HomeMy WebLinkAboutContract 48330-R3 I
CITY SECRETARY
CONTRACT NO. q$3330-►Z3
Oracle America, Inc. DOCUMENT
500 Oracle Parkway
Redwood Shores, CA 94065
Your Name City of Fort Worth Your Contact Steve Streiffert
Your Location 1000 Throckmorton St Phone Number +1 817 392-6118
Fort Worth TX Email Address Steve.Streiffert@fortworthtexas.gov
76102
Renew Subscription Term:9-Nov-2019 to 8-Nov-2020
Service Period:12 months
Cloud Services Data Center Quantity Term Unit Net Price Net Fee
Region
B79785-Oracle Enterprise NORTH 25 12 mo 120.00 36,000.00
Performance Reporting Cloud Service- AMERICA
Hosted Named User
Fee Description Net Fee
Cloud Services Fees 36,000.00
Net Fees 36,000.00
Total Fees 36,000.00
A. AGREEMENT
1. Agreement:
This order incorporates by reference the terms of the Contract for Products and Related Services between the State of
Texas acting through the Department of Information Resources("DIR")and Oracle America, Inc.("Oracle"),effective July
30, 2018 (DIR Contract No. DIR-TSO-4158; Oracle Contract No. US-GMA-1889764) and all amendments and addenda
thereto (the "Agreement"). The defined terms in the Agreement shall have the same meaning in this order unless
otherwise specified herein.
B. DESCRIPTION AND FEES FOR ORDERED SERVICES
All fees on this ordering document are in US Dollars.
1. Terms of Use:
All products and services listed on this Ordering Document are provided by Oracle under, and subject to, the terms of
this Ordering Document, including the Agreement and all Oracle documents referenced in this Ordering Document. You
indicate Your agreement to the terms of this Ordering Document, including the Agreement, by signing this Ordering
Document, and You represent that You have the authority to bind the Customer to whom this Ordering Document is
addressed above to the terms of this Ordering Document and the Agreement. As applicable, Oracle processes a
customer's order after receipt of a purchase order. Any terms and conditions on Your purchase order are void and have
no legal effect. For Cloud Services, You may not reduce the quantity of services purchased hereunder (e.g., user or
record counts, storage,etc.), in whole or in part,during the Services Period set forth above. The Services Period for the
Cloud Services commences on the date stated in the Ordering Document, or, if none is provided in the Ordering
Document, the day that Oracle sends to Your administrator the e-mail welcoming You to the Oracle Cloud that instructs
You on how to create Your Cloud login and configure the Cloud Services (the "Cloud Services Start Date"). You must
maintain a current subscription to applicable Oracle Cloud Services for the duration of any Technical Cloud Services
ordered under this Ordering Document.
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2. Fees:
The Cloud Services Payment Frequency applies to all Cloud Services fees and taxes (if applicable), and the Technical
Cloud Services Payment Frequency applies to all fees and taxes (if applicable) for Technical Cloud Services. All fees
payable to Oracle are due in accordance with Appendix A, Section 8.J of DIR Contract No. DIR-TSO-4158. Once placed,
Your order is non-cancelable and the sums paid nonrefundable,except as otherwise provided herein or in the Agreement.
If applicable to You, You will pay any sales, value added or other similar taxes imposed by applicable law that Oracle
must pay based on the Services You ordered, except for taxes based on Oracle's income. Also, You will reimburse
Oracle for reasonable pre-approved expenses related to providing any Technical Cloud Services in accordance with
Appendix A, Section 8.F of the Agreement. Unless, specifically stated otherwise, fees for Services listed in an order are
exclusive of taxes(if applicable)and expenses.
Cloud Services Payment Frequency: Your payment frequency is quarterly in arrears.
Technical Cloud Services Payment Frequency:
Unless otherwise specified in services descriptions applicable to the Technical Cloud Services You have ordered, or in an
exhibit specifying the Technical Cloud Services You have ordered, the fees for Technical Cloud Services and any
applicable taxes shall be invoiced monthly in arrears. You are responsible for payment of pre-approved expenses, if any,
in accordance with Appendix A, Section 8.F of DIR Contract No. DIR-TSO-4158. Expenses will be invoiced monthly as
they are incurred and are due in accordance with Appendix A, Section 8.J of DIR Contract No. DIR-TSO-4158.
3. Renewal of Cloud Services:
Notwithstanding any statement to the contrary in the Services Specifications, the parties expressly agree that the Cloud
Services acquired under this Ordering Document will not Auto-Renew. At the end of the Services Period, the Cloud
Services acquired under this Ordering Document may be renewed for an additional Services Period, subject to Your
placement of a renewal order and payment of fees for such Cloud Services. For the first two years of the first renewal
Services Period of Cloud Services, the annual fee for each Cloud Service ordered will not increase by more than 4% of
the Unit Net Price for such service in the immediately preceding year. The Cloud Services may not be renewed as
described in the preceding sentence if: (i) Oracle is no longer making such Cloud Services generally available to
commercial customers, or(ii)You are seeking to cancel or reduce the number of user licenses of the Cloud Services set
forth in this Ordering Document.
4. Price Hold for Cloud Services:
During the Services Period, You may order additional quantities of the Cloud Services acquired under this Ordering
Document at the Unit Net Price specified above. This price hold does not apply to Eloqua Marketing Platform Cloud
Service, to any renewals or extensions of the Cloud Services ordered under this Ordering Document, to Cloud Services
ordered pursuant to a separate Oracle discount or promotion, or to any Cloud Services other than those listed in the initial
purchase under this Ordering Document.
5. Data Center Region
Oracle agrees that during the Service Period specified in this ordering document,the Cloud Services environment holding
Customer data will reside in data centers located in the continental United States. Oracle may access Customer Data on
a global basis to the extent necessary to perform the Cloud Services, including maintenance and Cloud Services technical
support.
6. Offer Validity: This order is valid through November 8,2019 and shall become binding upon execution by You and
acceptance by Oracle.
C. SERVICE SPECIFICATIONS
1. Service Specifications:
The Service Specifications that govern the Services ordered consist of the documents listed below, which are
incorporated into this Ordering Document. The Service Specifications are subject to change at Oracle's discretion;
however, Oracle changes to the Service Specifications will not result in a material reduction in the level of performance,
security,functionality or availability of the applicable Services provided to You for the duration of the Services Period. The
terms of the Service Specifications, including any subject matter addressed in the Service Specifications, will replace any
inconsistent term, similar subject matter or scope of service delivery in the Agreement; however, unless expressly stated
otherwise in this Ordering Document, the terms of the Data Processing Agreement shall take precedence over any
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inconsistent terms in this Ordering Document, Agreement or Service Specifications but in no event shall any documents
take precedence over DIR Contract No. DIR-TSO-4158. For the purposes of this Ordering Document, references to the
term "Customer" in any document within the Service Specifications shall mean "You" as defined in this Ordering
Document.
• Service Descriptions and Metrics
Oracle service descriptions and metrics govern Cloud Services and Technical Cloud Services. You may access the
version of these descriptions and metrics that apply to the Cloud Services and Technical Cloud Services that You
have ordered at www.oracle.com/contracts.
Cloud Hosting and Delivery Services Policies
Cloud Hosting and Delivery Services Policies describe and govern Cloud Services. You may access the version of
these policies that apply to the Cloud Services that You have ordered at www.oracle.com/contracts.
• Program Documentation
Program Documentation refers to the program user manuals for the Oracle Programs for Cloud Services, as well as
any help windows and read me files for such Oracle Programs that are accessible from within the service. The
Program Documentation describes technical and functional aspects of the Oracle Programs. You may access the
documentation online at www.oracle.com/contracts.
D. OTHER
1. Terms:
The following terms, as used in this Ordering Document or the Agreement and whether or not capitalized, shall have
the same meaning as the applicable defined term: "Agreement" and "Contract"; "Customer", "Client" and "You";
"Program Documentation" and "Documentation"; "Ordering Document" and "Order Form"; "Services Term" and
"Services Period";"Your Data and"Your Content".
2. Data Processing Agreement:
Oracle's Data Processing Agreement for Oracle Cloud Services (the "Data Processing Agreement"), which is
available at http://www.oracle.com/dataprocessingagreement, is incorporated as Appendix N of DIR Contract No.
DIR-TSO-4158 and describes the parties' respective roles for the processing and control of Personal Data (as that
term is defined in the Data Processing Agreement)that Customer provides to Oracle as part of the Cloud Services
under this order. Oracle will act as a data processor and will comply with all applicable data protection laws to the
extent such laws by their terms impose obligations directly on Oracle as a data processor in connection with the
services specified in this ordering document. Oracle will act on Customer's instruction concerning the treatment of
Customer's Personal Data residing in the Cloud Services Environment, as specified in the Agreement, the Data
Processing Agreement and this order. Customer remains solely responsible for Customer's regulatory compliance in
connection with Customer's use of the Cloud Services and will comply with all applicable laws in connection with the
performance of obligations or exercise of rights under this ordering document and the Agreement. Customer agrees
to provide any notices and obtain any consents related to Customer's use of the Cloud Services and Oracle's
provision of the Cloud Services, including those related to the collection, use, processing, transfer and disclosure of
Personal Data.
3. Assignment of this Ordering Document
Notwithstanding anything to the contrary in the agreement or this Ordering Document, You may not assign this
Ordering Document or give or transfer the Services, or an interest in them, to another individual or entity. If You
desire that Services be acquired by another entity, such other entity may order services under a separate contract.
You may not grant a security interest in any of the Services. Notwithstanding the foregoing, upon advance written
notice to Oracle, You may assign Your rights to the Services under this Ordering Document to another governmental
agency as designated by the Texas Legislature(i)that is a successor in interest to You that performs Your statutory
obligations, or(ii) as necessary to satisfy a regulatory requirement imposed upon You by a governing body with the
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appropriate authority; provided that (w) such assignee entity agrees in writing to the terms and conditions of the
agreement and the Ordering Document, (x)You provide Oracle will all consents necessary for the assignee to access
Your Content,Your Applications,and any other of Your materials in Oracle's possession,(y)the assignment does not
result in any change in Oracle's rights and obligations under this Ordering Document (including with respect to the
Services), or expand, modify or otherwise alter any use or component of the Services or Services Environments
provided under this Ordering Document, and (z) following the assignment, You shall immediately discontinue use of
the Services acquired under this Ordering Document.
4. Oracle Signature First
Your signature, in the signature block below are the only handwritten changes to this order that will be accepted.
Other changes to this order, handwritten or otherwise,will render this order null and void, unless such changes have
been specifically agreed to by both parties in writing.
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City of Fort Worth Oracle America, In
Signature Signature
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Name Name
Title Title /'✓jaha L,-, �,��,4:s SsC�/ �/Mp. �.
Signature Date Signature Date Zp��
BILL TO i SHIP TO INFORMATION
Bill To Ship To
Customer Name City of Fort Worth Customer Name City of Fort Worth
Customer Address 1000 Throckmorton St Customer Address 1000 Throckmorton St
Fort Worth TX Fort Worth TX
76102 76102
Contact Name Steve Streiffert Contact Name Steve Streiffert
Contact Phone +1 (817)392-6118 Contact Phone +1 (817)392-6118
Contact Email Steve.Streiffert@fortworthtexas.gov Contact Email Steve.Streiffert@fortworthtexas.gov
FT. WORTH,TX
r
CPQ-1372991 -1 Issued by Oracle America,Inc. 4-SEP-2019
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ACCEPTED AND AGREED:
CITY:
City of Fort Worth Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
of this contract, including ensuring all
By: performance and reporting requirements.
Name: Kevin Gunn
Title: Assistant City Manager
Date: 1 Z,j` By:
Name: Steve Streifkrk
Approval Recommended: Title: Assistant Director,IT Solutions
Approved as to Form and Legality:
By: _
Name: Roger Wrigh
Title: Interim IT Solutions Director By:
Name: Joy B. tr ng
Attest: Title: Assistant City Att ey
Contract Authorization:
"0 ,,M&C: P-12274
By: (�...
Name: Vary J. Ka +�
Title: City Secretary
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH,7X