HomeMy WebLinkAboutIT14-335 - Extension - Presidio - 2017 Nimble CS220 Software Maintence Renewal - 11/15/2016 !ANT Records Management Document
CONTRACT COVER SHEET
This is to be completed by the Contract Manager prior to submission
to the City Clerk's Office. All portions are to be completed.
If you have questions, please contact the City Clerk's Office at 253-856-5725.
❑ Blue/Motion Sheet Attached
❑ Pink Sheet Attached
Vendor Name: Presidio Networked Solutions, Corp.
Vendor Number (JDE): 800752
Contract Number (City Clerk): IT14-335-003
Category: License Agreement
Sub-Category (if applicable). Cho p an itl rru
Project Name: 2016-2017 Nimble CS220 Software
Contract Execution Date: 11/15/16 Termination Date: 11/14/17
....... .... ........_.
Contract Manager: James Endicott Department: IT
Contract Amount: 07.$2.986
—. ............. ... .. ....... ..... .......... ..
Approval Authority: ® Director ❑ Mayor ❑ City Council
Other Details: Tits with IT14-335-001
r('1� ( S V - Pkases¢ny payments INVOICE: 6013216005077
I J V matle Payable
to
IL, FLO.Networked Solutions Gmup,LLC DATE: 108/2016
PO Be.677639 PAGE: 1 of 1
Dallas,TX 75267-7639 t
Presidlo Networked Solutions Group,LLC
FIN:76-0515249,DUNS:16AD5-0959 Wire or ACH Payments:
For questions on this Invoice please call: PNC Bank
Cathe Palo Aat:8616159745 _
(p)781,638.2257,(f)781.970.1436 L-- _- ABA 091000053
cpalo@preslalo.com
BILL,TO: City of Kent,WA SHIP TO: City of Kent,WA
Healher Haley TY Sa9iao
220 FourthT,WA Avenue South SCANNED KE T,Gowa St Ste 122
KENT,WA 98032 KENT,WA 98032
DEC 2 0 2016
i lvF r1'T,.
Customer q: CITY0594 3 l t�`\�T—�_ L 7p�usfomer M 134601 OP Ili
Acaouht Manager•. Matthew E Barrall ��I 1v F� L 13. ONer 0: 3007411601734
Payment Tarns:,- .Ne130. _.—— ----- - ._ .__- _—Quote 6: _ 003216606803-01..___
Title: City of Bent Nimble 1 Yaar RenawalI,
a
SLA-NBO NBO PARTS DEL,SW SUP&MFOSIGHT-NEXTGEN $2,727,00 1 1 $259.07 $2.727.00
ARRAYS
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Nv.e -� _ a
I
Sub Total: $2,727.00
No relum merchandise acc.pted without prior Return Authorization.
Air returns suet to a 20%restocking fee. MI'Wlaneou9: $0.00
II net billed an this Inwke.all taxes are to be paid by the they.[ --Past due balances are subject 101 6%per month finance charge. Snipping&Handling: $0.00
Tax: 5260.07
I
Trade DisemmU $0.00
Grand Total: --- $2,986,07 �
Discrepancies must be reported within 5 days of me ipt of shipment of shipment Will be considered complete.
W-13"qLF-1 i LT Ar * 12WI-Mo. rocs. 1000 (=
Vs mo-52 Po -P
QUOTE: 2003216608803-01
. .,- ISM. I _ 0 , DATE: 11/1112016
PAGE: 1 of 2
TO: City of Kent,WA FROM: '. Presidio Networked Solutions Group,LLC
Accounts Payable y Ali Blackburn
'- 220 Fourth Avenue South ;`'. 10655 NE 4[h Street
'u KENT,WA 98032 e` Suite 212
Bellevue,WA 98004
AP@kentwa.gov i.,;
1� (p), E� ableckburn@presidio.com
4
(p)469.649.3902
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BILL TO: ,a City of Kent,WA SHIP TO: City of Kent,WA
f Lynnette Smithy James Endicott !.
220 Fourth Ave S. 400 W Gowe St Ste 122
N Kent,WA 98032 KENT,WA 98032
a1 �;
"1 Ismith@kentwa.gov jendicott@keniwa.gov
vS. (p).. I-' (P)
f�.
Customer: CITY0594 .i
Account Manager: Matthew Barrall
Inside Sales Rep: Ali Blackburn !�
Title: City of Kent Nimble 1 Year Renewal
part# a- "
1 SLA-NBD NBD PARTS DEL,SW SUP&INFOSIGHT-NEXTGEN ARRAYS $2,727.00 1 $2,727.00 !!
for 12 mo(s)
Comments: Serial:AC-102563
Term:11/16/2016 11/14f2017
Sub Total: - $2,727.00
^`Any Tax B Freight LhaMes will be added/amendedet dme olbllling,es applrcoble Sales taxend ahlpping are area. Estimated Tax: $269.07
seb/ect to change.
Grand Total $2,996.07
I r6 S QUOTE: 2003216608803-01
r PAGE: 2 of 2
Quote valid for 30 days unless otherwise noted
Additional Terms
, The following terms and conditions shall govern this agreement unless a valid Master Services&Product Agreement or other similar agreement("Master Agreement")between the parties
has been executed and is in force,in which case the terns of the Master Agreement shall prevail to the extent that they are inconsistent with the fallowing tenns and conditions.
1. Purchase Orders,Invoicing,Payment and Acceptance. Any purchase order submitted by CLIENT In connection with this agreement shall be deemed subject to these
Additional Terms and this agreement.Unsigned,electronically submitted purchase orders shall be deemed to include CLIENT's electronic signature and shall be hire ing to the extent
accepted by Presidia,Presidia's performance of such purchase order shall not constitute Presidia's acceptance of new or different terms,Including pre-printed terms on such order.In
absence of a purchase order,CLIENT agrees that its signature below grants Presidia the right to Invoice CLIENT and authorizes payment to Presidia for the amounts owed,Further,
CLIENT represents that Presidia can rely on such CLIENT signature for payment.
Presidia shall invoice CLIENT for the Protlurus and/or Services in accordance with the terms stated In the agreement. The price included herein reflects a 3%discount for payment by cash,
check or wire transfer.This discount will not apply In the event that CLIENT pays using a credit card or debit card.
CLIENT shall make payment to Presidia within thirty(30)days from the date of invoice.Except for taxes due on Prealdio's net income,CLIENT shall pay all hares.Presidia reserves the
right to bill CLIENT for additional work requested by CLIENT and performed by Presidia,and for applicable expenses incurred by Presidia pursuant to providing such additional services,
which are not described in this agreement.
Client understands and agrees to its obligation,that applicable sales tax will apply to the quoted services on a by site location basis.
Unless ofh mumis indicated in this agreement,CLIENT agrees that staff augmentation services and services performed on a time and materiels basis shall be deemed accepted as
performed.Unless olhenvise indicated in this agreement,Projects shall be deemed accepted upon the earlier of Presidia's receipt a signed Project Completion and Acceptance document
which has been signed and dated by an authorized representative of CLIENT,or thirty(30)calendar days from the date of the delivery of the final Project deliverable.If acoeptance Is
refused,the Client shall provide,in writing to Presidio,Its reasonable basis for refusal,prior to the expiration of the thirty(301 calendars day period. Presidia shall address the issue before
subsequent work is undertaken.
2. Shipment of Product. All Products delivered to CLIENT hereunder shall be shipped FOB origin,freight collect.Title and risk of loss shall pass to CLIENT at point 0 origin.
r Products shall be deemed accepted upon delivery.
3. Limitations of Warranties. Presidia warrants that Services shall be provided by competent personnel in accordance with applicable professional standards.ALL PRODUCTS
PROVIDED BY PRESIDIO ARE PROVIDED"AS IS',WITH ALL FAULTS.PRESIDIO MAKES NO OTHER WARRANTIES,EXPRESS OR IMPLIED,INCLUDING BUT NOT LIMITED TO
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A-PARTICULAR PURPOSE,ANY AND ALL ORIGINAL EQUIPMENT MANUFACTURER(OEM)WARRANTIES,
CERTIFICATIONS AND GUARANTEES,IF ANY,ARE PASSED THROUGH TO CLIENT.
4. Intellectual Property, CLIENT acknowledges that Preside,As vendors,and/or its licensors retain all patents andlor copyrights in and to all proprietary data,processes and
programs,if any,provided In connection with Services performed hereunder,any Presidia softwara provided to CLIE NT as pad of the Services provided shell be subject to the vendor's,
licensor's or OEM's copyright and licensing policy, To the extent such software is prepared by Presidio,it is provided by nontransferable,nonexclusive license for CLIENTS internal use
only,subject strictly to the terms and conditions of this Agreement,and shall terminals upon termination or expiration of this Agreement. CLIENT shall not duplicate,use or disclose for the
benefit of third parties,reverse engineer or decompile any such software.
5. Confidential Information. The parties agree that Confidential Information means any information disclosed by the disclosing parry to the receiving party,either directly or
indirectly,In writing,orally or by inspection of tangible objects(including without limitation documents,prototypes,samples,plant and equipment,'CLIENT°lists or other"CLIENT"
information not known to the public),which is designated as"Confidential,""Proprietary"or some similar designation,or is the type of information which should reasonably be recognized as
Confidential or Proprietary. The receiving party shall not use any Confidential Information of the disclosing party for any purpose except to evaluate and engage in discussions concerning
this Proposal. Each party agrees to protect the other party's Proprietary and Confidential Information to the same extent that it Prolecla its own Proprietary,and Confidential Information but
with no less than a reasonable degree of care,
6, Limitation of Liability. IN NO EVENT SHALL PRESIDIO BE LIABLE TO CLIENT FOR ANY INDIRECT,INCIDENTAL,SPECIAL,CONSEQUENTIAL,EXEMPLARY,OR
PUNITIVE DAMAGES OF ANY KIND VHATSOEVER,ARISING IN CONTRACT,TORT OR OTHERWISE,EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.PRESIDIO'S
ENTIRE LIABILITY AND CLIENT'S EXCLUSIVE REMEDY FOR DAMAGES FROM ANY CAUSE WHATSOEVER,INCLUDING,BUT NOT LIMITED TO,NONPERFORMANCE OR
MISREPRESENTATION,AND REGARDLESS OF THE FORM OF ACTIONS,SHALL BE LIMITED TO THE AMOUNT WHICH HAS BEEN ACTUALLY PAID TO PRESIDIO BY CLIENT
FOR SERVICES AND/OR PERFORMANCE HEREUNDER. Wihout limiting the foregoing,Presidia will have no responsibility for the adequacy or performance of(in)any third party
software provided to Presidio under this agreement;(it)any hardware,and(Ili)any services provided by any third party.
7. Non-Solicitation Provision. During the term of this agreement and for twelve(12)months thereafter,CLIENT will not solicit for a permanent or other position any employee
or subcontrecki of the other party to whom that party was introduced as a result at this agreement, Should CLIENT solicit and/or hire an employee or contractor from PRESIDIO,CLIENT
shall pay to PRESIDIO an administrative fee equal to 1 years salary of the employee's new salary at CLIENT,
S. Fxpod Law Compliance. CLIENT has been advised that all Products purchased hereunder and Presidia Confidential Information is subject to the Ui Export Administration
Regulations.CLIENT agrees to comply with all applicable United States export control laws,and regulations,as from time to time amended,including without limitation,the laws and
regulailons son Imstered by the United States Department of Commerce and the United States Department of State.
9. Force Majeure, Neither party shall be liable for any fallum or delay in performance of its obligations hereunder where such performance is prevented or delayed by causes
beyond its reasonable control,including without limitation,good,war,embargo,strike or other labor dispute,not,acts of God or the intervention of any government authority.
10. Chat.of Law and Venue. The parties will attempt to settle any claim or controversy arising under this agreement through consultation and negotiation in good faith and
spirt of mutual cooperation.This agreement and all matters relating thereto shall be governed exclusively by the substantive law of the State of Texas, Any dispute relating directly or
indirectly to this agreement or any other contract or agreement between the parties which cannot be resolved through the process of consultation and negotiation shall be brought in a court
of competent jurisdiefien in Dallas County,Texas,that being the exclusive venue for any dispute between or any claims held by any of the parties to this agreement.
11. Miscellaneous. This agreement constitutes the entire agreement of the parties and supersedes all prior written or oral agreements,representations and understandings
relating to the subject matter hereof,with the exception of a valid Master Services and Product Agreement between the parties under the terms of which this agreement shall be
incorporated.This agreement shall not be amended or modified except by written Instrument signed by the panics.Should additional work beyond the scope of me Services dataikd herein
by Presidia be requested by CLIENT,fees for such additional Services will be negotiated with CLIENT prior to performing such work and will be memorialized in writing between the Parties
by utilizing a Project Change Request form('PCR')or an additional agreement as appropriate.Presidio will invoice CLIENT for any additional work performed and expenses incurred which
are not described in this agreement.The Panias agree that neither may assign its rights or duties under this contract without the prior written consent of the other Party,which consent shall
not be unreasonably withheld,
12. Severabilily. The provisions of this Agreement are severable,If any provision of this Agreement or its application to any person or circumstance is ever held by any court of
compatent jurisdiction to be invalid for any reason,the remainder of this Agreement and the application of such provision or pan of this Agreement to other persons or circumstances shall
not be affected. J
us er hereby authorizes and grass to make timely payment for products delivered and services
render ,including payments oriel shipments
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