HomeMy WebLinkAboutContract 52230-R2 CSC No.52230-R2
CDIC LE=
ORDERING D •
Oracle America, Inc.
500 Oracle Parkway
Redwood Shores, CA
94065
Name City of Fort Worth Contact David Zellmer
Address 1000 Throckmorton St Phone Number +1 (817) 392-7941
Fort Worth TX Email Address
David.Zellmer@fortworthtexas.gov
76102
Renew Subscription Term: 1-Oct-2021 to 30-Sep-2022
Service Period: 12 months
Cloud Services Data Center Quantity Term Unit Net Price Net Fee
Region
B84260-Oracle Talent Acquisition for NORTH 7000 12 mo 0.39 33,075.00
Midsize Cloud Service-Hosted AMERICA
Employee
Subtotal 33,075.00
Fee Description Net Fee
Cloud Services Fees 33,075.00
Net Fees 33,075.00
Total Fees 33,075.00
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
CPQ-2175550-1 Issued by cidue mmind, rin jj-jUL-ZU21
Page 1 of 5
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 Yo u
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.
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.
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 accessCustomer Data on a global
CPQ-2175550-1 Issued by Oracle America, Inc. 19-JUL-2021
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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 September 30, 2021 and shall become binding upon execution by You and acceptance
byOracle.
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 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
CPQ-2175550-1 Issued by Oracle America, Inc. 19-JUL-2021
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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 u 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-2175550-1 Issued by Oracle America, Inc. 19-JUL-2021
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City of Fort Worth Oracle America, Inc. Docu Signed by:
Signature jhAdz—) Signature Fgujnar. ux.S
Valerie Washington(Sep 16,202116:57 CDT)
2F22A3244/IpR
Name Valerie Washington Name Alejandra villegas
Title Assistant City Manager Title Deal specialist, Americas SSC, Deal management
Signature Date Sep 16,2021 Signature Date 20-3ul-2021 1 3:02 PM CDT
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 David Zellmer Contact Name David Zellmer
Contact Phone +1 (817)392-7941 Contact Phone +1 (817) 392-7941
Contact Email David.Zellmer@fortworthtexas.gov Contact Email David.Zellmer@fortworthtexas.gov
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
CPQ-2175550-1 Issued by Oracle America, Inc. 19-JUL-2021
Page 5 of 5
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(Sep 16,202116:57 CDT) ensuring all performance and reporting
Name: Valerie Washington requirements.
Title: Assistant City Manager
Date: Sep 16, 2021 ���� � ���Yl.�i1•
By: David Zellmer(Sep,,o 202112:59 CDT)
Approval Recommended: Name: David Zellmer
Title: Sr. IT Solutions Manager
Approved as to Form and Legality:
By:
Name: Kevin Gunn
Title: Director, IT Solutions
BY: Taylor Pis(Sep 16,2021 15:26 CDT)
Attest: Name: Taylor Paris
Title: Assistant City Attorney
Contract Authorization:
By: M&C: C-27636
Name: Ronald Gonzales Date Approved: 03/01/2016
Title: Acting City Secretary
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OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX