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Home My WebLink AboutContract 53948-A4CSC No. 53948-A4 FOURTH AMENDMENT TO FORT WORTH CITY SECRETARY CONTRACT NO. 53948 This Fourth Amendment to Fort Worth City Secretary Contract No. 53948 ("First Amendment") is made between the City of Fort Worth ("Fort Worth"), a municipal corporation and Carahsoft Technology Corporation ("Vendor"). WHEREAS, Fort Worth and Vendor entered into an Agreement identified as Fort Worth City Secretary Contract (CSC) No. 53948 beginning May 29, 2020 (the "Agreement") by virtue of the Assignment from Thirkettle Corporation d/b/a Aqua Metric Sales Company, a California corporation ("Assignor") to Fort Worth; and WHEREAS, the First Amendment to CSC 53948 was executed on December 17, 2020 to add formal pricing quotes and end -user terms and conditions for the utilization of the Mulesoft integration platform; and WHEREAS, the Agreement was renewed on November 2, 2022 to add an additional 1- year term through December 31, 2023; and WHEREAS, the Second Amendment to CSC 53948 was executed on November 11, 2022 to add Quote #35445496 for renewal of the annual license subscription for Mulesoft subscription modules for FY23; and WHEREAS, the Third Amendment to CSC 53948 was executed on October 19, 2023 to add Quote #40738105 for renewal of the annual license subscription for Mulesoft subscription modules for FY24; and WHEREAS, it is the collective desire of both Fort Worth and Vendor to amend the Agreement by term dates in accordance with Quote #40738105 for renewal of the annual license subscription for Mulesoft subscription modules for FY24. NOW THEREFORE, known by all these present, Fort Worth and Vendor, acting herein by and through their duly authorized representatives, agree to the following terms, which amend the Agreement as follows: 1. The Agreement is hereby amended to adjust the renewal term start date to 12/01/2023 and renewal term end date to 11/30/2024. 2. All other terms, provisions, conditions, covenants and recitals of the Agreement not expressly amended herein shall remain in full force and effect. [Signature Page Follows] OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Fourth Amendment to Fort Worth City Secretary Contract No. 53948 Page 1 of 2 Executed effective as of the date signed by the Assistant City Manager below. FORT WORTH: City of Fort Worth n4n4' Bcw4kday�c By: Dana Burghdoff (Det-i, 2023 tf56 CST) Name: Dana Burghdoff Title: Assistant City Manager Date: 08/12/2023 Approval Recommended: Chn"fto heG-1fadv- By: Christopher Harder (Dec 8, 2023 10:58 CST) Name: Chris Harder Title: Water Director Attest: F eORT°nBa p~8 .Id *=d /� ✓ct�XJVs�'„ �\ st. dd'0�°o °°i ad Qa� aEX 45gp� By: JI Name: Jannette Goddall Title: City Secretary VENDOR: Carahsoft Technology Corporation By: , tvw"-', � GQit dbrL Name: Stephen Dickerson Title: Sales Manager Date: 12/8/23 Contract Compliance Manager: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. By: Homero J. Garza, Jr. (Dec 8, 202310:17 CST) Name: Homer Garza Title: IT Manager, Water IT Approved as to Form and Legality: <;Dd2GY By: Name: Taylor Paris Title: Assistant City Attorney Contract Authorization: M&C: 22-0319 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Fourth Amendment to Fort Worth City Secretary Contract No. 53948 Page 2 of 2 FORT WORTH. Routing and Transmittal Slip Water Department DOCUMENT TITLE: Carahsoft — Mulesoft Fourth Amendment M&C: CPN: TO: Homer Garza for Rick Lisenbee — Approver Homer Garza — Contract Compliance Manager Vendor — Stephen Dickerson, Carahsoft Shane Zondor — Approver Jan Hale — Approver Christopher Harder — Signer Taylor Paris — Signer Dana Burghdoff — Signer Ron Gonzales — Approver Jannette Goodall — Signer Allison Tidwell — Form Filler Tim Shidal — Acceptor Needs to be notarized: ❑ YES 0 NO Action Required: ❑ As Requested ❑ For Your Information PSignature/Routing and/or Recording ❑ Comment ❑ File FOR CMO USE ONLY: Routing to CSO CSO: 53948-A4 DOC #: INITIALS tc 1JG Stephen. Dickerson@Carahsoft. com x0 YES ❑ NO EXPLANATION MEMO Attached for your approval is the fourth amendment to CSC 53948, the agreement is between Fort Worth and Carahsoft Technology Corporation (Carahsoft) for Mulesoft software and services transferred from AquaMetric as part of the MyH2O program. This amendment is needed to adjust the terms dates of the agreement renewal to start on 12/01/2023 and end on 11/30/2024. The year 5 pricing per the attached quote was previously adopted in the third amendment: Carahsoft Quote #40738105 for year 5 pricing for FY24. Please approve/sign the renewal letter via Adobe Sign. If you have any questions or concerns, please contact me or call Homer Garza at (817) 392-8633. Thank you, Twotho SkXat Timothy Shidal (D'C�,(8, 2023 10:12 CST) Tim Shidal Sr. IT Business Planner, Water IT Fort Worth Water Department 200 Texas Street Fort Worth, Texas 76102 (817) 392-2515 tim. shidal(&fortworthtexas.2ov Government - Price Quotation MuleSoft Government at Carahsoft nM u leSoft M Carahsoft Technology Corp. 11493 SUNSET HILLS ROAD I Suite 100 1 Reston, Virginia 20190 Phone (703) 871-8500 1 Fax (703) 871-8505 1 Toll Free (888) 662-2724 www.carahsoft.com I sales@carahsoft.com TO: Robb Bailey Applications Manager City of Fort Worth Water Dept. 920 Fournier St Fort Worth, TX 76102 EMAIL: william.bailey@fortworthtexas.gov PHONE: (817) 392-8272 TERMS: FTIN:52-2189693 Shipping Point: FOB Destination Remit To: Same as Above Payment Terms: Net 30 (On Approved Credit) Cage Code: 1 P3C5 DUNS No: 088365767 UEI: DT8KJHZXVJH5 Credit Cards: VISA/MasterCard/AMEX Sales Tax May Apply LINE NO. PART NO. DESCRIPTION carahsoft. FROM: Katie Grose Carahsoft Technology Corp. 11493 Sunset Hills Road Suite 100 Reston, Virginia 20190 EMAIL: Katie.Grose@carahsoft.com PHONE: (571) 662-3409 FAX: (703) 871-8505 QUOTE NO: 40738105 QUOTE DATE: 09/05/2023 QUOTE EXPIRES: 11/17/2023 RFQ NO: SHIPPING: ESD TOTAL PRICE: $685,533.05 TOTAL QUOTE: $685,533.05 QUOTE PRICE QTY EXTENDED PRICE 1 210000068 MuleSoft - Included vCore - Production $0.00 OM 2 $0.00 Start Date: 12/01/2023 End Date: 11/30/2024 2 210000076 MuleSoft - Included vCore - Pre -Production $0.00 OM 4 $0.00 Start Date: 12/01/2023 End Date: 11/30/2024 3 200007496 MuleSoft - Anypoint MO API Requests (500M) - Titanium $39,224.4632 OM 1 $39,224.46 Edition Start Date: 12/01/2023 End Date: 11/30/2024 4 200007633 MuleSoft - Anypoint API Manager Production - Titanium $2,765.5958 OM 5 $13,827.98 Edition Start Date: 12/01/2023 End Date: 11/30/2024 5 200007464 MuleSoft - Additional vCore Production - Titanium Edition $28,017.47 OM 8 $224,139.76 Start Date: 12/01/2023 End Date: 11/30/2024 6 200007437 MuleSoft - Anypoint Platform Base Subscription - Titanium $136,351.71 OM 1 $136,351.71 Edition Start Date: 12/01/2023 End Date: 11/30/2024 7 200007636 MuleSoft - Anypoint API Manager Pre -Production - Titanium $2,533.7638 OM 41 $103,884.32 Edition Start Date: 12/01/2023 End Date: 11/30/2024 8 200007452 MuleSoft - Additional vCore Pre -Production - Titanium $28,017.47 OM 6 $168,104.82 Edition Start Date: 12/01/2023 End Date: 11/30/2024 CONFIDENTIAL QUOTE DATE: 09/05/2023 PAGE 1 of 3 QUOTE NO: 40738105 Government - Price Quotation MuleSoft Government at Carahsoft nM u leSoft M Carahsoft Technology Corp. 11493 SUNSET HILLS ROAD I Suite 100 1 Reston, Virginia 20190 Phone (703) 871-8500 1 Fax (703) 871-8505 1 Toll Free (888) 662-2724 www.carahsoft.com I sales@carahsoft.com LINE NO. PART NO. DESCRIPTION SUBTOTAL: carahsoft. QUOTE PRICE QTY EXTENDED PRICE $685,533.05 TOTAL PRICE: $685,533.05 TOTAL QUOTE: $685,533.05 CONFIDENTIAL QUOTE DATE: 09/05/2023 PAGE 2 of 3 QUOTE NO: 40738105 Government - Price Quotation n MuleSoft" MuleSoft Government at Carahsoft Carahsoft Technology Corp. 11493 SUNSET HILLS ROAD I Suite 100 1 Reston, Virginia 20190 Phone (703) 871-8500 1 Fax (703) 871-8505 1 Toll Free (888) 662-2724 www.carahsoft.com I sales@carahsoft.com LINE NO. PART NO. DESCRIPTION QUOTE PRICE carahsoft. QTY EXTENDED PRICE **ATTENTION** PO MUST INCLUDE ALL ITEMS LISTED BELOW FOR PROCESSING** Net 30 Terms ESD (electronic delivery) Quote #40738105 Contract Vehicle # *The pricing and discounts in Carahsoft Quote 40738105 reflect bundled pricing. Should products or quantities change, pricing is subject to change* ---Quote Special Terms --- Notwithstanding anything to the contrary, subscriptions purchased pursuant to this Order Form shall not automatically renew, and therefore shall terminate on the applicable Order End Date above unless Customer enters into a new Order Form with Salesforce, on or before that Order End Date, for the relevant product(s). Product Special Terms MuleSoft Services The Software and/or Cloud Offerings, standing alone, constitute Services. Additional details regarding such Services are provided in the Anypoint Platform Subscription Plan details, which is accessible at https://www.mulesoft.com/prod-subscription plans, and is subject to changes if and when new versions become available. MuleSoft Use by Affiliates Subject to the terms and conditions of this Order Form and the Agreement, Customer's Affiliates may use the subscriptions ordered by Customer herein for the duration of the Order Term and for so long as they remain Affiliates, provided that: (a) such use is for the internal business operations of Customer and/or its Affiliates and does not create any third party beneficiary rights for Customers' Affiliates; (b) Customer remains responsible for each such Affiliate's compliance with the terms and conditions of the Agreement and this Order Form; (c) Customer provides SFDC at least 30 days' advance written notice (email permitted) of each such Affiliate usage; (d) subject to the following subsection (e), use of the subscriptions by all Affiliates and Customer in the aggregate must be within the restrictions in this Order Form; and (e) notwithstanding the foregoing, Affiliates may not use Customer's rights under any unlimited Core or VCore (or other unlimited quantity) license or subscription unless Affiliate usage is specifically designated in such Order Form. Mule5oft Software Software shall be subject to the Order Form Supplement for MuleSoft Software available at https://www.salesforce.com/company/legal/agreements.jsp ("Supplement") which is hereby made part of this Order Form. Customer must reference Quote number and Contract # on Purchase Order. Should Customer purchase via Reseller all terms of Carahsoft Quote must be incorporated in Reseller quote and Customer Purchase Order to Reseller. Any increase in subscription pricing (excluding support and resource -based Services) for the first renewal term will not exceed 5% over the then -current subscription pricing, provided that (a) Customer renews its entire then -current subscription volume under this Order Form combined with any associated add -on Order Forms, and (b) the first renewal term is the same duration as the Order Term of this Order Form or one year (whichever is longer). Thereafter, any increase in subscription and support pricing will be in accordance with SFDC's pricing and policies in effect at the time of the renewal or as otherwise agreed to by the parties Licensee agrees that any order for Salesforce Services will be governed by the terms and conditions of the Carahsoft Salesforce Service Terms, copies of which are found at https://carah.io/SFDC-TOU and all Schedules and Documentation referenced by the Terms are made a part hereof. The parties agree that any term or condition stated in a Customer purchase order or in any other Customer order documentation (excluding Quotes) is void. In the event of any conflict or inconsistency among the following documents, the order of precedence shall be: (1) the applicable Quotes (and their Contract Vehicle), (2) the TOU, and (3) the Documentation. Licensee acknowledges it has had the opportunity to review the Terms, prior to executing an order. Product Terms Directory: http://carah.io/Product-Terms-Directory Help & Training: http://carah.io/Help Government Cloud Plus: http://www.carahsoft.com/government-cloud-terms A list of currently available FedRAMP/IL4 Authorized Salesforce products can be found here: https://he 1p.salesforce.com/a rticleV iew?id=000270080&language=en_US&type=l CONFIDENTIAL QUOTE DATE: 09/05/2023 PAGE 3 of 3 QUOTE NO: 40738105