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22-1586ORDINANCE NO. 22-1586 AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICIPALCORPORATION. AUTHORIZING THE CITY MANAGER TO EXECUTE A CONTRACTWITH N. HARRIS COMPUTER CORPORATION, FOR THE RENEWAL EXTENSION OFMAINTENANCE FOR CONTINUED VENDOR SUPPORT FOR HARRIS PUBLIC UTILITYBILLING SYSTEM AND ASSOCIATED SOFTWARE MODULES, WHICH IS THE SOLEPROVIDER OF THIS SOFTWARE, IN ACCORDANCE WITH TEXAS LOCAL GOVERNMENT 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, SnALL BEAWARDED BY THE GOVERNING BODY; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (FILE 8062 – AWARDEDTO N. HARRIS COMPUTER CORPORATION, FOR ONE (1) YEAR, WITH THE OPTIONFOR FOUR (4) ADDITIONAL ONE (1) YEAR EXTENSIONS, IN THE TOTAL FIVE (5) YEAR NOT-TO-EXCEED AMOUNT OF $2,353,646.73). 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 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 availableonly from the persons holding exclusive distribution rights to the materials; need not be submitted to competitive bids; and WHEREAS, this procurement was undertaken as part of the City’s governmental function; and WHEREAS, the City Council wishes to procure one or more of the items mentioned in the above paragraph; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: 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: FILENUMBER VENDOR AMOUNT 8062 N. Harris Computer Corporation $2,353,646.73 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 library that are available only from the persons holding exclusive distribution rights to the materials;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 Jesse th IS and seconded by B. This ord bythe following vote H_- a : Aye 1/V/ 1/ b/ b/t/ P/ Nay Abstain Absent 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 day ofthis the 2022 #:::a.ii ATTEST: ROSA RIOS, CITY SECRETARY b\111111111 2/a APPROVED AS TO LEGAL FORM:MACK REINWAND, CITY ATTORNEY Digitally signed by Marcella buNT : n = 1M a r c e 1 1 a L u n n R o \JXBVL ::=i!,=, PSET,ni,@dV,fd,nton.com, c=US Date: 2022.07.28 18:45:43 -05'OO' _ WI&dIll\ DocuSign Envelope ID: 605EFA67-218549Bl-AED9-FAI 64AI 38C31 DENTON Docusign City Council Transmittal Coversheet FILE 1 8062 File Name I ut111ty Bi11ing System – NorthstarHarris P„rchasing Co,tact c ''i p '"=' City C,,n,iI T,rg,t D,t, AUGUST 16’ 2022 Piggy Back Option Contract Expiration Ordinance 22-1586 H• \r b r • rr ! R \UVb n= H \= AUGUST 16, 2027 DocuSign Envelope ID: 605EFA67-218549Bl-AED9-FA164AI 38C31 RENEWAL AMENDMENT TO CONTRACT BETWEENCITY OF DENTON, TEXAS AND N. IIARRIS COMPUTER CORPORATION(Contract #8062) This Renewal Amendment to Contract (Contract 8062) (this Amendment) is entered intobetween the City of Denton, Texas (City) and N. Harris Computer Corporation (Supplier). Background The City and Supplier have previously entered into Contract (6952), as amended (theAgreement). Initially capitalized terms used but not otherwise defined in this Amendment willhave the meanings set forth in the Agreement. The parties desire to amend the Agreement asfollows 1 Effective Date The terms of this Amendment are effective as of the latest date in the signature block. 2 Contract Term Section 1 of Exhibit A will be deleted and replaced in its entirety with the following: The contract term will be one (1) year, effective from date of award. The City and theSupplier shall have the option to renew this contract for an additional four (4) one-yearperiods. The Contract shall commence upon the issuance of a Notice of Award by the City ofDenton and shall automatically renew each year, from the date of award by City Council.The Supplier’s request to not renew the contract must be submitted in writing to thePurchasing Manager at least 60 days prior to the contract renewal date for each year. At thesole option of the City of Denton, the Contract may be further extended as needed, not toexceed a total of six (6) months. 3 Fee Schedule Attachment 1 to this Amendment includes the Annual Fee Schedule. This Attachment 1 shall supersede Exhibit C of the Agreement. 4 Total Contract Amount The contract total for the continued services shall not exceed $2,353,646.73 . 5 Updated contract number This Amendment constitutes a new agreement beginning on the Effective Date between theparties incorporating, except as amended herein, all the terms and conditions in theAgreement for all intents and purposes. Such Agreement will have contract number 8062. Confirmation of Agreement This Amendment (together with all exhibits attached hereto) constitutes the entireagreement between the parties regarding the matters of this Amendment and supersedes all prior and contemporaneous agreements and understandings regarding the matters of thisAmendment. In the event of a conflict between this Amendment and the Agreement as itrelates to the matters of this Amendment, the terms of this Amendment will control DocuSign Envelope ID: 605EFA67-218549Bl-AED9-FA164A138C31 Otherwise, all terms and conditions of the Agreement will remain in full force and effectand likewise apply to this Amendment. Authorized Signatures CITY OF DENTON. TEXAS N. HARRIS COMPUTER CORPORATION ~ Name. Karen MCKernanName. Sara Hensley Title: City Manager Title' vp, Support Services Date: 8/17/2022 Date. 7/26/2022 ATTEST: ROSA RIOS, CITY SECRETARY THIS AGREEMENT HAS BEENBOTH REVIEWED AND APPROVED as to financial and operational obligationsand business terms.DocuSigned by: BY: I RHARi% ICSCA8C5E 175493 Leisha Mei ne SIGNATURE PRINTED NAME APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY chief Technology offIcer TITLE BY: 4B070831B4AA438 Technology Serv1 ces DEPARTMENT DocuSign Envelope ID: 605EFA67-2185dt9BI.AED9-FA1@+A138C31 Attachment 1 Attention: Cori Power July 20, 2022 City of Denton NorthStar/CARE/HHI 60,995.26 62,825.12 1 64,709.87 1 66,651.16 1 68,650.70 :[ eCARe 27,278.70 20,344.23 3,500.004 28,097.06 20,954.56 3,605.00 5 28,939.97 21,583.20 3,713.15 6 29,808.17 22,230.69 3,824.55 4,809.63 30,702.42 22,897.61 3,939.29 4,953.92 m CARe Call Centre e Automation Platform 19,359.41 25,118.27 793.21 19,940.19 25,871.82 817.01 20,538.40 26,647.97 841.52 21,154.55 27,447.41 866.77 21,789.19 28,270.84 892.77 Prepaid Solution NS-33557r NSAO-1083 eCheck Payment Option 1,221.54 1,258.19 1,295.93 1,334.81 1,374.86 NSAO-1084 - modify online Connect 549.69 1,603.12 4,518.16 4,518.16 566.19 1,651.21 4,653.71 4,653.71 583.17 1,700.75 4,793.32 7 600.67 1,751.77 4,937.12 9 618.69 1,804.32 5,085.23 5,085.23 Call 1470039 Pardign Misc Billing Export Work Order API e GUI Call 2007088 ) 28,317.55 1,138.58 7,229.06 29,167.08 1,172.744 30,042.09 1,207.926 30,943.36 1,244.16 8 31,871.66 1,281.48Ul eDoc Maintenance 1,591.35 1,639.09 1,688.26 1,738.91 1,791.08 Call 2031322 912.37 213,390.17 939.75 1 967.94 2 996.98 1 1,026.882 Items of note: • Additional maintenance may be added to this agreement throughout the term as required. • This agreement consists of product covered under maintenance at time of quotation. 1 Antares Dr, Suite 400 Ottawa, ON Canada K2E 8C4 ' 613.226.5511 ' www.northstanrtilities.com DocuSign Envelope ID: 605EFA67-218549Bl-AED9-FA1&+A138C.31 ,_'-- –’ ’---'- -–- ---–- - ’-- –--- ’-– ' ' ’–– - Attachment CIQ CONFLICT OF INTEREST QUESTIONNAIRE For vendor or other nerson doing business with local governmental entit' 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 definedby Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a) and by City of DentonEthics 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 thIdate 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.misdemeanor.a M An offense under this section is a N . Harr1 s Computer Corporatlon 2 D 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 dayafter the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) d Name of local government officer ,bout 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?n ,“m ,“ 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?n ,”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 officeror director, or holds an ownership of one percent or more? D ,”m ,.. D.Describe each employment or business and family relationship with the local government officer named in this section 4 5 Ld 1 have no Conflict of Interest to disclose. 'DoeuSlgned by: karubAUkLrMth with the governmental entitymr 1 /26/2q22 Date DocuSign Envelope ID: 605EFA67-218549Bl-AED9-FA164A138C31 CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity Acomplete copy of Chapter 176 ofthe Local Government Code may be found at http://www.statutes.legis.state.tx.ud Docs/LG/htm/LG 1 76.htm. For easyreference, 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) a transaction 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) aUznsaction conducted at a price and subject to terms available to the public; or (C) a purchase orleaseofgoods or services from a person that is charteredby 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) the vendor: (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 $2,500 during the 12-month period preceding the date that the officer becomes aware that (i) a contract between the local govemmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vencbG (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 inthe 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) Avendor 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 memberof the officer, described by Section 176,003 (a)(2)(A); (2) has given a local govemment 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 gift described by Section 176.003(a-1); or (3) has a family relationship with a local govemment officer of that local governmental entity. (a-1) The completedconflict of interest questionnaire must be filed with the appropriate records administrator not later than the seventh business dayafter the later of (1) the date that the vendor: (A) begins discussions or negotiations to enter into a contract with the local governmental 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 government 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) ofa family relationship with a local govemmentomcer. Citv of Denton Ethics Code Ordinance Number 18-757 Definitions Relative: a family member related to a City Official within the third 3d degree ofaffiniHr (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. This definition does not include those property owners from whom the City acquires public right4f-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 (850.00) per gift, or multiple gin cumulatively valued at more than two hundred dollars ($200.00) per a single fiscal year. Per the City of Denton Ethics Code, Section 2-282, – Disposition (b), (5) Ineligibility If the Board of Ethics finds that a Vendor has violated this Article, the Board may recommend to the City Manager that the Vendor be deemed ineligible to enter into a City contract or other arrangement for goods, services, or real property, for a period of one (1 ) year. 'orm provided by Texas Ethics Commission www. ethics .state.tx . us Revised 11/30/2015 [k>cuSign Certificate Of Completion Envelope Id: 605EFA67218${9BIAED9FAI 64AI 38C31 Subject: Please DocuSign: City Council Contract 8062 - Utility Billing System - Northstar Harris Source Envelope: Document Pages: 6 Certificate Pages: 7AutoNav: Enabled Status: Completed Signatures: 6 Initials: 1 Envelope Originator:Cori Power 901 B Texas Street Denton, TX 76209 cori.power@cityofdenton.com IP Address: 198.49.140.104 Envelopeld Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) Record Tracking Status: Original 7/22/2022 2:45:12 PM Holder: Cori Power cori.power@cityofdenton.com Location: DocuSign Signer Events Cori Power cori .power@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: 7/26/2022 8:21 :00 AM Viewed: 7/26/2022 8:21 :18 AM Signed: 7/26/2022 8:21 :40 AM Completed Using IP Address: 198.49.140.10 Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication(None) Sent: 7/26/2022 8:21 :42 AM Viewed: 7/26/2022 8:22:31 AM Signed: 7/26/2022 8:23:22 AM 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) •Docu$1gn•d by IMArtLLhtbhA.4B070831B4AM38. Sent: 7/26/2022 8:23:25 AM Viewed: 7/26/2022 1 1 :04:42 AM Signed: 7/26/2022 11 :05:50 AM Signature Adoption: Pre-selected Style Using IP Address: 47.24.6.135 Electronic Record and Signature DIsclosure:Not Offered via DocuSign Karen McKernan KMcKernan@harriscomputer.com VP, Support Services Harris Computer Security Level: Email, Account Authentication(None) ’Doeu81gn•d brI bMa,EmM Sent: 7/26/2022 1 1 :05:53 AM Viewed: 7/26/2022 11 :09:24 AM Signed: 7/26/2022 11 :13:23 AM Signature Adoption: Pre-selected Style Using IP Address: 142.113.229.228 Electronic Record and Signature Disclosure:Accepted: 7/26/2022 11 :09:24 AMID: f5d860f0-5595-+162-be7f-62e9757bOdcf Signer Events Leisha Meine Leisha.Meine@cityofdenton.com Chief Technology Officer City of Denton Security Level: Email, Account Authentication(None) Signature B DoG&I•Vnd br I alia MUM .DOO0157ADABC405. Timestamp Sent: 7/26/2022 11:13:26 AM Viewed: 7/26/2022 2:35:54 PM Signed: 7/26/2022 2:36:14 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Not Offered via DocuSign 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: 7/26/2022 2:36:19 PM Viewed: 8/1 7/2022 8:26:26 AM Signed: 8/17/2022 8:26:42 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 8:26:45 AM Viewed: 8/1 7/2022 8:27: 15 AM Signed: 8/1 7/2022 8:27:22 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) Sent: 8/1 7/2022 8:27:26 AM Viewed: 8/17/2022 1 :32:51 PM Signed: 8/1 7/2022 1 :33:25 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure:Accepted: 8/17/2022 1 :32:51 PMID: 15396729-cc664392-85f7-90c410585aOa In Person Signer Events Signature Status Timestamp --1 Editor Delivery Events Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Status Timestamp Carbon Copy Events Timestamp Sent: 7/26/2022 8:21 :43 AMCheyenne 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 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: 7/26/2022 2:36:20 PM Viewed : 7/26/2022 2:51 :10 PM 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 :33:28 PM Viewed: 8/1 7/2022 3:35:28 PM Christa Foster Christa.Fos£er@cityofdenton.com Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure:Accepted: 4/26/2022 11:57:41 AMID: c2eff521-e437473a-84bc-ba6941fa5608 Sent: 8/1 7/2022 1 :33:29 PM Drew Allen drew.allen@cityofdenton.com Sr. Mgr, Enterprise Applications City of Denton Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure:Not Offered via DocuSign Sent: 8/1 7/2022 1 :33:30 PM 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 Sent: 8/17/2022 1 :33:31 PM Stephanie Padgett Stephanie.Padgett@cityofdenton.com TS Administrative Assistant City of Denton Security Level: Email, Account Authentication(None) Electronic Record and Signature Disclosure:Not Offered via DocuSign Sent: 8/17/2022 1 :33:33 PM Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps 7/26/2022 8:21 :00 AM 8/1 7/2022 1 :32:51 PM 8/17/2022 1 :33:25 PM 8/1 7/2022 1 :33:33 PM Envelope Sent Certified Delivered Signing Complete Completed Hashed/Encrypted Security Checked Security Checked Security Checked Payment Events Status Electronic Record and Signature Disclosure Timestamps Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM Parties agreed to: Karen McKernan, Rosa Rios, Christa Foster 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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