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23-1030
ORDINANCE NO. 23-1030 AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICIPAL CORPORATION, RATIFYING A CONTRACT AND AN EXTENSION THERETO BETWEENTHE CITY OF DENTON AND AKIMEKA, LLC, THROUGH MARCH 3 1, 2024, TO PROVIDEDATA RELATED TO DENTON MUNICIPAL ELECTRIC’S EV CHARGERS INCONNECTION WITH A USDOE PROJECT; AND DECLARING AN EFFECTIVE DATE. WHEREAS, City staff executed a contract with Akimeka, LLC to share data related to Denton Municipal Electric’s EV chargers in connection with a USDOE project; and WHEREAS, the staff having recommended, and the City Manager having recommended to the City Council that an extension to the existing data sharing relationship continue until the project conclusion; and WHEREAS, on April 28, 2023, Denton Municipal Electric executed an amendment with Akimeka, LLC, to extend the contract term through March 3 1, 2024; and WHEREAS, this procurement was undertaken as part of the City’s governmental function; and WHEREAS, the City Council finds that the action taken herein is in the public interest;NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The findings and recitations contained in the preamble of this ordinance are incorporated herein by reference. SECTION 2. The City Council hereby ratifies the original contract with Akimeka, LLC dated March 10, 2020 attached hereto as well as the contract amendment executed April 28, 2023 attached hereto. SECTION 3. The City Council delegates the authority to the City Manager, or their designee, to take any actions that may be required or permitted to be performed by the City of Denton under such contract and amendment to the City Manager or their designee. SECTION 4. This ordinance shall become effective immediately upon its passage and approval. The motion to approve this ordinance was made by EriKA Bec k andsecondedby BrA.,J,/t nhbc Mr. Gee . This oa d by the following vote U - O Aye Nay Abstain Absent Mayor Gerard Hudspeth: Vicki Byrd, District 1 : Brian Beck. District 2: Paul Meltzer. District 3 : Joe Holland. District 4: Brandon Chase McGee, At Large Place 5 : Chris Watts, At Large Place 6: J / / a / ,/ ,/ PASSED AND APPROVED this the 4+- d,y,f J.'„',‘2023 GERARD HUDSPETH, MAYOR ATTEST: JESUS SALAZAR, INTERIM CITY SECRETARY APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY Digitally signed by Marcella DN: cn=Marcella Lunn, o. BY: – y),JUtEtIl AhMM:rnin@cltydI AKIMEKA Plug-in Electric Vehicle and/or Charging Station Data Sharing Agreement This Data Sharing Agreemmt ("Agreement") effective as ofthislt>th day of March, 2020, (the 'mective Date”), is entered into by and between Akimeka, LLC, a Hawaii Limited LiabilityCompany, (benin “AKIMEKA’) having an once at 7075 Samuel Morse Drive Suite 100 Colwnbia, MD 21046 and the City of Denton, a municipality (herein “DATA OWNEP), havingits administrative oaices at 804 Texas Street, Denton TX 76209. WHEREAS, DATA OWNER has rights to certain data from electric vehicle charging station(s) and/or plug-in electric vehicle(s); AND WHEREAS, DATA OWNER desires to provide plug-in electric vehicle and electric vehicle charging station characteristics and usage data (herein “DATA”) as part of AKIMEKA’s “EV WATFS: Electric Vehicle Widescale Analysis for Tomorrow’s Transportation Solutions” Prime Contract (herein “PROJECT’) funded in part by the U.S. Department of Energy’s (“DOE”)Agmment Number DE-EE0008890; AND WHEREAS, AKIMEKA, performing as a prime conawtor on the PROJECT will be performing analysis of DATA to determine the current state of practice, operating characteristics, business case, and to identi8' opportunities for improvement rwuhing in summary npoRS/presentations to be provided to the DOE and ot:ha related PROJECT stakeholders, will provide DOE National Laboratories with a dataset to perform their own ana]ysis with limited rights to only publish summary nportgpresentations, including but not limited to National Renewable Energy Laboratory, Idaho National Laboratory, and Argonne National Laboratory (herein “DOE Labs”), and will be compiling a database ofanonymized DATA to share publicly at the conclusionof the PROJECT; NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties agree as follows: 1.DATA, may include but is not limited to, electric vehicle charging station characteristics, electric vehicle charging station usage data, plug-in electric vehicle characteristics, andpIug-in electric vehicle operational data. This DATA may include data that DATA OWNER has determined to be confidential (“Confidential Information”) and/or Personally Identifiable Information (“PIl”). For the purpose of this Agreement “Confidential Information” is defined as information or material which is considered confidential and proprietary to the DATA OWNER, generally not known to the public, and which AKIMEKA may obtain through any direct or indirect contact with the DATA OWNER including, but not limited to, business records and plans, trade secrets, technical data, product ideas, contracts, financial information, source code, intellectual property, sales data, strategic information, customer lists, etc.; DATA SHARING AGREEMENT FOR PLUG-IN ELECTRIC VEHICLE/CHARGUVG STATION OPERATIONS • Page 1 - _N<lb4EKq For the purpose of this Agreement “PIl” is defined as all information that identj6es, or can be used to identify, locate, Qontac\ or imlnrsonate a particular individual. Examples mayinclude, but are not limited to, a specific individual’s: nISt name (or initial) and last name (current or former); geographical addrws; electronic address (including an e.mail address); personal cellular phone number; telephone number or fax numbcr dedicated to contacting the individual at his or her physical place of residence. When connected with one or more of the items of information specified above, PH includes any other information concuning an individual that, if disclosed, identifies or can be used to identify a specific individual physically or electronically. 2.License: DATA OWNER hereby grants to AKIMEKA a limited, non4xclusive, non- transferable, and irrevocable license to access, copy and use the DATA and DATA OWNER hereby grants to AKIMEKA, the DOE, DOE Labs and othm applicable PROJECT stakeholders unlimited rights to (a) take, use and publish photographs of the pIug-in electric vehicle(s) or electric vehicle charging station(s) and (b) anonymind summary data obtained from DATA (the “Licenses”). 3 Use of DATA: & AKIMEKA will use or disclose the DATA only in furtherance of the PROJECT or as required by law. b. AKIMEKA shall exercise at least the same degree of care as it uses with its own data, but in no event less than reasonable care, to protect DATA from misuse andunauthorimd access or disclosure. 4.DATA OWNER Responsibilities:DATA OWNER represents and warrants that is has the right to grant AKIMEKA,IX)E, and DOE Labs the Licenses as described above in Article 2. DATA OWNER will provide adequate access to view the plug-in electric vehicle(s)or electric vehicle charging station(s) to AKTMEKA staff. Such access must be consistent with the purpose of the PROJECT. a. b, c. DATA OWNER will provide AKTMEKA with DATA as defined above. d DATA OWNER acknowledges that AKIMEKA will utilize the retrieved data for the purpose of (1) creating an anonymized dataset hom all DATA, (2) data analyses to determine swnmary results, (3) supporting the development of and providing nports/pwsentations to DOE and other PROJECT stakeholders, and (4) creation of a database for DOE Labs to perform analyses (under an NDA that restricts their publication to results only and will not allow DOE Labs to release any DATA).AKIMEKA will be the only organization to have access to the complete set of retrieved DATA; summary data will be disclosed to the DOE and other PROJECT stakeholders, an anonymized database will be disclosed publicly at the end of the PROJECT, and a limited dataset will be provided to DOE Labs to support DOE Labs analyses for sharing and/or publishing summary data and related results. DATA OWNER will notibr AKTMEKA if any plug-in elwBic vehicle(s) or electric vehicle charging station(s) anticipated to be included in the data collection will be decommissioned or turned oflprior to the conclusion of this Agreement, e DATA SHARING AGREEMENT FOR PLUGIN ELECTRIC VEHICLE/CHARGLNG STATION OPERATIONS • Page 2 - A<!MEKA S.AKIMEKA Responsibilities: a. AKIMEKA will provide DATA OWNER with a minimum of 48 hours’ notice, when posdble, prior to completing any visit to view the plug-in eloc&ic vehicle(s) or eleeRie vehicle charging station(s). b. AKTMEKA will only disclose summary data and an anonymind database obtainedBorn DATA to the DOE and other PROJECT stakeholders. DOE National Labs will receive a database for their own analysis with a limitation to only share or publish summary data and related results. c. AKIMEKA will not attempt to identify or contact any person whose information iscontained within the DATA. d. AKIMEKA will use appmpdate safeguards to protect the DATA from misuse andnnauthorizal access or disclosure. Should unauthorized disclosure occur. AKIMEKA will work to mitigate such disclosure ard ensure proper safeglrards, preventing further disclosure, are in place to prevent fwthu unauthorizeddissernirration of DATA. e. On expiration of this Agroemart or earlier as PROJECT allows, AKIMEKA will destroy all DATA, not to include content within the resultant data analyses, summary wports/presentations, and any anonymized dataset. 6. Publication: AKIMEKA may publish or present an anonymiwd dataset and any resulting summary report or presentation to DOE, DOE Labs, and other related PROJECT stakeholders including summary data obtained from DATA. 7. Modifications: No amendments or modifications to this Agreement shall be effective unless in writing and signed by both Parties. 8. Term: This agreement will commence on the Effective Date and continue until December 31 2022 9.WKivw: Either Party’s failure at any time to require the other Party’s performance of anyobligation under this Agreement will in no way affect the full right to require such performance at any time thueafter. Either Party’s waiver of a breach of any provision of this Agreement will not constitute a waiver of the provision itself. Either Party’s failure to exercise any of its rights provided in this Agreement will not constitute a waiver of such rights 10. Applicable Law: This Agreement will be construed, and performance will be determined, according to the laws of the State of Maryland without nferwce to such state’s principlesof conflicts of law. 11. Assignment: DATA OWNER may not assign any of its rights or obligations under thisAgreement, whether by operation of law or otherwise, without the prior written consort ofAKIMEKA. DATA SlIARINGAGRE£&4£NT FORPLUc-ny £LECrRIC VEHICL£/CHARGnVG gfATION OP£RATIONS • Page 3 - A<IMEKA 12. Termination: Either Party may terminate this Agreement for any reason so long as the othu Party is provided with thirty (30) days written notice of such termhution. Each party may terminate this AgRement with immediate effect by delivaiw notice of the termination to the other Party if other party fails to perform, or othuwise materially braches any of itsobligations, covenants, or representations after being provided a five (5) day period to cure my such bremh. 13. Entire A©ement: The Parties intard that this Agreement represents the final expression of the Parties’ intent relating to the subject of this Agreemml contains all applicable terms and conditions and replaces all previous discussions, understandings and Agreementsrelated to the subject of this Agreement. NOW, THEREFORE, the Parties above named have caused this Agreement to be executed by their duly authorized representatives as of the day and year first set forth above. Akimeka, LLC(“AKIMEKA”)City of Denton(“DATA OWNER”) Brett J. Surbey (Print)(Print) Director, Contracts (Title) gal 5pp£Rdf€,SDnF (Title) DATA SHARING AGREEMErVt roR PLUGIN XLECTRrc v£nicLE/cnARcnlc STATION OPERATIONS • Page 4 - DocuSign Envelope ID: 943AOFA8-A124-+ADE-B542-CB4CB9A82C02 Al<! b4 E!CAR Plug- in Electrice Vehicle and/or Charging Station Data Sharing Agreement Addendum 1 Akimeka entered into a data sharing agreement (DSA) with your company that has an end date of December 3 1, 2022. Akimeka is hereby extending the period of performance of the DSA agreement to March 3 1, 2024 for the continuation of data collection. Whereas, all other terms of the data sharing agreement remain unchanged. With signature below, both parties agree to this addendum as signed on the effective date of this agreement. Akimeka LLC +,WM DM Signature Signature w1111 am i Shepherd Execut1 ve Manager BuslnessF?£rTXiL96aw / Principal Contracts Administrator Name/Title Name/Title 4/28/2023 Date 5/10/2023 Date 901 North Lake Destiny Road, Suite 151 Maitland, FL, 32751-4889 United States Phone: (808) 442-7100 www.akimeka.com