HomeMy WebLinkAboutIT18-308 - Supplement - Rimini Street, Inc. - SOW #5: Oracle Database Support Services - 12/21/2022 FOR CITY OF KENT OFFICIAL USE ONLY
Sup/Mgr: LS/TD
Agreement Routing Form DirAsst:
00
•kkv For Approvals,Signatures and Records Management Dir/Dep: MC
KENT This form combines&replaces the Request for Mayor's Signature and Contract Cover (optional)
WASHINGTON Sheet forms. (Print on pink or cherry colored paper)
Originator: Department:
Daniel Blincoe IT
Date Sent: Date Required:
c 10/18/2022 11/01/2022
QAuthorized to Sign: Date of Council Approval:
Q �✓ Mayor or Designee 07/03/2018, 04/02/2019
Budget Account Nu mbe Grant? Yes No�✓
52001770.64160.1800
Budget?❑✓ Yes Type: N/A
Vendor Name: Category:
Rimini Street Inc Contract
Vendor Number: Sub-Category:
1795532 Other
0
Project Name: SOW #5 - Oracle Database Support Services
CProject Details: SOW #5 under the 2018 Rimini Street Master Services Agreement outlines
maintenance services necessary for Oracle Database Support. The Agreement
*, Amount below is the cost over the maximum term of this SOW (3 years).
C
Agreement Amount: $69 385.02 Basis for Selection of Contractor: Direct Negotiation
E r *Memo to Mayor must be attached .1111
i Start Date: upon full execution Termination Date: 08/31/2025
lm
a Local Business? Yes PINo*If meets requirements per KCC 3.70.100,please complete"Vendor Purchase-Local Exceptions"form on Cityspace.
Business License Verification: ❑YesF]In-Process F1 Exempt(KCC 5.01.045)
Notice required prior to disclosure? Contract Number:
Yes ✓�No IT18-308
Comments:
Okay to sign. C. Schuck.
0
� c
3 0
N
cc a
Date Received:City Attorney: 12/13/22 Date Routed:Mayor's Office City Clerk's Office
adccW22373_7_20 Visit Documents.KentWA.gov to obtain copies of all agreements
rev.20210513
Statement of Work No. 5
Oracle Database Support Services
This Statement of Work No. 5 — Oracle Database Support Services ("ODB SOW") is issued pursuant to
that certain Master Services Agreement dated on or about August 3, 2018 (the"Agreement") between City
of Kent, Washington ("Client") and Rimini Street, Inc. ("Rimini Street"). This ODB SOW is effective as of
the date of the last signature of the Parties below("ODB SOW Effective Date"). Unless otherwise indicated
herein, capitalized terms used in this ODB SOW without definition shall have the respective meanings
specified in the Agreement. To the extent that the terms and conditions set forth in this ODB SOW and
Schedules attached hereto conflict with the terms and conditions of the Agreement, the terms and
conditions of this ODB SOW and Schedule A will prevail.
1. Services
Rimini Street shall provide Client with certain support services and certain deliverables as follows for the
Covered Products listed in Schedule A attached hereto (hereafter collectively referred to as "Services"):
A. Product Support. Rimini Street will provide Client with diagnostic services, advice, and
recommendations relating to the proper operation of the Covered Products. Since Client does not have
access to source code for the Covered Products, product support specifically excludes the development
and delivery of code changes, code fixes, and code updates of any kind for the Covered Products.
B. Installation Support. Rimini Street will provide advice and recommendations for
reinstallations and configuration of the Covered Products if required as a result of an Issue with Client's
development, test, or production environments.
C. Interoperability Support. Rimini Street will provide advice, recommendations,and testing
assistance with Issues determined to likely involve interoperability issues between the Covered Products
and Client's server operating system.
D. Performance Tuning Support. Rimini Street will provide performance tuning diagnostics,
advice,and recommendations for the Covered Products using proprietary and commercially available tools.
Rimini Street will use commercially reasonable efforts to provide advice and recommendations for
performance tuning Client's server operating system.
E. Upgrade Process Support. Rimini Street will provide upgrade process support from
Client's current Oracle Database Production Release to any Target Oracle Database Production Release
listed on Schedule A. Rimini Street will make upgrade support available to any such Target Oracle
Database Production Release for at least fifteen (15) years after the ODB SOW Effective Date, provided
this ODB SOW remains in effect without interruption during said fifteen (15)year period.
F. Archiving Assistance. Rimini Street shall assist Client in identifying a specific scope of
software updates and other support-related materials for the Covered Products that Client may elect to
obtain from Oracle prior to the expiration date of the corresponding Oracle support services for the Covered
Products(that expiration date being referred to as the"Maintenance End Date"). All Covered Product files
or materials that Client downloads or otherwise obtains from Oracle prior to the Maintenance End Date
shall be referred to collectively as the "Client Archive." Client shall deposit the Client Archive on a file
storage location owned, leased, or otherwise controlled by Client (the file storage location with the Client
Archive shall be referred to as the "Client Archive Repository"). If Client requests that Rimini Street
access the Client Archive in rendering Services under this ODB SOW, the Client Archive Repository and
remote access connectivity thereto must meet the technical guidelines provided by Rimini Street to Client.
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2. Support Period
Rimini Street will provide Client with Services beginning at one minute past midnight (12:01 a.m.) United
States Pacific Time on the ODB SOW Effective Date and ending at one minute before midnight(11:59 p.m.)
United States Pacific Time on August 31, 2025 ("Support Period").
3. Termination by Client
Client may not terminate this ODB SOW at any time during Year 1 of the Support Period except for cause
pursuant to the Agreement. Thereafter, Client may terminate Services for all Covered Products in this ODB
SOW at the end of a Support Period Year with no less than ninety (90) calendar days written notice prior
to the start date of any subsequent Support Period Year set forth in Section 5.A below for any reason or no
reason, provided that all fees, taxes, duties, and expense reimbursements due under this ODB SOW shall
be paid by Client to Rimini Street on or before the actual date of termination.
4. Service Level Agreement
During the Support Period, Client will be entitled to receive support twenty-four(24) hours a day, seven (7)
days a week (including major holidays)for Critical Issue (P1) cases. Response time commitment for a first
live conversation with a Rimini Street engineer after Client contacts Rimini Street with a request for support
on a Critical Issue case is ten (10) minutes or less. Client will be entitled to receive support for all other
Issues during Rimini Street Business Hours as specified in Schedule A. Response time commitments and
communication update intervals for each Issue are detailed in Table 1 below. Business Impact Guidelines
for each Client Priority Level are detailed in Table 2 below.
Further, Rimini Street will provide Client with at least one Named Primary Support Engineer. Client's
Named Primary Support Engineer shall be the point of contact at Rimini Street for Client's personnel and
agents reporting and working to resolve Issues with the Covered Products listed in Schedule A during the
Support Period. When Client's Named Primary Support Engineer is unavailable due to on-call rotations or
days off, a temporary on-call Named Primary Support Engineer shall be available to Client.
Table 1
Issue Severity Client Rimini Street Initial Client Communications Update Commitment*
Priority Response
Level Commitment
Critical Issue Priority 1 10 Elapsed Minutes Every 2 Elapsed Hours
Serious Issue Priority 2 15 Elapsed Minutes Every 4 Business Hours
Standard Issue Priority 3 1 Business Day Every 5 Business Days
Q&A Priority 4 1 Business Day As appropriate
*If resolution of an Issue is dependent upon some interim measure, such as developing a software patch, etc., an alternative
communication update commitment may be defined and agreed upon with Client.
Table 2
Client Priority Level Business Impact Guidelines
Priority 1 Issue where a Covered Product is completely unavailable to users or is working
at a severely degraded capacity/performance level for multiple users that makes
a Covered Product unusable; or
Issue has a major impact to external client/customer; or
Issue is impacting revenue or time sensitive regulatory compliance
AND no acceptable workaround exists.
Priority 2 Issue where a Covered Product's functionality has become limited or is working
at marginally degraded capacity or performance for multiple users AND no
acceptable workaround exists; or
Issue where a Covered Product component is unavailable or is working at a
severely degraded capacity/performance
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AND an acceptable workaround exists.
Priority 3 Issue where a single user is unable to use a Covered Product or a component
of a Covered Product that is necessary for the user to perform their primary
work activities; or
Issue that is not critical is encountered with the Covered Product that leads to a
minimal loss of functionality, capacity or performance; or
A feature is unavailable where another can be readily used (e.g., routing to a
different printer).
Priority 4 General request for information or"how to" (Q&A); or
Report of event not causing impact to work operation or production.
5. Fees and Payment Schedule
A. Annual Support Fees. In consideration for Services provided pursuant to this ODB SOW,
Client agrees to pay Rimini Street fees ("Annual Support Fees")for each year the ODB SOW remains in
effect during the Support Period in accordance with the terms set forth herein as follows:for the period from
the ODB SOW Effective Date through August 31, 2023 (Year 1 of the Support Period), the Annual Support
Fee shall be $ 20,000.00 USD. For the period from September 1, 2023 through August 31, 2024 (Year 2
of the Support Period), the Annual Support Fee shall be $21,000.00 USD. For the period from September
1, 2024 through August 31, 2025 (Year 3 of the Support Period), the Annual Support Fee shall be
$22,050.00 USD. Unless terminated pursuant to Section 3, the Annual Support Fee for the period from
September 1, 2025 through August 31, 2026 (Year 4 of the Support Period)shall be$23,152.50 USD and,
for each subsequent Year of the Support Period thereafter, the Annual Support Fee shall increase each
Year by 5% over the fee for Services paid by Client for the immediately preceding contiguous Year.
Notwithstanding the foregoing, in the event that Client adds additional licensed products to the Covered
Products listed in Schedule A or increases the license usage of any Covered Product beyond the"Maximum
License Metric" listed in Schedule A for one or more Covered Products (whether or not such increased
usage required Client to pay Oracle additional license fees), Client agrees to an equitable adjustment of
the Annual Support Fees to reflect 50% of the projected Covered Product support and maintenance fees
that would have been paid by Client to Oracle for annual support services on the expanded license or
expanded license usage of the Covered Products. Any such equitable adjustment of the Annual Support
Fees shall also be subject to the annual percentage increase described in the first paragraph of this Section
5.A.
B. Payment Schedule. Annual Support Fees are due and payable by Client to Rimini Street
according to the following agreed payment schedule ("Payment Schedule"):
Payment Schedule Amount USD
Year 1 of the Support Period: Payment shall be due and payable $ 20,000.00
on the ODB SOW Effective Date
Subsequent Support Period Years: Payment shall be due and $ As calculated per Section 5.A
payable on or before the start date of the next subsequent Support above
Period Year
A purchase order, if required by Client, shall be provided to Rimini Street immediately upon execution of
this ODB SOW and annually thereafter at least sixty (60) days prior to the start date of each subsequent
Support Period Year, provided that Client's failure to timely send a purchase order shall not prevent Rimini
Street from invoicing Client or excuse any delay in payment by Client.
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6. Additional Client Obligations
A. Final Testing of Fixes and Updates. Client is responsible for all final system testing to
assure that Rimini Street changes perform as documented with the Covered Products before implementing
said changes in any production environment.
B. Access to Software. Client acknowledges that Rimini Street may need, and Client
therefore authorizes Rimini Street, to: (i) access, install, work with, configure, test, and possibly modify the
Covered Products listed in Schedule A, which are used in the Oracle Database Production Release (as
well as the Target Oracle Database Production Release for any upgrade project that Client undertakes), in
order to render Services pursuant to this ODB SOW; and (ii) access the Client Archive (if any, and if Client
requests that Rimini Street access the Client Archive in providing Services under this ODB SOW).
Accordingly, Client shall provide Rimini Street with remote access to one or more non-production
development and test environment(s), on servers owned, leased, or otherwise controlled by Client, that
include the Covered Products and Client Archive, together with all license codes and other software
required for their proper operation (each a "Non-Production Environment"). Each Non-Production
Environment and remote access connectivity thereto, must meet the technical requirements provided by
Rimini Street to Client, which may evolve and change over time due to changes in technology, connectivity
options, Client's Non-Production Environment or other reasons ("Technical Requirements"). Client
understands and agrees that Rimini Street will be unable to access Non-Production Environments until
Client confirms compliance in writing with current Technical Requirements. Client represents and warrants
that any Services related to Client's Covered Products as expressly contemplated under this Agreement
are permitted under Client's relevant Oracle software vendor license(s)for the Covered Products.
C. Work Product License Use Clarification. Notwithstanding anything to the contrary in the
Agreement, Client may provide Client's employees or a third party access to Rimini Street Work Product
for the sole purpose of supporting the Covered Products listed in Schedule A in the event that Client
chooses to terminate this ODB SOW and undertake self-support or contract with a different service provider
to provide support and maintenance services for the Covered Products listed in Schedule A. In such event,
Client shall bind such employee or third party to obligations of non-disclosure and restricted use which are
no less stringent than those contained within this ODB SOW and the Agreement.
D. Internal Client Support. Client is responsible for providing Help Desk Support and
System Administration Support.
7. Additional Services Terms
The following additional terms apply to the Services described in Section 1:
A. Definitions. The following definitions are used throughout this ODB SOW:
I. Oracle Database Production Release: The Oracle database product release level of the
Covered Products that Client is currently using in its live, production environment, as
specified in Schedule A as the current release.
II. Covered Products: The individual product modules licensed to Client and set forth in
Schedule A.
III. Issue: An issue to be addressed pursuant to Section 4, Table 1 above that meets all of
the following criteria: (i)found by Client in the Covered Products or in any changes provided
to Client by Rimini Street or Oracle or obtained by Client from Oracle up through the date
that Client terminates its Oracle support services agreement for the Covered Products; (ii)
Client becomes aware of the issue during the Support Period and reports the issue to
Rimini Street during the applicable Support Period; and (iii) meets one of the four Priority
Level criteria set forth in Section 4, Table 2 above.
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IV. Target Oracle Database Production Release: The Oracle database product release
level(s) of the Covered Products that are: (a) generally available to Oracle database
customers prior to termination of Client's original software vendor's support services
agreement for the Covered Products; (b) obtained by Client; and that(c)Client may desire
to upgrade to as its next, live, production environment, as specified in Schedule A.
V. Help Desk Support: Means first line, simple corrective assistance by one or more
individuals or a third party organization designated and/or contracted by Client to be the
first point of contact for Client's entire user population for Covered Products. Help Desk
Support provides an initial front-line response to all Client user-reported cases, and
resolves certain low-level user reported issues. Common issues to be resolved by Help
Desk Support include general system information requests, Covered Product user
administration (e.g., user setup and security), Client-specific operational procedures,
hardware issues and infrastructure availability (e.g., LAN, web, Internet Service Provider,
application, and database access), and similar activities.
VI. System Administration Support: Means in-depth technical and system administration
support that includes technical troubleshooting, analysis and resolution options for the
Covered Products. System Administration Support services are more advanced than those
generally provided by Help Desk Support and typically staffed with product trained
personnel experienced with the Covered Products. Issues with Covered Products reported
by Client end users to Help Desk Support that are not fully resolved by Help Desk Support
may be escalated to System Administration Support. System Administration Support may
include assisting Help Desk Support with resolution of issues, independent System
Administration Support diagnosis and resolution of more advanced issues, and/or
installation and configuration of software workarounds, updates or fixes made available
and provided by Rimini Street. Issues not able to be resolved by System Administration
Support may be escalated to Rimini Street.
VII. Business Hour: A single hour of time during the Rimini Street Business Hours specified
in Schedule A, Monday through Friday.
Vill. Business Day: Nine (9) Business Hours.
IX. Elapsed Minutes: Actual accrued time from a specific event(such as logging a case).
B. Third Party Products. Rimini Street is not able and will not provide any fixes or updates
to any third party products used with, imbedded, integrated or bundled with the Covered Products. The
scope of this ODB SOW expressly excludes support for any object issues other than for those listed as
covered in any Schedule A.
C. Installation Support. Rimini Street will remotely support Client with respect to initial,first-
time installations and configurations of Covered Products that the Client was not using in production on or
before the Support Period. Installation Support does not include project planning, advice, or
recommendations relating to changes in the underlying system infrastructure (e.g., hardware or network
configuration), nor installations of a new major release of a Covered Product performed as the first step in
an upgrade project to a new production Covered Product major release. Installation Support is subject to
Client having a sufficient backup of the software installation, or a copy of the Covered Products with all
necessary components, and making it available to Rimini Street for reinstallation.
D. Interoperability Support. Interoperability Support will be remotely available to Client for
its Covered Products so long as the combination of products and platforms is supported and designed for
compatible use with the Covered Products and such combination of products and platforms has been fully
tested for proper interoperability prior to production rollout and go-live. Client is fully responsible for any
interoperability issues related to third-party products that are incompatible with or that were not properly
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tested for proper operation with Client's Technology Products. Rimini Street will provide upon request, at
an additional fee and with Client providing copies of all source and target software releases, interoperability
testing for applications and operating systems that have not been tested by the applications licensor for
proper operation with the Covered Products prior to the termination of Client's Oracle support services
agreement for the Covered Products.
E. Performance Tuning. Client is responsible for ensuring adequate and reasonable
functional, scalability, and regression testing have been completed in development and test phases prior
to production rollout and go-live of the Covered Products. Performance tuning support includes
recommendations and advice for configuration, deployment model, and parameter settings for the Covered
Products.
F. Upgrade Support. Client is responsible for obtaining any Target Oracle Database
Production Release, as well as all related and available upgrade deliverables from Oracle for the Covered
Products that include major upgrades, maintenance packs,family packs, minipacks, critical patch updates,
interoperability patches (e.g., updated versions of third-party technology components or updated operating
system versions), language patches and any documented patch dependencies, localizations, technical
platforms, release notes, release documentation, or upgrade documentation.
G. Upgrade Process Support. Client is responsible for actual upgrade project planning,
resourcing, and execution.
H. Rimini Street Work Product. All deliverables under this ODB SOW are considered Rimini
Street Work Product as defined in the Agreement.
I. Additional Consulting. Any services required by Client outside the Services defined in
this ODB SOW are expressly excluded from the scope of this ODB SOW. Rimini Street will not perform
out-of-scope services without Client's pre-approval. If Client desires Rimini Street to provide additional out-
of-scope services, separate agreements in the form of an amendment to this ODB SOW or an additional
SOW will need to be executed by the Parties prior to Rimini Street performing such services.
J. Trade Names. The Oracle name, Oracle product names, and Oracle release names are
trademarks of Oracle Corporation. All other names and product names are the property of their respective
owners.
8. Client Contacts
Primary Contact Billing Contact Shipping Contact
Name:Tara Duckworth Name:Same as Prima Name:Same as Primary
Address1:220 Fourth Avenue Address1: Address1:
City,St,Zip: Kent,Washington 98032 Cit ,St,Zip: City,St,Zip:
Phone:+1 253 856-4600 Phone: Phone:
Email: ITA kentwa. ov Email: Email:
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9. Signatures
The undersigned represent and warrant that they are authorized, as representatives of the party on whose
behalf they are signing, to sign this ODB SOW and to bind their respective party thereto.
For Client: For Rimini Street, Inc.:
Authorized Signature Authorized Signature
Dana Ralph Seth Ravin
Printed Name Printed Name
Mayor CEO
Title Title
12/21/2022 10/13/2022
Date Date
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Schedule A
to Statement of Work No. 5
Data Center Locations : Kent.Washingon
Client Support Team Locations : Kent.Washingon
Support to be provided in the following Lan ua e s : English
Client Support Team Business Hours/Time Zone: 8:00 a.m.—5:00 p.m.Pacific Time
Rimini Street Business Hours/Time Zone: 8:00 a.m.—5:00 p.m.Pacific Time
Database Hardware: Dell
Database Operating System: Windows 2003
Number of Database Servers: One 1
Technology Maintenance End Date "MED" : February 28,2021
Covered Products
Core Database CSI Number Current Release Future Target Licensing Metric Maximum Notes
Product and Patch Level Release(s)and Licensing Count
Minimum Patch
Level(s)
1 Oracle Database 15596037 10.2.0.1 Latest Available Named User Plus 1 Kiva Database
Standard Edition on DB SOW Perpetual
Effective Date
"LAOED"
2 Oracle Database 15596037 10.2.0.1 LAOED Processor 1 Kiva Database
Standard Edition Perpetual
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