22-1504ORDINANCE NO. 22-1504
AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICIPAL
CORPORATION, AUTHORIZING THE APPROVAL OF A FOURTH AMENDMENT TO ACONTRACT 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 FOURTH AMENDMENT TO CONTINUE TO PROVIDE VENDOR
SUPPORT OF THE DENTON MUNICIPAL ELECTRIC (DME) ARCFM SOLUTION ANDASSOCIATED 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 PROCUREMENTOF COMMODITIES AND SERVICES THAT 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 8048 – PROVIDING FOR ATWO (2) YEAR TERM AND AN ADDITIONAL FOURTH AMENDMENT EXPENDITURE
AMOUNT NOT-TO-EXCEED $95,000.00).
WHEREAS, on May 7, 2013, by Ordinance No. 2013-118, the City awarded a contract toTelvent 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, this procurement was undertaken as part of the City’s governmentalfunction; and
WHEREAS, the additional fees under the proposed Fourth 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 Fourth Amendment, increasing the amount of the contract between the
City and Schneider Electric Smart Grid Solutions, LLC, formerly Telvent USA, LLC, which is on
file in the office of the Purchasing Agent, in the amount of Ninety-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.
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 herebyauthorized.
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.
a=•••n=
Th, m,ti,„ t, ,pp„„, thi, „di„,„„ w„ m,d, by ---ieHe M iS m
seconded by BriAn &ck , the ordinance was passed and approved by the
following vote [] -U
Aye
V/
32
y/Ja,/
1/r
Nay Abstain Alnent
Mayor Gerard Hudspeth:Vicki Byrd, District 1 :Brian Beck. District 2:Jesse Davis. District 3 :
Alison Maguire, District 4 :
Brandon Chase McGee, At Large Place 5 :
Chris Watts, At Large Place 6:
PASSED AND APPROVED this the day of J@ IP
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\\\11111111
ATTEST:
ROSA RIOS, CITY SECRETARY
Za
APPROVED AS TO LEGAL FORM:MACK RErNWAND, CITY ATTORNEY
Digitally signed by MarcellaLunn
DN: cn=Marcella Lunn. o.
\ Jk6L::=: IT„:, F,T,T=„@,ity,fd,
Date: 2022.08.10 1 6:47:21
-05'OO'
BY:VLfxkdthx
DocuSign Envelope ID: 2D9793DD-50C)DJ+020-926D-56EBD160BE7D
DENTON
Docusign City Council Transmittal Coversheet
FILE 1 8048
Schneide Software Support Amendmentr
NO
22 1504
File Name
Purchasing Contact chrlsta Chrls tian
City Council Target Date AUGUST 16’ 2022
Piggy Back Option
Contract Expiration
Ordinance
AUGUST 16, 2024
DocuSign Envelope ID: 2D9793DD-500D4020-926D-56EBD160BE7D
ScbrlfjfIsr
Small Utility Enterprise License AgreementCity of Denton, Texas, a Texas Municipal CorporationAmendment No. 4
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“), Contract No. 5770, 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 &om 5770 to 8048. The terms of the Agreement shall be amended as follows.
Article 6, Term. Termination, and Renewal
The paragraph a. a-=;iicle 6 shall be deleted and replaced with the following provision, with
changes shown in italics.
a.Term: The license granted by this ELA Amendment 4 is for an additional fwo (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 4 shall be from December 1.
2022 through November 30, 2024.
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 4 shall be as follows:
• ArcFM
• ArcFM Editor XI
• ArcFM Viewer
• ArcFM Mobile
• Designer
• Designer XI
• Designer Express
• Network Adapter
• Responder
• Fiber Manager
• ArcFM Viewer with Redliner
• ArcFM Viewer with Inspector• ArcFM Web
• ArcFM Geodatabase Manager
• Wavepoint
• 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 4. Payment for
each year shall be due within 30 days of receipt of an invoice from Schneider Electric.
Page 1
Internal
DocuSign Envelope ID: 2D9793DD-500D4020-926D-56EBD160BE7D
SchrlfIle[
Year 1
December 1, 2022
November 30, 2023
$47,500
Year 2
December 1, 2023
November 30. 2024
$47,500Total
Annual Fee
For a two year not to exceed amount of §95,000
This Amendment constitutes the entire agreement between the parties regarding the matters of
this Amendment and supersedes all prior and contemporaneous agreements and understandingsregarding the matters of this Amendment. In the event of a conflict between 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 not specifically amended as
provided herein shall remain unchanged and in full force and effect.
Accepted and Agreed:
City of Denton, Texas, a TexasMunicipal Corporation Schneider Electric Smart Grid
DocuSigned by:
SMA A%.4%
Solutions
SignatureSignature:
Printed Name :Sara Hensley Printed Name: Drew Dltter
Title. C1 ty Manager
Date: 08/16/2022
Title:Globa1 operatIons Director
Date: 7/18/2022
Page 2
Internal
DocuSign Envelope ID: 2D9793DD-500D4020-926D-56EBD160BE7D
IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year
and day first above written.
THIS AGREEMENT HAS BEENBOTH REVIEWED AND APPROVED
as to financial and operational obligationsand business terms.
CITY OF DENTON, TEXAS
'DocuSlgned by:h Hoq&y
HENSLEYg
Antonlo Puente
PRINTED NAME
CITY MANAGER
G RE
DME Genera1 Manager
TITLE ATTEST:
ROSA RIOS, CITY SECRETARYE1 ectrl c
DEPARTMENT BY: IRI
APPROVED AS TO LEGAL FORM:
MACK REHqWAND , CITY ATTORNEY
[k>cuSign
Certificate Of Completion
Envelope Id: 2D9793DD500D4020926D56EBD160BE7D
Subject: Please DocuSign: City Council Contract 8048 Schneider Software Support Amendment
Source Envelope:
Status: Completed
Document Pages: 4
Certificate Pages: 6
AutoNav: Enabled
Signatures: 6
Initials: 1 Envelope Originator:
Christa Christian
Envelopeld Stamping: Enabled
Time Zone: (UTC-06:00) Central Time (US & Canada)
901 B Texas Street
Denton, TX 76209
Christa.Christian@cityofdenton.com
IP Address: 198.49.140.104
Record Tracking
Status: Original
7/1 3/2022 10:23:48 AM
Holder: Christa Christian
Christa.Christian@cityofdenton.com
Location: DocuSign
Signer Events
Christa Christian
christa.christian@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: 7/1 3/2022 11 :06:30 AM
Viewed: 7/1 3/2022 1 1 :06:42 AM
Signed: 7/1 3/2022 11 :07:22 AM
Completed
Using IP Address: 198.49.140.104
Tabitha Millsop
tabitha.millsop@cityofdenton.com
Assistant Purchasing Manager
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 7/1 3/2022 1 1 :07:24 AM
Viewed: 7/13/2022 12:10:13 PM
Signed: 7/13/2022 12:10:21 PM
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.104
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)
'DwuSign•d brIC
IMartLLhthhh
,4B070831B4AA438
Sent: 7/13/2022 12:10:23 PM
Viewed: 7/1 5/2022 10:19:22 AM
Signed: 7/1 5/2022 10:20:02 AM
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Electronic Record and Signature Disclosure:Not Offered via DocuSign
Drew Ditter
d rew.ditter@se.com
Global Operations Director
Schneider Electric Smart Grid Solutions, LLC.
Security Level: Email, Account Authentication(None)
'DocuS}gn•d brI hw OatH.04CEFA4FC(AD4C6
Sent: 7/1 5/2022 10:20:04 AM
Resent: 7/1 5/2022 12:16:04 PM
Resent: 7/1 5/2022 12:17:38 PM
Viewed: 7/18/2022 10:27:02 AM
Signed: 7/18/2022 11:10:12 AMSignature Adoption: Pre-selected Style
Using IP Address: 165.225.10.81
Electronic Record and Signature Disclosure:Accepted: 7/18/2022 10:27:02 AMID: a9dcb3ec-a63ezlab5-964f-322351 16f571
Signer Events
Antonio Puente
Antonio.Puente@cityofdenton.com
DME General Manager
Security Level: Email, Account Authentication(None)
Signature Timestamp
Sent: 7/18/2022 1 1:10:14 AM
Viewed: 7/1 8/2022 2:32:34 PM
Signed: 7/1 8/2022 2:32:51 PM
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Electronic Record and Signature Disclosure:
Accepted: 7/1 8/2022 2:32::M PMID: de21b813-52bb212f4-9136-99045670c2d9
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: 7/1 8/2022 2:32:55 PM
Viewed: 8/17/2022 8:22:06 AM
Signed: 8/1 7/2022 8:22:26 AMUsing IP Address: 198.49.140.10
Sara Hensley
sara.hensley@cityofdenton.com
City Manager
City of Denton
Security Level: Email, Account Authentication(None)
Sent: 8/17/2022 8:22:29 AM
Viewed: 8/1 7/2022 8:23:11 AM
Signed: 8/1 7/2022 8:23:22 AM
Signature Adoption: Pre-selected Style
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 bF
I Ran R&%
IC5CA8C5EI 75493
Sent: 8/17/2022 8:23:24 AM
Viewed: 8/1 7/2022 1 :41 :24 PM
Signed: 8/1 7/2022 1 :41 :44 PM
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Electronic Record and Signature Disclosure:Accepted: 8/1 7/2022 1 :41 :24 PMID: 85013305-a946zlf6b-952b-315850bcd49e
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: 7/1 3/2022 1 1 :07:24 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: 7/18/2022 2:32:54 PM
Viewed: 7/19/2022 10:32:38 AM
City Secretary Office
citysecretary@cityofdenton.com
Security Level: Email, Account Authentication(None)
Electronic Record and Signature Disclosure:Not Offered via DocuSign
Sent: 8/17/2022 1 :41 :46 PM
Viewed: 8/1 7/2022 3:42:52 PM
Mark Zimmerer
mark.zimmerer@cityofdenton.com
Electric Engineering Supervisor
Security Level: Email, Account Authentication(None)
Electronic Record and Signature Disclosure:Accepted: 7/18/2022 1 :28:41 PMID: 79c223f8-d900J+558-9eb9-21104dbale4e
Sent: 8/1 7/2022 1 :41 :47 PM
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events
Envelope Sent
Certified Delivered
Signing Complete
Completed
Status Timestamps
7/1 3/2022 11 :06:30 AM
8/1 7/2022 1 :41 :24 PM
8/17/2022 1 :41 :44 PM
8/17/2022 1 :41 :47 PM
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: Drew Ditter, Antonio Puente, Rosa Rios, Mark Zimmerer
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