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22-60422-604ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICIPALCORPORATION, AUTHORIZING THE CITY MANAGER TO EXECUTE A CONTRACTWITH OTC GLOBAL HOLDINGS LP, FOR THE RENEWAL OF ENERGY MARKET PRICE DATA (ETRM) SOFTWARE FOR DENTON MUNICIPAL ELECTRIC, WHICH ISTHE SOLE PROVIDER OF THIS SOFTWARE, IN ACCORDANCE WITH TEXAS LOCALGOVERNMENT CODE 252.022, WHICH PROVIDES THAT PROCUREMENT OFCOMMODITIES AND SERVICES THAT ARE AVAILABLE FROM ONE SOURCE AREEXEMPT FROM COMPETITIVE BIDDING, AND IF OVER $50,000, SHALL BEAWARDED BY THE GOVERNING BODY; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (FILE 7917 – AWARDEDTO OTC GLOBAL HOLDINGS LP, IN THE EIGHT (8) YEAR NOT-TO-EXCEED AMOUNT OF $349,800.00). WHEREAS, Section 252.022 of the Local Government Code provides that procurement of items that are only available from one source, including items that are only available from onesource 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 inthe above paragraph; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The following purchase of materials, equipment, or supplies as describedin the “File” listed hereon, and on file in the office of the Purchasing Agent, and the license terms attached are hereby approved: FILENUMBER VENDOR AMOUNT 7917 OTC Global Holdings LP $349,800.00 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 naturalmonopolies; films, manuscripts, or books; electricity, gas, water, and other utility purchases; captive replacement parts or components for equipment; and library materials for a public librarythat 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, or their designee, is hereby authorized to execute the contract relating to the items specified in Section 1, attached hereto, and the expenditure of funds pursuant to said contract 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 motion to approve this ordinance was made by amb_L and seconded by Al \\foR }/\ Moi re . This ordinance was passed and approved bythe following vote La - L] : Aye aP-7--+/-7 Nay Abstain Absent Mayor Gerard Hudspeth:Vicki Byrd, District 1 :Brian Beck, District 2: Jesse Davis, District 3 : Alison Maguire, District 4: Deb Armintor, At Large Place 5 : Paul Meltzer, At Large Place 6: PASSED AND APPROVED this the 5th day of Ap'i ). 2022 K#Y( ATTEST: ROSA RIOS, CITY SECRETARY bUll aa : n• f I +: \ 1 : H +:Ag F : F : ++: : t r1 , { '. -.: : }'/" r' \ ; I \q I J ' 'i /'; - i I \\ .by: I :tIt ?)feb//‘ APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY Q:::’~’"“~““"DN: cn=MaKella Lunn, o,of Denton, unn@cityofdent Date: 2022.03.1 1 15:51 :20 -06'00' DocuSign Envelope ID= 9DC29A3D-E0094A96-B464-72BEF3CEB736 DENTON Docusign City Council Transmittal Coversheet FILE 7917 MarketFile Name Data Extens1 on Purchasing Cor,ta,t c h'i;t’ ch'1'ti’- City Council Target Date APRIL 5 ’ 2022 Piggy Back Option Not Applicab1 e Contract Expiration Ordinance APRIL 5, 2030 22-604 DocuSign Envelope ID: 9DC29A3D-E0092IA96-B464-72BEF3CEB736 Renewal Amendment to Contract (Contract 7917) This Renewal Amendment to Contract (Contract 7917) (this Amendment) is entered into between City ofDenton, Texas (Subscriber) and OTC GLOBAL HOLDINGS LP (OTCGH). Background Subscriber and OTC GLOBAL HOLDINGS LP have previously entered into Contract (IRQ 023), as amended (the Agreement). Initially capitalized terms used but not otherwise defined in this Amendmentwill have the meanings set forth in the Agreement. The parties desire to amend the Agreement as follows: I Effective Date The terms of this Amendment are effective as of the first of the month following the latest date in the signature block. 2 Extension 3 The contract term will be four (4) years, effective from the start date through December 3 1, 2026.The Contract shall commence upon the Effective Date and shall automatically renew each year, in accordance with the procedures set forth in the Agreement. At the mutual agreement of both parties, the Contract may be further extended as needed, not to exceed a total of six (6) months. 4 Contract Amount The contract total for the continued services shall not exceed $349,800.00. 5 Updated Notices Addresses The agreement is amended to reflect the following updated notice address for City of Denton: Cityof Denton, AHn: Purchasing 901-B Texas Street, Denton, Texas 76209. OTC Global Holdings, 5151 San Felipe, Suite 2200; Houston, TX 77056, with additional copy marketi ng@eox1 ive . comemailed to 6 Updated contract number This Amendment constitutes a new agreement beginning on the Effective Date between the parties incorporating, except as amended herein, all the terms and conditions in the Agreement for all intentsand purposes Such Agreement will have contract number 7917. Confirmation of Agreement This Amendment (together with all exhibits attached hereto) constitutes the entire agreement betweenthe parties regarding the matters of this Amendment and supersedes all prior and contemporaneous agreements and understandings regarding the matters of this Amendment. In the event of a conflictbetween this Amendment and the Agreement as it relates to the matters of this Amendment, the terms of this Amendment will control. Otherwise, all terms and conditions of the Agreement will remain in full force and effect and likewise apply to this Amendment. DocuSign Envelope ID: 9DC29A3D-E0094A96-B464-72BEF3CEB736 Authorized Signatures OTC GL.LDINGS LP By, IL 577143 Name: Sara Hensley x, Campbe11 FaulknerName: --'-"'- Title: City Manager rn. . I Senior Vice PresidentTitle: Date: 4/6/2022 Date. 3/9/2022 THIS AGREEMENT HAS BEENBOTH REVIEWED AND APPROVED as to financial and operational obligationsand business terms. }Anton1 o Puente, Jr PRINTED NAME DME Genera1 Manager TITLE E1 ect ric DEPARTMENT ATTEST: ROSA RIOS, CITY SECRETARY BY: U APPROVED AS TO LEGAL FORM: MACK RE[NWAND, CITY ATTORNEY 2 DocuSign Envelope ID: 9DC29A3D-E009zIA96-B464-72BEF3CEB736 Exhiblt I CONFLICT OF INTEREST QUESTIONNAIRE -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 asdefined 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 thedate the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-I), 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 amisdemeanor. rD 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. d Name of local government officer about whom the information in this section is being disclosed.NA 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 relationshipas defined by Section 176.001(1-a), Local Govemment 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 officernamed 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 D No D.Describe each employment or business and family relationship with the local government officer named in this section. NA 4 5 Ed I have no Conflict of Interest to disclose. 3/9/2022 ing business with the go'entlty Date lk>cuSign Certificate Of Completion Envelope Id: 9DC29A3DE0094A96B46472BEF3CEB736 Subject: Please DocuSign: City Council Contract 7917 Market Data Extension Status: Completed Source Envelope: Document Pages: 4 Certificate Pages: 6 Signatures: 6 Initials: 1 Envelope Originator: Christa Christian 901 B Texas StreetAutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) Denton, TX 76209 Christa.Christian@cityofdenton .com IP Address: 198.49.140.10 Record Tracking Status: Original 3/8/2022 2:01 :46 PM Holder: Christa Christian Christa.Christian@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Sent: 3/8/2022 2:05:00 PM Viewed: 3/8/2022 2:05:10 PM Signed: 3/8/2022 2:05:42 PM Christa Christian christa.christian@cityofdenton.com Completed Senior Buyer City of Denton Signed by link sent to christa.christian@cityofdenton.com Using IP Address: 198.49.140.10Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure;Not Offered via DocuSign Lori Hewell lori.hewell@cityofdenton,corn Purchasing Manager Sent: 3/8/2022 2:05:46 PM Viewed: 3/8/2022 3:57:11 PM Signed: 3/8/2022 3:57:41 PM City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Signed by link sent to lori.hewell@cityofdenton.com Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Not Offered via DocuSign Marcella Lunn marcella.lunn@cityofdenton.com Deputy City Attorney City of Denton Security Level: Email, Account Authentication(None) •DocuSlgned by IMawLLhUhA.'4B070831B4AA438. Sent: 3/8/2022 3:57:43 PM Viewed: 3/9/2022 3:01 :46 PM Signed: 3/9/2022 3:33:50 PM Signature Adoption: Pre-selected Style Signed by link sent to marcella.lunn@cityofdenton.com Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Not Offered via DocuSign Campbell Faulkner faulkner.c@otcgh.com Senior Vice President Security Level: Email, Account Authentication(None) Sent: 3/9/2022 3:33:54 PM Viewed: 3/9/2022 3:40:17 PM Signed: 3/9/2022 3:42:04 PM Signature Adoption: Pre-selected Style Signed by link sent to faulkner.c@otcgh.com Using IP Address: 50.203.71.142 Electronic Record and Signature Disclosure: Signer Events Accepted: 3/9/2022 3:40:17 PMID: 9783f81d-c9754646-b92f-083146be34c8 Signature Timestamp Antonio Puente, Jr. Antonio.Puente@cityafdenton.com DME General Manager Security Level: Email, Account Authentication (None) Sent: 3/9/2022 3:42:06 PM Viewed: 3/9/2022 4:38:58 PM Signed: 3/9/2022 4:39:20 PM Signature Adoption: Pre-selected Style Signed by link sent to Antonio.Puente@cityofdenton.com Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Accepted: 3/9/2022 4:38:58 PMID: 66053f70-79d34528-ale2<i92717855e99 Cheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication(None) Completed Sent: 3/9/2022 4:39:23 PM Viewed: 4/6/2022 8:20:47 AM Signed: 4/6/2022 8:21 :30 AMSigned by link sent to cheyenne.defee@cityofdenton.com Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Not Offered via DocuSign Sara Hensley sara.hensley@cityofdenton.com City Manager City of Denton Security Level: Email, Account Authentication(None) Sent: 4/6/2022 8:21 :33 AM Viewed: 4/6/2022 8:25:31 AM Signed: 4/6/2022 8:25:36 AM Signature Adoption: Pre-selected Style Signed by link sent to sara.hensley@cityofdenton.com Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Not Offered via DocuSign Rosa Rios rosa.rios@cityofdenton.com City Secretary Security Level: Email, Account Authentication (None) 'DocuSlgned by:I RauRLeI ,IC5CA8C5E 175493. Sent: 4/6/2022 8:25:38 AM Viewed: 4/6/2022 10:46:28 AM Signed: 4/6/2022 10:48:01 AM Signature Adoption: Pre-selected Style Signed by link sent to rosa.rios@cityofdenton.com Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Accepted: 4/6/2022 10:46:28 AMID: 328834b7-5e26496a-b665-05ef22669ae5 In Person Signer Events Signature Status Timestamp Editor Delivery Events Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Status Timestamp Certified Delivery Events 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 Status Timestamp Sent: 3/8/2022 2:05:45 PM 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 Sent: 3/9/2022 4:39:23 PM Viewed : 3/9/2022 4:40:17 PM City Secretary Office citysecretary@cityofdenton.com Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure:Not Offered via DocuSign Sent: 4/6/2022 10:48:04 AM Viewed: 4/6/2022 11:54:41 AM Smith Day smith.day@cityofdenton.com Ex. Mgr. Regulatory & Risk Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure; Accepted: 4/5/2022 4:10:12 PMID: 7413a3a2-23ee2lf68-8cf7-9e7b3d844c33 Sent: 4/6/2022 10:48:05 AM Linda Ames linda.ames@cityofdenton.com Administrative Assistant III CIty of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure:Not Offered via DocuSign Sent: 4/6/2022 10:48:06 AM Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Envelope Sent Certified Delivered Signing Complete Completed Status Timestamps 3/8/2022 2:05:01 PM 4/6/2022 10:46:28 AM 4/6/2022 10:48:01 AM 4/6/2022 10:48:06 AM Hashed/Encrypted 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: Campbell Faulkner, Antonio Puente, Jr., Rosa Rios, Smith Day 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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