HomeMy WebLinkAboutContract 50589-R1 CSC No.50589-R1
ORACLE'
ORDERING DOCUMENT
Oracle America, Inc.
500 Oracle Parkway
Redwood Shores,CA
2'i,�020 94065
MAY
Ca7y3�Cg � qrH
Y
Name City of Fort Worth Contact Leah Huff
Address 200 TEXAS ST Phone Number 817-392-8239
FORT WORTH TX Email Address
Leah.H uff@fortworthtexas.gov
76102
Renew Subscription Term:10-May-2020 to 30-Sep-2020
Service Period:4.71 months
Cloud Services Data Center Quantity Term Unit Net Price Net Fee
Region
B76057-Primavera P6 Enterprise NORTH 25 4.71 mo 91.00 10,714.53
Project Portfolio Management Cloud AMERICA
Service-Hosted Named User
B76058-Primavera P6 Progress NORTH 75 4.71 mo 12.00 4,238.71
Reporter Cloud Service-Hosted AMERICA
Named User
Subtotal 14,953.24
Fee Description Net Fee
Cloud Services Fees 14,953.24
Net Fees 14,953.24
Total Fees 14,953.24
A. AGREEMENT
1. Agreement:
This order incorporates by reference the terms of the Contract for Products and Related Services between the to of Texas
acting through the Department of Information Resources("DIR")and Oracle America, Inc. ("Oracle"),effective July 0,2018 (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
CPQ-1567o. Al y terms and conditions on Your purchase order are void and have no legal gffect FQr Clod Servi?es, You may not
ssued by o rac a menca, nc. 12-MAY-2020
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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.
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 27-MAY-2020 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 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
CPQ-1567008-1 Issued by Oracle America,Inc. 12-MAY-2020
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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 appropriate authority; provided that JAI 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.
CPQ-1567008-1 Issued by Oracle America,Inc. 12-MAY-2020
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City of Fort Worth '��'��""•• �� �c Oracle America, Inc. DoeuSigned by:
Signature Valerie ashi�ngo(May21,202014:16CDT) Signature N� f• f''�
Name Valerie Washington Name Michael E. Estrada
Title Assistant City Manager Title NAMER Cloud Manager
Signature Date May 21,2020 Signature Date 12-May-20201 11:28 AM PDT
BILL TO/SHIP TO INFORMATION
Bill To Ship To
Customer Name City of Fort Worth Customer Name City of Fort Worth
Customer Address 200 TEXAS ST Customer Address 200 TEXAS ST
FORT WORTH TX FORT WORTH TX
76102 76102
Contact Name Leah Huff Contact Name Leah Huff
Contact Phone 817-392-8239 Contact Phone 817-392-8239
Contact Email Leah.Huff@fortworthtexas.gov Contact Email Leah.Huff@fortworthtexas.gov
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH,TX
CPQ-1567008-1 Issued by Oracle America,Inc. 12-MAY-2020
Page 4 of 4
Executed effective as of the date signed by the Assistant City Manager below.
FORT WORTH:
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
By: Valerie Washington(May 21,2020 14:16 CDT) ensuring all performance and reporting
Name: Valerie Washington requirements.
Title: Assistant City Manager
Date: May 21,2020
By:
S en Va�ndOer(May 2,2020 15:44 CDT)
Approval Recommended: Name: Mark Deboer
Title: Interim Assistant Director, IT
Solutions
By: Rog right(May21,202 :21CDT) Approved as to Form and Legality:
Name: Roger Wright
Title: Interim Director, IT Solutions
Attest: By: JB Strong(May 2,202013:28 CDT)
Name: John B. Strong
Title: Assistant City Attorney
By: � Contract Authorization:
Name: Mark J. Kayser""" -� M&C. P-12274
Title: City Secret
aryj`�` �+ ' Date Approved: 11/13/2018
OFFICIAL RECOkV'
Clef SECRETARY