: ,r ak �.twl,:x5 tl [c t 4 cll batt tYEe Fl y.guw 6. TERMINATION. This agreement may be terminated by either party, upon sixty (60) days prior written notice. Termination or cancellation shall not affect the rights and obligations of the parties accrued prior to termination. The CITY shall be liable for all expenses incurred and all non -cancelable commitments made prior to UNT`s receipt of the notice of termination. The CITY shall pay UNT for these expenses on receipt of a final invoice. Additionally, UNT shall deliver the results of all previously unreported work in such form as it exists to the CITY in conjunction with the final invoice. Page 1 of 3 ILA app. 6/2011 7. BREACH / OPPORTUNITY TO CURE. The parties hereto expressly covenant and agree that in the event either party is in default of its obligations herein, the party not in default shall provide to the party in default at least thirty (30) days written notice to cure said default before exercising any of its rights as provided for in this Agreement. 8. LIABILITY. The parties to this Agreement and their respective officers and employees shall not be deemed to assume any liability for the acts, omissions and negligence of the other party. 9. DISCLAIMER OF LIABILITY. THE SERVICE PROVIDER IVIAIC-ES NO REPRESENTATIONS AND EXTENDS NO WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED IN CONNECTION WITH THE TECHNICAL REPORTS, INVENTION DISCLOSURES OR RESEARCH DATA FURNISHED UNDER THIS AGREEMENT. THERE ARE NO EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THAT USE OF SUCH MATERIALS OR MODIFICATION OF SUCH MATERIALS WILL NOT INFRINGE ON ANY PATENT, COPYRIGHT, 'IRADEMARK, OR OTHER PROPRIETARY RIGHT. 10. FORCE MAJUER.E. Except for the obligation for the payment of money, if either party fails to fulfill its obligations hereunder when such failure is due to an act of God, or other circumstance beyond its reasonable control, then said failure shall be excused for the duration of such event and for such a time thereafter as is reasonable to enable the parties to resume performance under this Agreement. 11. DISPUTE RESOLUTION. The City must use the dispute resolution process provided in Chapter 2260 of the Texas Government Code to -attempt to resolve a dispute arising under this contract and such process is -a required prerequisite to suit in accordance with Chapter 107, Texas Civil Practice and Remedies Code. The CITY must submit written notice of a claim of breach. of contract under this chapter to Julie Satagaj, Sr. Contracts Officer, Office of Grants and Contracts Administration, University of North Texas, 1155 Union Circle #305250, Denton, Texas 76203-5017, with copy to Dr. Victor Prybutok, PhD, Vice Provost, Toulouse Graduate School, University of North Texas, Eagle Student Services Center, 1. 155 Union Circle, 305459, Denton, Texas 76203-5017. UNT is an agency of the State of Texas and nothing in this Agreement waives or relinquishes the right of UNT to claim any exemptions, privileges and immunities as may be provided by law. 11 REMEDIES, This Agreement sliall be construed by and governed by the laws of the State of Texas. Venue for any legal action necessary to enforce the Agreement will be in Denton County, Texas. No remedy herein conferred upon any party is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise. No single or partial exercise by any party of any right, power or remedy hereunder shall preclude any other or further exercise thereof. 13. ENTIRE REPRESEN'T'ATION. This Agreement contains the entire agreement between the parties and supersedes any prior oral or written agreements, commitments, understandings, or communications with respect to the subject matter of the Agreement. No amendments or modification. of this Agreement shall be effective unless set forth in writing executed by duty authorized representatives of each party. This Agreement shall be construed in accordance with the laws of the State of Texas. 14. WAIVER. No waiver of any provision hereof or of any right or remedy hereunder shall be effective unless in writing and signed by the party against whom such waiver is sought to be enforced. No delay in exercising, no course of dealing with respect to, or no partial exercise of any right or remedy hereunder shall constitute a waiver of any right or remedy, or future exercise thereof. 15. ASSIGNMENT, This Agreement may not be assigned in whole or in part by any of the Parties without prior written consent of the other Party. 16. SEVERABILITY. In the event that any section, paragraph, sentence, clause or provision hereof is held by a court of cornpetent jurisdiction to be invalid, such shall not affect the remaining portions of this Agreement and the same shall remain in frill force and effect. 17, AMENDMENTS.This; Agreement maybe amended from time to time by written amendment by both parties. 18. NOTICE. Any notice required to be given in connection with this Agreement shall be in writing and shall be deemed effective if hand delivered, or if sent by United States certified mail, return receipt requested, postage prepaid, or if sent by private receipted courier guaranteeing same-day or next -day delivery, addressed to the respective party at its address provided below. If sent by U.S. certified mail in accordance with this Section, such notices shall be deemed given -and received on the earlier of (a) actual receipt at the address of the Darned addressee, or (b) on the third (3rd) business day after deposit with the United States Postal Service. Notice given by any other mean,,, shall be deemed given and received only upon actual receipt at the address of the named addressee. University of North Texas City of Denton Purchasing Department Office of Grants and Contracts 901B Tex -as Street Administration Denton, Texas 76201 1155 Union Circle #305250 Attn: Purchasing Manager Denton, Texas 76203-5017 Telephone: 940-349-7133 Page 2 of 3 ILA app. 6/2011 Attn: Julie Satagaj, Sr. Contracts Officer Telephone: 940-565-3940 Email. t wt il_;±�cs�trstczsu¢t 4��tt;edra University of North Texas Eagle Student Services Center P.O. Box 305459 Denton, Texas 76203-5017 Attn: Dr. Victor Prybutok, Ph.D. Telephone: 940-565-4767 Email: i irtr r,°.1' a tLtk�� t 11.P�xl`�Jt Email::.iii�f1144.t�^tt1E.t4trre`b,ta�tn. 19. NO THIRD PARTY BENEFICIARIES. For purposes of this Agreement, including its intended operation and effect, the parties specifically agree and contract that: (1) the Agreement only affects matters/ disputes between the parties to this Agreement, and is in no way intended by the parties to benefit or otherwise affect any third person or entity notwithstanding the fact that such third person or entity may be in contractual relationship with the State or City, or both; and (2) the terms of this Agreement are not intended to release, either by contract or by operation of law, any third person or entity from obligations owed by them to either the State or City. 20. ENTIRETY OF AGREEMENT. This Agreement represents the entire understanding between UNT and the CITY and supersedes all other negotiations, representations or agreement, written or oral, relating to this Agreement. The acknowledgement or acceptance of purchase order forms containing other or different terms and conditions shall have no effect on this Agreement. 21. PUBLICATION. The parties shall be free to publish the results of work under this Agreement. UNT shall provide the CITY an advanced copy of any proposed publication thirty (30) days prior to publication for the CITY's review. If the CITY determines that the publication contains CITY confidential information, the CITY shall notify UNT of such confidential information. The parties shall work together to redact such CITY confidential information from the publication prior to publication. Title to and the right to determine the disposition of any copyrights on publications relating to the work hereunder shall remain with the publishing party. The parties have caused this Agreement to be executed by their duly authorized representative. C_I'iR!1t'FIRSFT'� 0,F Ntill`111TI-X S rf / j= r` i I5y ___..____ r Carla MCGUire Title:_ Associate Director f City of Denton, Texas liy- Dare t Approved as to Legal Form: Anita Burgess, City Ait4� ir41t .r Attest: Jy� rifer "� 11Itel s, City.tt wr �C;axy 13y, I T A till Page 3 of 3 ILA app. 6/2011 APPENDIX A Statement of Work Project Title: Digital Roadmap Strategy Prepared by: Abdulrahman Habib, Teaching Fellow, UNT Project Working Title: DRoadmap Document Date: 4 Oct 2016 Business Need Summery City of Denton (CoD) is vibrant city that is looking to become a smart city by leveraging its current initiatives like open data portal, free wi-fi at public locations, broadband connection, library technology trainings, city sponsored co -working space, and partnership with University of North Texas. City of Denton is looking for a Digital Roadmap to help guide the city to become a smart city. The digital roadmap to set a strategic vision for the City in technology infrastructure investments, sustainability, education, and use of digital media for service delivery and citizen engagement, among other goals. Service Objective The Objective of this project is to develop a digital roadmap for the City of Denton. The Digital Roadmap include capturing our stakeholder's input in regards to; 1. To test the working definition of the "digital strategy" and principles that underpins it. 2. Explore the types of initiatives that would be important to the various stakeholders. 3. Gain insight into priorities, inter -dependencies, and opportunities for co -design & co -delivery of digital initiatives. 4. Identify the challenges and opportunities to access. Scope of Service Included ❑ Project Initiation o Issue the SOW and CoD letter of interest o Sign MOU ❑ Analysis of business requirements o Analyze available strategies and resources o Evaluate current Denton Open Data initiative o Define Digital Strategy Aspects (Initially: Access, Open Government, Engagement, Smart City) ❑ Study Design o Define the Denton digital roadmap internal requirements using Interviews o Evaluation Denton citizens definition for the digital roadmap using Survey ❑ Study Deployment ❑ Results Analysis ❑ Submit Digital Roadmap Report ❑ Handover & Closure UNT Approval CoD Approval Name: Dr. Victor Prybutok Name: Melissa Kraft Title: Vice Provost, Toulouse Graduate School Title: Chief Technology Officer Interim Dean, College of Information Regents Professor of Decision Sciences Industry, and UNTO F NOR,714 TV LJ7,NIVER511Y Excluded ❑ Implementation of digital strategy Assumption Any variation of the assumption is subjected to change in delivery time and price ❑ CoD to provide available strategy documents, access to information and employees ❑ CoD to help facilitate and distribute the study interviews and survey ❑ Project sponsor have the authority to approve all project aspects Tentative project plan This is an tentative high level project plan. The dates are subject for changes. Item Duration Start Date End Date Denton Digital Roadmap Project: 225d 11/14/16 m�mm9/22/17 Open data benchmark 25d ._ 11/14/16 12/16/16 a-._. �.......w...w_ ............. ......,......� Evaluation Denton Open Data Initiative Using (US City Census 4w Model) 11/14/16 12/9/16 Present Denton Open Data Findings Iw 12/12/16 12/16/16 Digital Roadmap Definition (Internal) 50d 12/19/16 2/24/17 ----..� Define Stakeholders �.- ............. 2w 12/19/16 12/30/16 Interview Key Stakeholders 2w 1/2/17 1/13/17 Interdepartmental Meeting 2w 1/16/17 1/27/17 Data Collection and Analysis 2w 1/30/17 2/10/17 Digital Roadmap Internal findings IwPresent mm�d 2/17/17 Feedback and Approval Iw 2/20/17 2/24/17 Submit Digital Roadmap Findings and Status Report 0 2/24/17 �... m 2/24/17 Citizen Input- to Digital Roadmap ®- 150d 2/27/17 ` 9/22/17 Survey Design 60d 2/27/17 5/19/17 Design Research Plan and Success Measures 2w 2/27/17 3/10/17 Design Survey Instrument and Sample 4w 3/13/17 4/7/17 Evaluate Instrument Validity and Reliability 2w 4/10/17 4/21/17 ----- �.... Pilot Survey �_ Iw 4/24/17 _ .. , . � 4/28/17 _. .......� ...__... -....a_. _. Evaluate Pilot Survey ....... Iw 5/1/17 5/5/17 Submit Pilot Survey Results for Approval 1W 5/8/17 .1 5/12/17 � _ Approval for Final Survey Instrument and Report Content Iw Conten m 5/15/17 17 5/19/17 Survey 45d 5/_2m2./17 7/21/17 _ Perform the Survey . _...._... 5w 5/22/17 _ _------.. 6/23/17 Data Analysis 2w 6/26/17 7/7/17 Present Finding 2w 7/10/17 7/21/17 UNT Approval CoD Approval Name: Dr. Victor Prybutok Name: Melissa Kraft Title: Vice Provost, Toulouse Graduate School Title: Chief Technology Officer Interim Dean, College of Information Regents Professor of Decision Sciences UNTOF UIV�Eq 17 , CDR XA* The Comprehensive Digital Roadmap Present Digital Roadmap collective findings Digital Initiatives Collaboration Design Sessions Feedback and Approvals ovals Incorporate Digital Roadmap with City Strategy Present Digital Roadmap to Stakeholders Submit Final Report Celebrate Project Closure and Contract and Project Closure UNT Approval Name: Dr. Victor Prybutok Title: Vice Provost, Toulouse Graduate School Interim Dean, College of Information Regents Professor of Decision Sciences 35d 7/24/:17 9/8/17 2w 7/24/17 8/4/17 3w m 8/7/17 8/25/17 2w 8/28/17 9/8/17 2w 8/7/17 8/18/17 2w 8/21/17 9/1/17 w ..._.._ 9/4/17 9/8/17 9/8_/17 9/8/17 1 2w 9/11/17 9/22/17 CoD Approval Name: Melissa Kraft Title: Chief Technology Officer