HomeMy WebLinkAboutPW18-057 - Original - Environmental Systems Research Institute, Inc. - Platform Architect Services Retainer Package - ArcGis Consulting Support - 02/07/2018 KENT
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CONTRACT COVER SHEET
This is to be completed by the Contract Manager prior to submission
to City Clerks Office. All portions are to be completed.
If you have questions, please contact City Clerk's Office.
Vendor Name: Environmental Systems Research Institute, Inc.
Vendor Number:
JD Edwards Number
Contract Number: M "O -)
This is assigned by City Clerk's Office
Project dame: ArcOIS Software Implementation
Description: ❑ Interlocal Agreement Ll Change Order El Amendment x Contract
❑ Other:
Contract Effective Date: 2/7/18 Termination Date: 1/31/19
Contract Renewal Notice (Days):
Number of days required notice for termination or renewal or amendment
Contract Manager., Catherine Crook Department: Engineering
Contract Amount: .$6,960.00
Approval Authority: X Department Director ❑ Mayor ❑ City Council
Detail: (i.e. address, location, parcel number, tax id, etc.):
CIS data for externally accessible web apes-platform engineer services.
As of: 08/27/14
esno Quotation # 20519'166
Date: November 21, 2017
Environmental Systems Research Institute, Inc. Customer#118207 Contract#
380 New York St
Redlands, CA 92373-8100 City of Kent
Phone: 909-793-285,3 Fax: 909-307-3049 Information Technology Dept
DUNS Number: 06-313-4175 CAGE Code: 0AMS3 220 4th Ave S
To expedite your order, please attach a copy of Kent, WA 98032-5838
this quotation to your purchase order. ATTENTION: Catherine Crook
Quote is valid from: 1112112017 To:0211912018 PHONE: (253) 856-5578
FAX.- (253)856-4735
Material Qty Description Unit Price Total
158345 1 Enterprise Architect Services Retainer Package- Includes up to 20 units of 6,960.00 6,960.00
enterprise GIS consulting support from a U.S. based Esri Enterprise
Architect. Technical topics may include reviewing performance issues,
system tuning, implementation and design guidance, reviewing system
monitoring data and error logs, or technology transfer an other Enterprise
GIS topics. Each unit within a Retainer Package is comprised of 1-hour of
technical consulting time and a program cost allocation. Support can be
provided onsite, if needed, with the purchase of one or two retainers
packages of the same type. Travel is limited to one roundtrip to a CONUS
site for every two Retainer packages ordered. By purchasing this service,
customer agrees to the Services Retainer Package Terms and Conditions
(G-363FPR)which will take precedence over any other terms contained in
customer's ordering document. If not attached, these Terms and Conditions
can be viewed on the web at hftp://www.Esri.com/legal/service-
agreements.html This services package requires the customer to prepare
for Esri's visit. The preparation requirements are outlined at
http://www.Esri.com/legal/service-agreements.html and all services will be
provided in accordance with the requirements and assumptions provided
therein. Scheduling will be based on resource availability.
Item Total: 6,960.00_
Subtotal: 6,960.00
Sales Tax: 0,00
Estimated Shipping& Handliing(2 Day Delivery) : 0.00
Contract Pricing Adjust: 0.00
Total: $6,960.00
Esri may charge a fee to cover expenses related to any customer requirement to use a proprietary vendor management,procurement,or invoice program,
For questions contact: Scott Wolter Email: swolteraesrixom Phone: (360)7544727 x8671
x8671
The items on this quotation are subject to and governed by the terms of this quotation and of your signed agreement with Esri,if applicable,and the
most current product specific scope of use document found at http://www.esd.com/-/medialFiles/Pdfs/legal/pdfs/e300.p,df, If no such agreement covers
any item,then Esri's standard terms and conditions,and current product specific scope of use,found at hftp:/twww,esd,com/legallsoftware-license apply
to your purchase of that item.Federal government entities and government prime contractors authorized under FAR 51.1 may purchase under the
terms of Esri's GSA Federal Supply Schedule.Acceptance of this quotation is limited to the terms of this quotation.State and local government entities
in California or Maryland buying under the State Contract are also subject to the terms and conditions found at http:]/www.esri.comfiegaysupplemental-
terms-and-Gonditions. Esri objects to and expressly rejects any different or additional terms contained in any purchase order,offer,or confirmation sent
to or to be sent by buyer,All terms of this quotation will be incorporated into and become part of any additional agreement regarding Esrrs offerings,The
quotation information is confidential and may not be copied or released other than for the express purpose of system selection and purchasellicense.
The information may not be given to outside parties or used for any other purpose without consent from Environmental Systems Research Institute, Inc.
(Esd).Delivery is FOB Origin.
if sending remittance, please address to:Esri, P.0. Box 7410,76, Los Angeles, CA 900 74'-10 76
L_ I
WOLTERS This offer is limited to the terms and conditions Incorporated and attached herein.
0 esno Quotation # 20519166
Date: November 21, 2017
Environmental Systems Research Institute, Inc. Customer#118207 Contract#
380 New York St
Redlands, CA 92373-8100 City of Kent
Phone: 909-793-2853 Fax:: 909-307-3049 Information Technology Dept
DUNS Number: 06-313-4175 CAGE Code: OAMS3 220 4th Ave S
To expedite your order,please attach a copy of Kent, WA 98032-5838
this quotation to your purchase order. ATTENTION: Catherine Crook
Quote is valid from: 1112112017 To:0211912018 PHONE: (253)856-5578
FAX: (253)856-4735
If you have made ANY alterations to the line items:included In this quote and have chosen to sign the quote to indicate your acceptance,you must fax
Esri the signed quote in Its entirety in order for the quote to be accepted.You will be contacted by your Customer Service Representative If additional
information is required to complete your request.
If your organization is a US Federal,state,or local government agency;an educational facility;or a company that will not pay an Invoice without having
issued a formal purchase order,a signed quotation will not be accepted unless it is accompanied by your purchase order.
In order to expedite processing,please reference the quotation number and any/all applicable Esri contract number(s)(e.g.MPA,ELA,SmartBuy,GSA,
BPA)on your ordering document
BY SIGNING BELOW,YOU CONFIRM THAT YOU ARE AUTHORIZED TO OBLIGATE FUNDS FOR YOUR ORGANIZATION,AND YOU ARE AUTHORIZING
ESRJ TO ISSUE AN INVOICE FOR THE ITEMS INCLUDED IN'THE ABOVE QUOTE IN THE AMOUNT OF$_,PLUS SALES TAXES IF
APPLICABLE,DO NOT USE THIS FORM IF YOUR ORGANIZATION WILL NOT HONOR AND PAY ESRI'S INVOICE WITHOUT ADDITIONAL AUTHORIZING
PAPERWORK.
Please check one of the following:
I agree to pay any applicable sales tax.
I am tax exempt,please contact me If exempt information is not currently on file with Earl.
— 2Z7 016
Signature ofAuthdrizedAepresentative Date"
Name(Please Print)
hc_ �4tAt C ka 2m=ro�
Title
The quotation information is proprietary and may not be copied or released other than for the express purpose of system selection and PUrchageArcerise.This,information may not be given to outside
parties or used for any other purpose wthout. consent from Environmental Systems Research Institute,Inc.(Esri)
Any estimated sakes and/or use tax reflWed on this quote ties been calculated as at the date of this.quotation and is mereiy provided as a convenience for your organctation's budgetary purposes Esri
reserves the right to adjust and oiled sales and/or use tax all the actual date of invoicing If your organization is tax exenipt or pays state tax directly,then prior to invoicing,your Organization must
provide Esri wrath a copy of a current tax exemption certificate issued by your state's taxing authority for the given jurisdiction.
Esri may charge a fee to cover expenses related to any customer requirement to use a proprietary vendor management,procurement,or invoice program.
IFor questions contact: Scott Wolter Email: 5_w_QIter(dPsri.Q!2rn Phone: (360)754-4727 x8671
x8671
The items on this quotation are subject to and governed by the terms of this quotation and of your signed agreement with Esri,if applicable,and the
most current product specific scope of use document found at http://www.esri,com/-/media/FileslPdfs/legal/pdfs/e3OO.pdf. If no such agreement covers
any item,then Esri's standard terms and conditions,and current product specific scope of use,found at hftp://www.es6.comAegal/software-license apply
to your purchase of that item.Federal government entities and government prime contractors authorized under FAR 51.1 may purchase under the
terms of Esri's GSA Federal Supply Schedule,Acceptance of this quotation is limited to the terms of this quotation. State and local government entities
in California or Maryland buying under the State Contract are also subject to the terms and conditions found at http://www.esh.com/legal/supp[emental-
terms-and-conditions. Esri objects to and expressly rejects any different or additional terms contained in any purchase order,offer,or confirmation sent
to of to be sent by buyer.Ali terms of this quotation will be incorporated into and become part of any additional agreement regarding Esrfs offerings,The
quotation information is confidential and may not be copied or released other than for the express purpose of system selection and purchase/license.
The information may not be given to outside parties or used for any other purpose without consent from Environmental Systems Research Institute, Inc,
(Esri). Delivery is FOB Origin.
I- If sending remittance, please address to: Esri, P.O. Box 741076, Los Angeles, CA 90074-1076
WOLTERS This offer is limited to the terms and Conditions Incorporated and attached herein.--
0
THE
Implementation Services Addendum for 4$ esn # aFE"`E
WNBRF'
Service Retainer Packages
1.DEFINITIONS for Service Retainer Package units that are consumed.
"Commercial Off-the-Shelf Software"or"COTS
The purchase order/ordering document will confirm the Software" means all or any portion of Esri's proprietary quantity and price of the Service Retainer Package(s
)
software technology accessed or downloaded from an ordered,as described in Esri's proposal or quotation,and
will reference Customer acceptance of this terms and
authorized Esri website or delivered on any media,in any conditions addendum.Payment terms are net thirty(30)
format, including backups, updates,service packs, days from receipt of an Esri invoice. Payment will be made
patches, hot fixes, or permitted merged copies,available to the Esd address identified on the invoice. For
under license to the general public, Professional Services required beyond the period of
"Data"means any commercially available digital performance proposed or provided in a new calendar year,
dataset(s), including, but not limited to,geographic vector Esri reserves the right to revise the Service Retainer
data, raster data reports,or associated tabular attributes Package price in accordance with Esri's most current price
that Esri bundles with Professional Services or delivers schedule. Esri's obligation for completion of the
independently. Professional Services proposed is limited to the number of
units outlined in the Service Retainer Package description
"Deliverables"means any work product produced by Esri within Esri's statement of work, if additional Service
as a result of Professional Services provided under this Retainer Package units are required to complete
Addendum. Deliverables can include, but are not limited Customer's goals or activities set forth in the applicable
to, reports,training materials,and custom software code. statement of work, Esri and Customer will amend the
purchase order/ordering document,as mutually agreed,by
"Professional Services"means technical consulting increasing the quantity of Service Retainer Package(s)
support being performed by Esri in exchange for ordered and issuing a new or amended purchase
compensation from Customer. order/ordering document. Esd may,at its sole discretion,
"Service Retainer Package(s)"means a predefined stop work to avoid exceeding the total units allotted in a
number of service units provided at a firm fixed price,as specific Service Retainer Package.
stated in Esri's proposal. If all units within a Service Retainer Package are not
2.OWNERSHIP AND GRANT OF LICENSE consumed within a twelve(12}month period after contract
award, any unused Service Retainer Package units will
Except as specifically granted in this Addendum, Esd expire and the applicable contract obligation will end.Any
owns and retains all rights, title,and interest in amendment to the purchase order/ordering document to
Deliverables. Subject to the terms and conditions in this add Service Retainer Package(s)will not affect the rights
Addendum, Esri grants to Customer a nonexclusive, or obligations of the parties under this Addendum.
royalty-free,worldwide license to use,modify,and/or 5.LIMITED WARRANTY AND DISCLAIMER OF
reproduce Deliverables in connection with Customer's
authorized use of Esri's COTS Software. WARRANTIES
3.PATENTS AND INVENTIONS Esd warrants for a period of ninety(90)days from the date
of performance that Professional Services will
Esri and Customer will retain title to any inventions, substantially conform to the professional and technical
innovations, and improvements("Inventions")made or standards of the software industry.If Professional
conceived solely by ifs principals,employees,consultants, Services do not substantially conform to these standards,
or independent contractors("inventors")during the term of Customer may require Esd to reperform Professional
this Addendum.Esri and Customer will jointly own any Services at no additional cost to Customer. Deliverables
Inventions made or conceived jointly by Inventors from are provided as is and without warranty of any kind.
both parties.Where Inventions are jointly owned,each
joint owner will share equally the costs of acquiring Disclaimer of Warranties.With the exception of the
protection for the Inventions and furnish the other joint limited warranty set forth In this Article,Esri disclaims
owner with assistance reasonably required for acquiring and this Addendum expressly excludes all other
protection.Neither Esd nor Customer may license, warranties,express or Implied,oral or written,
transfer,or sell its interest in jointly owned Inventions including,without limitation,any and all warranties of
without the written consent of the other party,which will merchantability or fitness for a particular purpose.
not be unreasonably withheld. In addition to and without limiting the preceding
4. COMPENSATION paragraph,Esri does not warrant in any way Map
Data.Map Data may not be free of nonconformltfes,
Upon receipt of a valid purchase order/ordering document, defects,errors,or omissions;be available without
Esd will perform and invoice Professional Services on a interruption;be corrected If errors are discovered;or
firm fixed unit price basis,and the deliverable will be meet Customer's needs or expectations.Customer
technical consulting time. Esri will invoice Customer only should not rely on any Map Data unless Customer has
G363FPR Page 1 of 2 August 14.2017
a
verified Map Data against actual data from documents Department's Lists of Parties of Concern;or(iv)any
of record,field measurement,or observation. person or entity where such export,reexport,or provision
violates any US export control laws or regulations
6.LIMITATION OF LIABILITY AND EXCLUSIVE including,but not limited to,the terms of any export
REMEDY license or licensing provision and any amendments and
In no event will Esri be liable to Customer for supplemental additions to US export laws.
procurement of substitute goods or services; lost 9.GENERAL PROVISIONS
profits; lost sales;business expenditures;
Investments;business commitments;loss of 9.1 Nonsolicitation.Neither party will directly solicit for
goodwill;or any indirect,special,exemplary, hire any employee of the other party who is associated
consequential,or incidental damages arising out of or with Professional Services called for under this Addendum
related to this Addendum,however caused or under during,and for a period of one(1)year after, project
any theory of liability,even if Esri has been advised of completion. In the event that this provision is breached,
the possibility of such damages. liquidated damages equal to twelve(12)months of the
employee's compensation,plus any legal expenses
from fr total cumulative liability under this Addendum, associated with the enforcement of this provision,will be
from all causes of action of any kind,will in no event paid by the breaching party to the aggrieved party.The
exceed the amount actually paid by Customer for foregoing will in noway restrict the parties from publicly
services under this Addendum from which the liability advertising positions for hire in newspapers,professional
directly arose. magazines,or Internet postings.
7.CONFIDENTIALITY 9.2 Taxes.Professional Services are quoted exclusive of
Deliverables are Esd confidential information,and all state,local,value-added,or other taxes;customs;
Customer will preserve and protect the confidentiality of duties;or other changes(other than income taxes payable
Deliverables.Customer agrees not to reverse engineer or by Esri). In the event such taxes and/or charges become
decompile custom software delivered in object code, applicable to Esri's Professional Services or Deliverables,
executable code,or similar formats(collectively,"Secure Customer will pay the applicable tax upon receipt of
Formats"). For custom software delivered in source code written notice that it is due.
or other human-readable formats, Customer will have met 9.3 UCC inapplicability.Professional Services provided
its obligations under this provision if its disclosure of under this Addendum will not be governed by the Uniform
custom software is limited to custom software in Secure Commercial Code(UCC)and will not be deemed"goods"
Formats, provided that the means for reverse engineering, within the definition of UCC.
decompiling,or disassembling the custom software is
withheld from such disclosure,and the person or entity in 9.4 Order of Precedence.These terms and conditions
receipt of the custom software similarly agrees not to will take precedence over any Customer terms and
perform the prohibited acts described above or allow conditions included in Customer ordering or authorizing
others to do so. documents,such as purchase orders.Any additional
Except as provided in the preceding terms or conditions in Customer ordering or authorizing
P P p g paragraph,Customer documents will be void and may be incorporated into this
will not disclose Deliverables to third parties without the Addendum only by written amendment signed by both
advance written consent of Esri. Customer may make parties.
disclosures to Customer's employees to the extent
reasonably required to allow Customer to use Deliverables 9.5 Equitable Relief.Customer agrees that any breach of
in a manner authorized under the applicable software this Addendum by Customer may cause Esri irreparable
licenses.Before disclosing all or any portion of damage. in the event of a breach,in addition to any and
Deliverables to employees or third parties as permitted in all remedies at law, Esri will have the right to seek an
the preceding sentence,Customer will inform its injunction,specific performance,or other equitable relief in
employees or third parties of the obligations in this any court of competent jurisdiction to prevent violation of
Addendum and obtain their agreement to be bound by these terms without the requirement of posting a bond or
them.Customer must comply with Article 8 in making any undertaking or proving injury as a condition of relief.
permitted disclosures.
9.6 Governing Law.This Addendum will be governed by
8. EXPORT CONTROLS and construed in accordance with the laws of the State of
Customer must comply with all applicable laws and
California without reference to its conflict of laws
principles.
regulations of the United States including,without
limitation,its export control laws. Customer expressly 9.7 Entire Agreement.This Addendum is the sole and
acknowledges and agrees not to export,reexport,transfer, entire agreement of the parties for Professional Services
or release Deliverables,in whole or in part,to(i)any US and supersedes any previous agreements,
embargoed country(including to a resident of any US understandings,and arrangements(including any
embargoed country);(ii)any person on the US Treasury purchase order terms and conditions)between the parties
Department's list of Specially Designated Nationals; relating to the subject matter.
(iii)any person or entity on the US Commerce
G363FPR Page 2 of 2 August 14,2017