HomeMy WebLinkAboutContract 61992-A1R1CSC No. 61992-AlR1
FIRST AMENDMENT AND FIRST RENEWAL
TO
CITY OF FORT WORTH CONTRACT 61992
This First Amendment and First Renewal to City Secretary Contract No. 61992 ("First
Amendment and First Renewal") is entered by and between the City of Fort Worth ("City"), a
home rule municipality, with its principal place of business at 100 Fort Worth Trail, Fort Worth,
Texas, and Environmental Systems Research Institute, Inc., a California corporation
("ESRI" or "Vendor"). City and Vendor are each individually referred to herein as a "party" and
collectively referred to as the "parties."
WHEREAS, on July 18, 2022, Vendor and the Texas Department of Information
Resources entered into that certain agreement known as DIR-CPO-4699 (the "Underlying
Cooperative Agreement"), which contained an initial term and one optional two-year renewal
term and one additional one-year renewal term; and
WHEREAS, on September 16, 2024, the parties entered into City Secretary Contract
No. 61992 ("Agreement") for ESRI to provide City with its ESRI Advantage and Workflow
Manager Subscriptions; and
WHEREAS, the current term of the Agreement expires on September 15, 2025; and
WHEREAS, the parties wish to amend the Agreement to align the renewal dates to
match the Underlying Cooperative Agreement; and
WHEREAS, the parties further wish to renew the Agreement for an additional one-year
term, with pricing in accordance to Exhibit A-1, ESRI Renewal Quotation #26299563; and
NOW, THEREFORE, the parties, acting herein by the through their duly authorized
representatives, enter into the following agreement:
1.
AMENDMENTS
1. The Agreement is hereby amended to align the term of the Agreement with the
Underlying Cooperative Contract with the renewal term commencing on July 19, 2025 and
expiring on July 18, 2026.
2. This Agreement is hereby amended to include Exhibit A-1, ESRI Renewal Quotation
No. 26299563, attached hereto to this First Amendment and First Renewal.
3. The Agreement is hereby amended to include Exhibit D, Texas DIR-CPO-4699
Customer Addendum to Purchase Order (the "LOL Addendum"), attached hereto to this First
Amendment and First Renewal
4. The total annual amount of the Agreement will remain at an amount not to exceed
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
$100,000.00
2.
RENEWALS
1. The Agreement is hereby renewed for a one-year renewal term which shall begin on
July 19, 2025 and end on July 18, 2026.
3.
ALL OTHER TERMS SHALL REMAIN THE SAME
All other provisions of the Agreement which are not expressly amended herein shall
remain in full force and effect.
4.
ELECTRONIC SIGNATURE
This Amendment may be executed in multiple counterparts, each of which shall be
an original and all of which shall constitute one and the same instrument. A facsimile copy
or computer image, such as a PDF or tiff image, or a signature, shall be treated as and shall
have the same effect as anoriginal.
[Signature Page Follows]
ACCEPTED AND AGREED:
CITY OF FORT WORTH:
By: DianTia Giordano (Sep 2, 202517:28:45 CDT)
Name: Dianna Giordano
Title: Assistant City Manager
Date: 09/02/2025
APPROVAL RECOMMENDED:
By: �� G
Name: Kevin Gunn
Title: Director, IT Solutions Department
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Name: Jannette Goodall
Title: City Secretary
VENDOR:
Environmental Systems
Institute, Inc
By: �_,
Name: Annette Kazandjian
Title: Managing Business Attorney
Date: Aug 25, 2025
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: Steven Steven Van 202508:53:07 CDT)
Name: Steven Vandever
Title: Sr. IT Solutions Manager
APPROVED AS TO FORM AND
LEGALITY:
By: -M, -X lja, .'ff7
Name: M. Kevin Anders, II
Title: Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: N/A
Approval Date: N/A
Form 1295: N/A
Research ATTEST:
By:
Name: Alejandra Merino
Title: Sr. Manager, International Contracts
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Exhibit A-1
ESRI Renewal Quotation No. 26299563
(Attached)
•
Esri Inc
3 esn 380 New York Street
Redlands CA 92373
Subject: Renewal Quotation
Date: 08/06/2025
To: Natalie Watkins
Organization: City of Fort Worth
Information Technology Solutions Dept
Fax #: 817-392-2404 Phone #: 817-392-5883
From: Francisco L Mejia
Fax #: Phone #: + 19093694281 Ext. 4281
Email: finejia@esri.com
Number of pages transmitted Quotation #26299563
(including this cover sheet): 3 Document Date: 08/06/2025
Please find the attached quotation for your forthcoming term. Keeping
your term current may entitle you to exclusive benefits, and if you choose
to discontinue your coverage, you will become ineligible for these valuable
benefits and services.
If your quote is regarding software maintenance renewal, visit the
following website for details regarding the maintenance program benefits
at your licensing level
http://www.esri.com/apps/products/maintenance/qualifying.cfm
All maintenance fees from the date of discontinuation will be due and
payable if you decide to reactivate your coverage at a later date.
Please note: Certain programs and license types may have varying
benefits. Complimentary User Conference registrations, software support,
and software and data updates are not included in all programs.
Customers who have multiple copies of certain Esri licenses may have the
option of supporting some of their licenses with secondary maintenance.
For information about the terms of use for Esri products as well as
purchase order terms and conditions, please visit
http://www.esri.com/legal/licensing/software-license.html
If you have any questions or need additional information, please contact
Customer Service at 888-377-4575 option 5.
•
esn®380 New York Street
Redlands, CA 92373
0 Phone:+ 190936942814281
Date: 08/06/2025
Quotation Number: 26299563
City of Fort Worth
Information Technology Solutions De
GIS Div
200 Texas St
Fort Worth TX 76102-6314
Attn: Natalie Watkins
Email: Natalie.Watkins@fortworthtexas.gov
Customer Number: 106671
For questions regarding this document, please contact Customer Service at 888-377-4575.
Quotation
Contract Number: 00298018.1
Send Purchase Orders To:
Environmental Systems Research Institute, Inc.
380 New York Street
Redlands, CA 92373-8100
Attn: Francisco L Mejia
Please include the following remittance address
on your Purchase Order:
Environmental Systems Research Institute, Inc.
P.O. Box 741076
Los Angeles, CA 90074-1076
Item Qty Material# Unit Price Extended Price
Subject to terms and conditions of State of Texas DIR-GPO-4699
10 1 177558 17,439.83 17,439.83
ArcGIS Workflow Manager Server Advanced Up to Four Cores Annual Subscription
Start Date: 09/26/2025
End Date: 09/25/2026
Item Subtotal 17,439.83
Estimated Tax 0.00
Total USD 17,439.83
DUNS/CEC:06-313-4175 CAGE:OAMS3
Please note Esri has introduced a price change and this quote reflects current pricing for your organization. It is important to us that we are
able to continue to deliver value through enhancements to products, solutions, and capabilities.
Your renewal provides access to all the benefits you are familiar with, which you can review at https://go.esri.com/maintenance
For questions related to the price change, please reach out to your assigned Esri Account Manager.
Quotation is valid for 90 days from document date.
Any estimated sales and/or use tax has been calculated as of the date of this quotation and is merely provided as a convenience for your
organization's budgetary purposes. Esri reserves the right to adjust and collect sales and/or use tax at the actual date of invoicing. If your
organization is tax exempt or pays state taxes directly, then prior to invoicing, your organization must provide Esri with a copy of a current
tax exemption certificate issued by your state's taxing authority for the given jurisdiction.
Esri may charge a fee to cover expenses related to any customer requirement to use a proprietary vendor management, procurement, or
invoice program.
To expedite your order, please reference your customer number and this quotation number on your purchase order.
380 New York Street
esn °Redlands, CA 92373
OPhone: + 190936942814281
Date: 08/06/2025 Quotation No: 26299563
Item Qty Material#
Quotation
Page 2
Customer No: 106671 Contract No: 00298018.1
Unit Price Extended Price
Renew online by using a credit card, purchase order, or by requesting an invoice at
https://www.esri.com/en-us/quote-order/renew.
If there are any changes required to your quotation please respond to this email and indicate any changes in your invoice
authorization.
If you choose to discontinue your support, you will become ineligible for support benefits and services. All maintenance fees
from the date of discontinuation will be due and payable if you decide to reactivate your support coverage at a later date.
The items on this quotation are subject to and governed by the terms of this quotation, the most current product specific
scope of use document found at
http://assets.esri.com/content/dam/esrisites/media/legal/product-specific-terms-of-use/e300.pdf , and your applicable
signed agreement with Esri. If no such agreement covers any item quoted, then Esri's standard terms and conditions found
at http://assets.esri.com/content/dam/esrisites/media/legal/ma-full/ma-ful1.pdf apply to your purchase of that item. Federal
government entities and government prime contractors authorized under FAR 51.1 may purchase under the terms of Esri's
GSA Federal Supply Schedule. Supplemental terms and conditions found at
http://www.esri.com/en-us/legal/terms/state-supplemental apply to some state and local government purchases. All terms
of this quotation will be incorporated into and become part of any additional agreement regarding Esri's offerings.
Acceptance of this quotation is limited to the terms of this quotation. Esri objects to and expressly rejects any different or
additional terms contained in any purchase order, offer, or confirmation sent to or to be sent by buyer. Unless prohibited by
law, the quotation information is confidential and may not be copied or released other than for the express purpose of
system selection and purchase/license. The information may not be given to outside parties or used for any other purpose
without consent from Esri. Delivery is FOB Origin.
In order to expedite processing, please reference the quotation number and any/all applicable Esri contract number(s) (e.g.
MPA, EA, GSA, BPA) on your ordering document.
Exhibit D
Texas DIR-CPO-4699 Customer Addendum to Purchase Order (the "LOL Addendum")
(Attached)
OiTHE
�sSCIENCE
OF
WHERE
Texas DIR-CPO-4699 Customer Addendum to Purchase Order (the "LOL Addendum")
Pursuant to Section 12(c) of DIR Contract No. DIR-CPO-4699 (the "DIR Contract"), Environmental Systems
Research Institute, Inc. ("Esri" or "Successful Respondent") and the State of Texas, acting by and through
the Department of Information Resources ("DIR") have agreed to authorized exceptions to Section 10.12
("Limitation of Liability") of Appendix A to the DIR Contract.
WHEREAS, Esri and DIR have agreed Esri and a Customer may include in a Purchase Order a term limiting Esri's
liability to Customer for damages in any claim or cause of action arising under or related to such Purchase Order
and to limit Esri's liability to Customer for indemnification requirements under Section 10.1.1(A)(iii) of the DIR
Contract, provided such terms may only be valid if stated on a standalone page signed by both parties and attached
to or incorporated by reference into the corresponding Purchase Order; and
WHEREAS, Customer is procuring Esri Offerings or Services from Esri under the DIR Contract as a Customer and
the parties wish to further limit Esri's liability to the Purchase Order this LOL Addendum is attached to or referenced
therein;
NOW THEREFORE, the parties agree to the following:
1. Successful Respondent's liability for damages in any claim or cause of action arising under or related to the
Purchase Order shall not exceed two-times the total value of the Purchase Order. Such value includes all
amounts paid and amounts to be paid over the life of the Purchase Order to Successful Respondent by
such Customer as described in the Purchase Order.
Notwithstanding the foregoing or anything to the contrary herein, any limitation of Successful Respondent's
liability contained herein shall not apply to: claims of bodily injury; violation of intellectual property rights
including but not limited to patent, trademark, or copyright infringement; indemnification requirements under
the DIR Contract, except as allowed by subsection 10.12(D) of the DIR Contract; and violation of State or
Federal law including but not limited to disclosures of confidential information and any penalty of any kind
lawfully assessed as a result of such violation.
Successful Respondent's liability to for damages in any claim or cause of action arising under or related to
the Purchase Order for indemnification requirements under Section 10.1.1(A)(iii) of the DIR Contract shall
not exceed (i) $1 million or (ii) two-times the total value of the Purchase Order, whichever is greater. Such
limitation shall be distinct and calculated separately from any limitation included pursuant to
Section 10.12(B) of the DIR Contract. CUSTOMER HAS CONSULTED WITH LEGAL COUNSEL AND
CAREFULLY CONSIDERED POTENTIAL RISKS ASSOCIATED WITH A DATA BREACH TO
DETERMINE LIMITATIONS APPROPRIATE FOR THIS PURCHASE ORDER.
4. The term of this LOL Addendum will commence on the final signature date between the parties below and
shall remain in effect until the expiration or termination of the DIR Contract.
[INTENTIONAL BLANK]
G-682 Page 1 of 2 August 1, 2023
The parties may sign this LOL Addendum in counterparts or via electronic signatures; such execution is valid even
if an original paper document bearing both parties' original signatures is not delivered. This LOL Addendum is
executed and effective as of the date of Customer signature below.
The authorized representatives of each party accept and agree to the terms of this LOL Addendum by signing
below:
Accepted and Agreed:
City of Fort Worth
ENVIRONMENTAL SYSTEMS
RESEARCH INSTITUTE, INC.
(Customer)
(Esri)
41
i� o (Sep 2, 2025 17:28:45 CDT)
By: DiannaGiordano
By:
Dianna Giordano
U
Printed Name:
Printed Name: Tamisa Greening
Title: Assistant City Manager
Title: Director, Contracts and Legal
09/02/2025
Date:
G-682 Page 2 of 2 August 1, 2023
CSC 61992-A1 R1 to route
Final Audit Report 2025-08-26
Created: 2025-08-25
By: Thomas Amrine (tamrine@esri.com)
Status: Signed
Transaction ID: CBJCHBCAABAAGfoQVONydmuC3S3GBiBYz4bnZiUOZTeH
"CSC 61992-A1 R1 to route" History
Document created by Thomas Amrine (tamrine@esri.com)
2025-08-25 - 7:09:40 PM GMT- IP address: 134.238.161.167
Document emailed to Annette Kazandjian (akazandjian@esri.com) for signature
2025-08-25 - 7:10:56 PM GMT
Email viewed by Annette Kazandjian (akazandjian@esri.com)
2025-08-25 - 7:11:05 PM GMT- IP address: 135.232.20.2
Document e-signed by Annette Kazandjian (akazandjian@esri.com)
Signature Date: 2025-08-26 - 6:54:46 AM GMT - Time Source: server- IP address: 98.37.165.30
Document emailed to Alejandra Merino (smerino@esri.com) for signature
2025-08-26 - 6:54:47 AM GMT
Email viewed by Alejandra Merino (smerino@esri.com)
2025-08-26 - 3:30:22 PM GMT- IP address: 104.47.56.126
Document e-signed by Alejandra Merino (smerino@esri.com)
Signature Date: 2025-08-26 - 3:31:52 PM GMT - Time Source: server- IP address: 198.102.58.250
b Agreement completed.
2025-08-26 - 3:31:52 PM GMT
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