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Home My WebLink AboutRES 23-039RESOLUTION NO. 23-039 BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF BEAUMONT: THAT the City Manager be and he is hereby authorized to execute an annual Maintenance Agreement with Environmental Systems Research Institute, Inc., the sole source having exclusive rights to modify and maintain the software, in the amount of $85,000.00, for software maintenance for, use by various City departments for the creation, editing, and distribution of maps, geographic data, and other datasets that are currently used by other programs. The meeting at which this resolution was approved was in all things conducted in strict compliance with the Texas Open Meetings Act, Texas Government Code, Chapter 551. PASSED BY THE CITY COUNCIL of the City of Beaumont this the 31st day of January, 2023. rC� - Mayor Robin Mouton - Esri Use Only: Cust. Name Cust. # PO # Esri Agreement # I (IE21141��4) o e S 5 I��"��bU��o��"I .�N This Agreement is by and between the organization identified in the Quotation ("Customer") and Environmental Systems Research Institute, Inc. ("Esri"). This Agreement sets forth the terms for Customer's use of Products and incorporates by reference (i) the Quotation and (ii) the Master Agreement. Should there be any conflict between the terms and conditions of the documents that comprise this Agreement, the order of precedence for the documents shall be as follows: (i) the Quotation, (ii) this Agreement, and (iii) the Master Agreement. This Agreement shall be governed by and construed in accordance with the laws of the state in which Customer is located without reference to conflict of laws principles, and the United States of America federal law shall govern in matters of intellectual property. The modifications and additional rights granted in this Agreement apply only to the Products listed in Table A. ..........lit of lRiiroducts Uncapped Quantities Desktop Software and Extensions (Single Use) ArcGIS Desktop Advanced ArcGIS Desktop Standard ArcGIS Desktop Basic ArcGIS Desktop Extensions: ArcGIS 3D Analyst, ArcGIS Spatial Analyst, ArcGIS Geostatistical Analyst, ArcGIS Publisher, ArcGIS Network Analyst, ArcGIS Schematics, ArcGIS Workflow Manager, ArcGIS Data Reviewer Enterprise Software and Extensions ArcGIS Enterprise (Advanced and Standard) ArcGIS Monitor ArcGIS Enterprise Extensions: ArcGIS 3D Analyst, ArcGIS Spatial Analyst, ArcGIS Geostatistical Analyst, ArcGIS Network Analyst, ArcGIS Schematics, ArcGIS Workflow Manager, ArcGIS Data Reviewer Enterprise Additional Capability Servers ArcGIS Image Server Developer Tools ArcGIS Runtime Standard ArcGIS Runtime Analysis Extension Limited Quantities One (1) Professional subscription to ArcGIS Developer Two (2) ArcGIS CityEngine Single Use Licenses 500 ArcGIS Online Viewers 500 ArcGIS Online Creators 62,500 ArcGIS Online Service Credits 500 ArcGIS Enterprise Creators 7 ArcGIS Insights in ArcGIS Enterprise 7 ArcGIS Insights in ArcGIS Online 100 ArcGIS Location Sharing for ArcGIS Enterprise 100 ArcGIS Location Sharing for ArcGIS Online 5 ArcGIS Parcel Fabric User Type Extensions (Enterprise) 5 ArcGIS Utility Network User Type Extensions (Enterprise) 5 ArcGIS Trace Network User Type Extensions (Enterprise) OTHER BENEFITS Number of Esri User Conference registrations provided annually 4 Number of Tier 1 Help Desk individuals authorized to call Esri 4 Maximum number of sets of backup media, if requested* 2 Five percent (5%) discount on all individual commercially available instructor -led training classes at Esri facilities purchased outside this Agreement *Additional sets of backup media may be purchased for a fee Page 1 of 6 January 3, 2023 Customer may accept this Agreement by signing and returning the whole Agreement with (i) the: Quotation attached, (ii) a purchase order, or (iii) another document that matches the Quotation and references this Agreement ("Ordering Document,"). ADDITIONAL OR CONFLICTING TERM'S IN CUSTOMER'S PURCHASE ORDER OR OTHER DOCUMENT WILL, NOT APPLY, AND THE TERMS OF THIS AGREEMENT WILL GOVERN., Thi's Agreement is effective as of the date of Esri's receipt of an Ordering Document, unless otherwise t agreed to by the parties ("Effect�ive Diate'). Term of Agreement:� Three (3) ears _ This Agreement supersedes any previous agreements, proposals, presentations, understandings, and arrangements between the parties relating to the licensing of the Produ�cts. Except as provided in Article 4— Product Updates, no modifications can be made to this Agreement. 0=0 OFTIT49 0=0 ��ity of beauimont (CustoMer)11,/"0""' By: Authorized Signature Nenne th R 0 Williams Title. - City Manager Date: 2OL3 CUSTOMER CONTACT INFORMATION Contact�: Michael Martinez Telephone. 409-880-3752 Address. 801 MairlSuite 330 mz� Beaumont, TX 77701 Country. _ Quotation Number a Q-482825 Fax: 409-880-3712 E-mail: Michael. Martinez@BeaumontTexas,.gov Page, 2 of 6 January 3, 20123 °° iall[ I 101MAI C " III;IIIIIII IIII IIII°°I°"'IIII IIII In addition to the definitions provided in the Master Agreement, the following definitions apply to this Agreement: "Case" means a failure of the Software or Online Services to operate according to the Documentation where such failure substantially impacts operational or functional performance. "Deploy", "Deployed" and "Deployment" mean to redistribute and install the Products and related Authorization Codes within Customer's organization(s). "Fee" means the fee set forth in the Quotation. "Maintenance" means Tier 2 Support, Product updates, and Product patches provided to Customer during the Term of Agreement. "Master Agreement" means the applicable master agreement for Esri Products incorporated by this reference that is (i) found at https://www.esri.com/en- us/legal/terms/full-master-agreement and available in the installation process requiring acceptance by electronic acknowledgment or (ii) a signed Esri master agreement or license agreement that supersedes such electronically acknowledged master agreement. "Product(s)" means the products identified in Table A List of Products and any updates to the list Esri provides in writing. "Quotation" means the offer letter and quotation provided separately to Customer. "Technical Support" means the technical assistance for attempting resolution of a reported Case through error correction, patches, hot fixes, workarounds, replacement deliveries, or any other type of Product corrections or modifications. "Tier 1 Help Desk" means Customer's point of contact(s) to provide all Tier 1 Support within Customer's organization(s). "Tier 1 Support" means the Technical Support provided by the Tier 1 Help Desk. "Tier 2 Support" means the Esri Technical Support provided to the Tier 1 Help Desk when a Case cannot be resolved through Tier 1 Support. IllflllflII°"'I"°IIII Ill IIIL........ Ill IN 1 0 III 11 ............ ICIEIMSIE 1 Grant of License. Subject to the terms and conditions of this Agreement, Esri grants to Customer a personal, nonexclusive, nontransferable license solely to use, copy, and Deploy quantities of the Products listed in Table A List of Products for the Term of Agreement (i) for the applicable Fee and (ii) in accordance with the Master Agreement. Consultant Access. Esri grants Customer the right to permit Customer's consultants or contractors to use the Products exclusively for Customer's benefit. Customer will be solely responsible for compliance by consultants and contractors with this Agreement and will ensure that the consultant or contractor discontinues use of Products upon completion of work for Customer. Access to or use of Products by consultants or contractors not exclusively for Customer's benefit is prohibited. Customer may not permit its consultants or contractors to install Software or Data on consultant, contractor, or third -party computers or remove Software or Data from Customer locations, except for the purpose of hosting the Software or Data on Contractor servers for the benefit of Customer. III;IRIII III;IIIR III IIII III "°rIII IIII ,,, AIVI) """""' IIIIIII III "'°rIII IIII 1 Term. This Agreement and all licenses hereunder will commence on the Effective Date and continue for the duration identified in the Term of Agreement, unless this Agreement is terminated earlier as provided herein. Customer is only authorized to use Products during the Term of Agreement. For an Agreement with a limited term, Esri does not grant Customer an indefinite or a perpetual license to Products. No Use upon Agreement Expiration or Termination. All Product licenses, all Maintenance, and Esri User Conference registrations terminate upon expiration or termination of this Agreement. Termination for a Material Breach. Either party may terminate this Agreement for a material breach by the other party. The breaching party will have thirty (30) days from the date of written notice to cure any material breach. Termination for Lack of Funds. For an Agreement with government or government - Page 3 of 6 January 3, 2023 owned entities, either party may terminate this Agreement before any subsequent year if Customer is unable to secure funding through the legislative or governing body's approval process. Follow-on Term. If the parties enter into another agreement substantially similar to this Agreement for an additional term, the effective date of the follow-on agreement will be the day after the expiration date of this Agreement. than the defined Products will receive Maintenance. Customer may acquire maintenance for other Software outside this Agreement. liii iir 1 Suirt Customer will provide Tier 1 Support through the Tier 1 Help Desk to all Customer's authorized users. The Tier 1 Help Desk will be fully trained in the Products. �� IIII IIIC�� >' Illf°° Illf�� °°�>III; At a minimum Tier 1 Support will include �� p p those activities that assist the user in 4, 1 Future Updates. Esri reserves the right to resolving how-to and operational questions update the list of Products in Table A List of as well as questions on installation and Products by providing written notice to troubleshooting procedures. Customer. Customer may continue to use all Products that have been Deployed, but support �� The Tier 1 Help Desk will be the initial point and upgrades for deleted items may not be of contact for all questions and reporting of a available. As new Products are incorporated into Case. The Tier 1 Help Desk will obtain a full the standard program, they will be offered to description of each reported Case and the Customer via written notice for incorporation into system configuration from the user. This the Products schedule at no additional charge. may include obtaining any customizations, Customer's use of new or updated Products code samples, or data involved in the Case. requires Customer to adhere to applicable additional or revised terms and conditions in the If the Tier 1 Help Desk cannot resolve the Master Agreement. Case, an authorized Tier 1 Help Desk individual may contact Tier 2 Support. The 4, 2 Product Life Cycle. During the Term of Tier 1 Help Desk will provide support in such Agreement, some Products may be retired or a way as to minimize repeat calls and make may no longer be available to Deploy in the solutions to problems available to identified quantities. Maintenance will be subject Customer's organization. to the individual Product Life Cycle Support Status and Product Life Cycle Support Policy, �� Tier 1 Help Desk individuals are the only which can be found at individuals authorized to contact Tier 2 https:Hsupport.esri.com/en/other- Support. Customer may change the Tier 1 resources/product-life-cycle. Updates for Help Desk individuals by written notice to Products in the mature and retired phases may Esri. not be available. Customer may continue to use Products already Deployed, but Customer will III """IIIII"""liii iir u iiiirt not be able to Deploy retired Products. Tier 2 Support will log the calls received from Tier 1 Help Desk. rIEIMANCIE The Fee includes standard maintenance benefits during the Term of Agreement as specified in the most current applicable Esri Maintenance and Support Program document (found at https://www.esri.com/en- us/legal/terms/maintenance). At Esri's sole discretion, Esri may make patches, hot fixes, or updates available for download. No Software other Tier 2 Support will review all information collected by and received from the Tier 1 Help Desk including preliminary documented troubleshooting provided by the Tier 1 Help Desk when Tier 2 Support is required. Tier 2 Support may request that Tier 1 Help Desk individuals provide verification of information, additional information, or answers to additional questions to Page 4 of 6 January 3, 2023 supplement any preliminary information gathering or troubleshooting performed by Tier 1 Help Desk. 4 Tier 2 Support will attempt to resolve the Case submitted by Tier 1 Help Desk. When the Case is resolved, Tier 2 Support will communicate the information to Tier 1 Help Desk, and Tier 1 Help Desk will disseminate the resolution to the user(s). 6 III IIIC III IIII; III IIII........°,.0 .................................III ""1IIF III Il[ IIB IIII lilcil I""' This Agreement will not be construed or interpreted as an exclusive dealings agreement or Customer's endorsement of Products. Either party may publicize the existence of this Agreement. III IIII IIII IIII IIII ""'>rIII""" ""'lllf""'IIII IIII IIII IIII III IIII.°°°°',ill ................................. III IIII III ""'> 17, 1 OEM Licenses. Under Esri's OEM or Solution OEM programs, OEM partners are authorized to embed or bundle portions of Esri products and services with their application or service. OEM partners' business model, licensing terms and conditions, and pricing are independent of this Agreement. Customer will not seek any discount from the OEM partner or Esri based on the availability of Products under this Agreement. Customer will not decouple Esri products or services from the OEM partners' application or service. 17, 2 Annual Report of Deployments. At each anniversary date and ninety (90) calendar days prior to the expiration of this Agreement, Customer will provide Esri with a written report detailing all Deployments. Upon request, Customer will provide records sufficient to verify the accuracy of the annual report. III""" Illf IIII; III IIII III , IIII IIII IIII III IIIII , r11RAl rIII IIII; IIII; IIII ,IIII IIII; III""' IIII II11� IIII; Illf IIIL.......DYIMIEiml ill Orders, Delivery, and Deployment Upon the Effective Date, Esri will invoice Customer and provide Authorization Codes to activate the nondestructive copy protection program that enables Customer to download, operate, or allow access to the Products. If this is a multi -year Agreement, Esri may invoice the Fee up to thirty (30) calendar days before the annual anniversary date for each year. b Undisputed invoices will be due and payable within thirty (30) calendar days from the date of invoice. Esri reserves the right to suspend Customer's access to and use of Products if Customer fails to pay any undisputed amount owed on or before its due date. Esri may charge Customer interest at a monthly rate equal to the lesser of one percent (1.0%) per month or the maximum rate permitted by applicable law on any overdue fees plus all expenses of collection for any overdue balance that remains unpaid ten (10) days after Esri has notified Customer of the past -due balance. Esri's federal ID number is 95-2775-732. di i If requested, Esri will ship backup media to the ship -to address identified on the Ordering Document, FOB Destination, with shipping charges prepaid. Customer acknowledges that should sales or use taxes become due as a result of any shipments of tangible media, Esri has a right to invoice and Customer will pay any such sales or use tax associated with the receipt of tangible media. Order Requirements. Esri does not require Customer to issue a purchase order. Customer may submit a purchase order in accordance with its own process requirements, provided that if Customer issues a purchase order, Customer will submit its initial purchase order on the Effective Date. If this is a multi -year Agreement, Customer will submit subsequent purchase orders to Esri at least thirty (30) calendar days before the annual anniversary date for each year. All orders pertaining to this Agreement will be processed through Customer's centralized point of contact. Ilb The following information will be included in each Ordering Document: (1) Customer name; Esri customer number, if known; and bill -to and ship -to addresses (2) Order number (3) Applicable annual payment due Page 5 of 6 January 3, 2023 IIII; III IIII; III"AcQuisi""'i""'IIII o IIII III" IIII IIII; ""'lr llll ""'r III III ; If Customer is a commercial entity, Customer will notify Esri in writing in the event of (i) a consolidation, merger, or reorganization of Customer with or into another corporation or entity; (ii) Customer's acquisition of another entity; or (iii) a transfer or sale of all or part of Customer's organization (subsections i, ii, and iii, collectively referred to as "Ownership Change"). There will be no decrease in Fee as a result of any Ownership Change. If an Ownership Change increases the cumulative program count beyond the maximum level for this Agreement, Esri reserves the right to increase the Fee or terminate this Agreement and the parties will negotiate a new agreement. If an Ownership Change results in transfer or sale of a portion of Customer's organization, that portion of Customer's organization will transfer the Products to Customer or uninstall, remove, and destroy all copies of the Products. This Agreement may not be assigned to a successor entity as a result of an Ownership Change unless approved by Esri in writing in advance. If the assignment to the new entity is not approved, Customer will require any successor entity to uninstall, remove, and destroy the Products. This Agreement will terminate upon such Ownership Change. Page 6 of 6 January 3, 2023