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HomeMy WebLinkAbout061453-A2R2 - General - Contract - Oracle America, Inc.csc 61453-A2R2 SECOND AMENDMENT & SECOND RENEWAL FORT WORTH CITY SECRETARY CONTRACT NO. 61453 BETWEEN THE CITY OF FORT WORTH AND ORACLE AMERICA, INC. This Second Amendment and Second Renewal to Fort Worth City Secretary Contract Number 61453 is made between the City of Fort Worth ("City"), a Texas home -rule municipal corporation, acting herein by and through Jesica McEachern, its duly authorized Assistant City Manager, and Oracle America, Inc. ("Vendor"). City and Vendor may be each referred to individually as a "party" and collectively as the "parties." WHEREAS, on July 30, 2018, Vendor and the Texas Department of Information Resources ("DIR") entered into that certain cooperative agreement DIR-TSO-4158 ("Original Cooperative Agreement"), which expired on October 28, 2024; and WHEREAS, on May 14, 2024, through Mayor and Council Communication (M&C) 24-0422, the Fort Worth City Council authorized the City to enter into an agreement with Vendor for software licensing, maintenance and support services, learning subscriptions, and professional services; and WHEREAS, as authorized by M&C 24-0422, on May 26, 2024, City and Vendor entered into that certain agreement identified as Fort Worth City Secretary Contract 61453 (the "Agreement"), relying on the Original Cooperative Agreement, which included spending authority in the amount of $239,000.00; and WHEREAS, on April 4, 2025, Vendor and DIR entered into that certain cooperative agreement DIR-CPO-5439 (the "Second Cooperative Agreement"), which contains an initial term of two years, with one optional two-year renewal, and one optional one-year renewal; and WHEREAS, on May 15, 2025, the parties entered into the First Amendment and First Renewal to the Agreement to incorporate the terms of the Second Cooperative Agreement into the Agreement, increase the spending authority under the Agreement from $239,000.00 to be in the amount of $274,639.77, and renew the Agreement for an additional one-year renewal term which will end on May 25, 2026; and WHEREAS, the parties desire to amend the Agreement to increase the spending authority under the Agreement; and WHEREAS, the parties desire to renew the Agreement for an additional one-year renewal term. NOW, THEREFORE, the parties, acting herein by and through their duly authorized representatives, enter into the following agreement: I. AMENDMENTS 1. The parties agree that the City's spending authority under the Agreement is hereby increased from $274,639.77 to be in the amount of $319,261.05. The parties also agree as follows: a. The Oracle Ordering Document for the Learning Subscription will renew for a full one- year renewal term, in the amount of $10,567.00; b. The Oracle Ordering Document for Oracle RightNow software, licensing, and support will renew for a full one-year renewal term, in the amount of $218,721.55; OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX c. The Oracle Ordering Document for Professional Services will renew for a full one-year renewal term, in the amount of $89,972.50; d. The total contract amount shall be in the amount of $319,261.05. H. RENEWALS The Agreement is hereby renewed for an additional one-year renewal term, which will begin on May 26, 2026, and will expire on May 25, 2027, with pricing to be in accordance with the Oracle Ordering Documents attached as Exhibits B, C, and D. III. ALL OTHER TERMS SHALL REMAIN THE SAME All other terms, provisions, conditions, covenants and recitals of said Agreement not expressly amended herein shall remain in full force and effect. IV. ELECTRONIC SIGNATURE This Amendment may be executed in multiple counterparts, each of which shall be 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 an original. [signature page follows] ACCEPTED AND AGREED: 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: Dianna Giordano (May 22, 2026 15:21:51 CDT) performance and reporting requirements. Name: Jesica McEachem Title: Assistant City Manager By: OO Name: William Bailey APPROVAL RECOMMENDED: Title: IT Manager, Water Department APPROVED AS TO FORM AND LEGALITY: By. SlOnher Harris t ay 99 96901n•dfd 1�`f)T1 Name: Christopher Harder, P. E. Al. ke vin Ano(y-s► Title: Director, Water Department By: M. Kevin Anders, II (May 22, 2026 10:55:14 CDT) Name: M. Kevin Anders, II ATTEST: Title: Assistant City Attorney paJ. foRT'9d0 a oa ° aaa pva -=e Name: Jannette Goodall Title: City Secretary OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX CDPACLE Name Address City of Fort Worth Texas INFORMATION SYSTEMS 1000 THROCKMORTON FORT WORTH TX 76102 Renew Subscription Term: 25-May-2026 to 24-May-2027 Oracle America, Inc. 500 Oracle Parkway Redwood Shores, CA 94065 Contact Robb Bailey Phone Number 817-392-8272 Email Address William.Bailey@fortworthtexas.gov Services Period: 12 months Data Center Cloud Services Region Quantity Term Unit Net Price Net Fee B109206 - EDU Cloud Applications Learning subscription - Hosted GLOBAL 3 12 mo 293.53 10,567.00 Named User Subtotal 10,567.00 Fee Description Net Fee Cloud Services Fees 10,567.00 Net Fees 10,567.00 Total Fees 10,567.00 Contract Order Reference: 1222860901.a2 Issued by Oracle America, Inc. 24-FEB-2026 Page 1 of 3 A. Terms of Your Order 1. Applicable Agreement: a. Public Sector Agreement for Cloud Services US-CSA-COR-1222860901.a2 2. Cloud Payment Terms: a. Net 30 days from invoice date 3. Cloud Payment Frequency: a. Quarterly in Arrears 4. Currency: a. US Dollars 5. Offer Valid through: a. 22-MAY-2026 6. Service Specifications a. The Service Specifications applicable to the Cloud Services ordered may be accessed at http://www.oracle.com/contracts. To the extent Your Cloud Services include AI Functionality, the Service Specifications for such Cloud Services include the Oracle Artificial Intelligence Terms. 7. Services Period a. The Services Period for the Services commences on the date stated in this order. If no date is specified, then the "Cloud Services Start Date" for each Service will be the date that you are issued access that enables you to activate your Services. B. Additional Order Terms 1. Data Processing Agreement Exclusion for EDU and Learning Cloud Services The Oracle Data Processing Agreement does not apply to the Cloud Services that contain "EDU" as the prefix in the name of the Cloud Services, including but not limited to, Guided Learning Cloud Services and Learning Subscription Cloud Services (but excluding Guided Learning Managed Services) because such Cloud Services only allow a customer to input certain personal information, such as its own employees' names and business contact details, for which Oracle serves as a data controller and not a data processor. Contract Order Reference: 1222860901.a2 Issued by Oracle America, Inc. 24-FEB-2026 Page 2 of 3 City of Fort Worth Texas Signature A" s,or, Name Dianna Giordano Title Assistant City Manager Signature Date May 22, 2026 BILL TO / SHIP TO INFORMATION Bill To Customer Name City of Fort Worth Texas Customer Address INFORMATION SYSTEMS 1000 THROCKMORTON FORT WORTH TX 76102 Contact Name Robb Bailey Contact Phone 817-392-8272 Contact Email William.Bailey@fortworthtexas.gov Ship To Customer Name City of Fort Worth Texas Customer Address INFORMATION SYSTEMS 1000 THROCKMORTON FORT WORTH TX 76102 Contact Name Robb Bailey Contact Phone 817-392-8272 Contact Email William.Bailey@fortworthtexas.gov Contract Order Reference: 1222860901.a2 Issued by Oracle America, Inc. 24-FEB-2026 Page 3 of 3 CDPACLE Name City of Fort Worth Address Information Technical Services Water Department FORT WORTH TX 76102 Renew Subscription Term: 26-May-2026 to 25-May-2027 Oracle America, Inc. 500 Oracle Parkway Redwood Shores, CA 94065 Contact William (Robb) Bailey Phone Number 1-817-3927941 Email Address William.Bailey@fortworthtexas.gov Services Period: 12 months Data Center Cloud Services Quantity Term Unit Net Price Net Fee Region B88484 - Oracle RightNow Enterprise NORTH Dynamic Agent Desktop Cloud 123 12 mo 109.08 161,004.79 AMERICA Service - Hosted Named User B68258 - Oracle RightNow Chat NORTH 10 12 mo 31.17 3,739.95 Cloud Service - Hosted Named User AMERICA B68302 - Oracle RightNow Agent NORTH Scripting Cloud Service - Hosted 102 12 mo 23.37 28,610.61 AMERICA Named User B68548 - Oracle RightNow Emails NORTH Sent Monthly - 100 Emails Sent - 5 12 mo 0.93 56.10 AMERICA Monthly Capacity B72236 - Oracle RightNow Universal NORTH Core Service Tier 1 Sessions Monthly 5 12 mo 4.99 299.20 AMERICA - 100 Sessions - Monthly Capacity B82255 - Oracle RightNow Non - Contact Center User Cloud Service - NORTH 107 12 mo 19.48 25,010.91 Hosted Non -Contact Center Named AMERICA User Subtotal 218,721.55 Fee Description Net Fee Cloud Services Fees 218,721.55 Net Fees 218,721.55 Contract Order Reference: 10452874.a2 Issued by Oracle America, Inc. 25-FEB-2026 Page 1 of 4 Fee Description Net Fee Total Fees 218,721.55 Contract Order Reference: 10452874.a2 Issued by Oracle America, Inc. 25-FEB-2026 Page 2 of 4 A. Terms of Your Order 1. Applicable Agreement: a. Public Sector Agreement for Cloud Services US-CSA-CPQ-4072820 2. Cloud Payment Terms: a. Net 30 days from invoice date 3. Cloud Payment Frequency: a. Quarterly in Arrears 4. Currency: a. US Dollars 5. Offer Valid through: a. 26-MAY-2026 6. Service Specifications a. The Service Specifications applicable to the Cloud Services ordered may be accessed at http://www.oracle.com/contracts. To the extent Your Cloud Services include AI Functionality, the Service Specifications for such Cloud Services include the Oracle Artificial Intelligence Terms. 7. Services Period a. The Services Period for the Services commences on the date stated in this order. If no date is specified, then the "Cloud Services Start Date" for each Service will be the date that you are issued access that enables you to activate your Services. Contract Order Reference: 10452874.a2 Issued by Oracle America, Inc. 25-FEB-2026 Page 3 of 4 City of Fort Worth Signature Name Title Signature Date Dianna Giordano Assistant City Manager May 22, 2026 BILL TO / SHIP TO INFORMATION Bill To Customer Name City of Fort Worth Customer Address Information Technical Services Water Department FORT WORTH TX 76102 Contact Name William (Robb) Bailey Contact Phone 1-817-3927941 Contact Email William.Bailey@fortworthtexas.gov Ship To Customer Name City of Fort Worth Customer Address Information Technical Services Water Department FORT WORTH TX 76102 Contact Name William (Robb) Bailey Contact Phone 1-817-3927941 Contact Email William.Bailey@fortworthtexas.gov Contract Order Reference: 10452874.a2 Issued by Oracle America, Inc. 25-FEB-2026 Page 4 of 4 Ordering Document Number: US-21298557 Oracle America, Inc. Your Name: City of Fort Worth 500 Oracle Parkway Your Address: Water Department, Water & Sewer Redwood Shores, CA 94065 Administration, 100 Fort Worth Trail, TX-76102 Oracle Representative: Matt Boutcher Your Billing Contact: Williams Robb Bailey Address: 1910 Oracle Way Reston, VA 20190 Address: Water Department, Water & Sewer Administration, 100 Fort Worth Trail, TX-76102 Phone Number: 270-929-738 Phone Number: 817-392-8272 Email Address: matt. boutcher oracle.com Email Address: william.bailey@fortworthtexas.gov You have ordered the Services listed in the table below and detailed in the attached exhibit(s), which are incorporated herein by reference. Services Reference Fees Estimated Expenses Total Fees and Estimated Expenses Time and Materials Services Exhibit 1 $89,972.50 $0.00 $89,972.50 Total Fees and Estimated Expenses $89,972.50 A. TERMS 1. Applicable Master Agreement: This order incorporates by reference the 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-80517373)and all amendments and addenda thereto (collectively, the "Master Agreement'). 2. Professional Services Delivery Policies: The Oracle Professional Services Delivery Policies ("Policies") available at https://www.oracle.com/a/ocom/docs/corporate/professional-services-delivery-policies.pdf apply to and are incorporated into this order. 3. Payment Terms: Net 30 days from invoice date. 4. Currency: US Dollars. 5. Offer Valid through: 30-JUN-2026. 6. Service Specifications: The Service Specifications shall include any exhibit(s) attached to this order (including referenced or incorporated Oracle documents) and the Policies. 7. Order of Precedence: In the event of any inconsistencies, priority shall be established in the following descending order: (a) any exhibit(s) attached to this order; (b) this order; (c) the Policies; and (d) the Master Agreement. 8. Rights Granted: Upon payment, You have the non-exclusive, non -assignable, royalty -free, worldwide, limited right to use the services and anything developed and delivered by Oracle under this order ("services and deliverables") for Your internal business operations. You may allow Your agents and contractors to use the services and deliverables for Your internal business operations, and You are responsible for their compliance in such use. The services and deliverables may be related to Your right to use cloud or hosted/managed services or Products owned or distributed US-21298557-020125-05MAY2026-sarunnai-v1 Page 1 of 4 by Oracle which You acquired under a separate order. The agreement referenced in that order shall govern Your use of such services or Products, and nothing in this order is intended to grant a right to use such services or Products in excess of the terms of that order, such as the services period or number and type of environments specified in a cloud or hosted/managed service order. You retain all ownership and intellectual property rights to Your confidential and proprietary information that You provide to Oracle under this order. 9. Additional Third -Party Subprocessors: In addition to the Third -Party Subprocessors listed on My Oracle Support, the following Third -Party Subprocessors may also process Your personal information pursuant to the Services: E-Third-Party Subprocessor Location Type of Service N/A N/A N/A B. ADDITIONAL ORDER TERMS 1. When services will be performed on -site at customer location in the US, as required by US Department of Labor regulations (20 CFR 655.734), You will allow Oracle to post a notice regarding Oracle H-1 B employee(s) at the work site prior to the employee's arrival on -site. City of Fort Worth Authorized Signature: �"a GiIr-1(May 22. 2026152151 CDT) Name: Dianna Giordano Title: Assistant City Manager Signature Date: May 22, 2026 Ordering Document Effective Date: Oracle America, Inc. Signed by: Authorized Signature: 3_ Name: Title: uirector Signature Date: •, ., _j26 1 10:32 AM PDT {to be completed by Oracle} US-21298557-020125-05MAY2026-sarunnai-v1 Page 2 of 4 Your Name: City of Fort Worth Ordering Document Number: US-21298557 Exhibit Number: 1 Description of Services. At your direction, Oracle will assist you with the following Services related to your Oracle Service Cloud Business to Consumer ("BK") platform: A. Browser User Interface ("BUI") extension defect resolution. B. Enhancements to the MapBridge extension. C. Representational State Transfer ("REST") Application Programming Interface ("API") coaching for International Business Machines ("IBM") iSeries billing system integration and other external import routines. D. Browser User Features (E.g. Agent Browser Action Center, Agent Browser branding and personalization, Agent Browser toolbar configuration, Recommendations, etc.). E. Browser User Interface Workspace Configuration. F. Technical and Functional Coaching (E.g. Customizations, Deploying New Capabilities, Analytics, etc.) G. Incident Data Management. H. Single Sign -on Support. I. GIS Assistance for 132C Agent Desktop. J. Functional and Technical assistance as requested. 2. Rates, Estimated Fees and Expenses, and Taxes. A. The Services are performed on a time and materials ("T&M") basis; that is, You shall pay Oracle for the actual time spent performing the Services, plus materials, taxes, and expenses. B. Rates. For a period of one (1) year from the ordering document effective date, the Services will be provided at the rates set forth below. Thereafter, unless otherwise agreed by You and Oracle in an amendment, the Services will be provided at Oracle's consulting rates in effect when the Services are performed. Standard Rates Price Level Hourly Rate Director $340.00 Managing Consultant $276.25 Advanced Consultant $223.13 Consultant $142.31 C. Estimated Fees and Expenses. All fees and expenses will be invoiced monthly. The fee and expense estimates specified in Your order are intended only to be for Your budgeting and Oracle's resource scheduling purposes and may exceed the specified totals; these estimates do not include taxes. Once fees for Services reach the estimate, Oracle will cooperate with You to provide continuing Services on a T&M basis. 3. Project Management. You shall designate a project manager who shall be solely responsible for: (a) project management associated with this exhibit; and (b) direction of the Services provided by Oracle under this exhibit. 4. Project Assumptions. A. All Services will be performed remotely. B. Any custom Computer Telephony Integration ("CTI") screen -pop component will be based on an existing CTI library provided by You and must be compatible with Your phone system. US-21298557-020125-05MAY2026-sarunnai-v1 Page 3 of 4 C. Except to the extent expressly stated in the scope section of this document, the use of the terms "integrate" and "integration" throughout this document is not intended to mean that Oracle will ensure (i) the physical or functional integration of Oracle products with external legacy systems, third party products and/or other software applications; (ii) the functioning of Oracle products as a coordinated whole with such external legacy systems, third party products and/or other software applications; or (iii) any non-standard integration between Oracle products. Rather, the terms are used to refer to the overall concept of data exchange between the Oracle products and other systems, products or applications identified in this document, and may include interfacing and/or other methods of integration or interoperation as described in the scope section of this document. D. The add -ins will be developed under the scope of coaching, and You will be responsible for maintaining that code after delivery, including any changes that may be required for compatibility with future site versions. E. Anything not expressly identified in Section one (1) above is not included in the scope or, or fees for, Services under this exhibit. US-21298557-020125-05MAY2026-sarunnai-v1 Page 4 of 4 FORT WORTH. City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: Oracle America, Inc. Subject of the Agreement: Second Amendment and Second Renewal of contract for Oracle licensing, professional services, learning services, maintenance and support of the PeopleSoft Customer Relationship Management System. M&C Approved by the Council? * Yes ❑ No M If so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes 0 No ❑ If so, provide the original contract number and the amendment number. Is the Contract "Permanent"? *Yes ❑ No 0 If unsure, see backpage for permanent contract listing. Is this entire contract Confidential? *Yes ❑ No 0 If only specific information is Confidential, please list what information is Confidential and the page it is located. Effective Date: May 26, 2026 If different from the approval date. Expiration Date: May 25, 2027 If applicable. Is a 1295 Form required? * Yes ❑ No ED *If so, please ensure it is attached to the approving M&C or attached to the contract. Project Number: If applicable. n/a *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes 0 No ❑ Contracts need to be routed for CSO processing in the followingorder: rder: 1. Katherine Cenicola (Approver) 2. Jannette S. Goodall (Signer) 3. Allison Tidwell (Form Filler) *Indicates the information is required and if the information is not provided, the contract will be returned to the department. FORT WORT H;r, Routing and Transmittal Slip Water Department DOCUMENT TITLE: Oracle Aareement — Second Amendment/Renewal M&C: 24-0442 CPN: CSO: 61453 DOC #: TO: ROLE: APPROVER INITIALS: Rick Lisenbee, Sr. IT Manager, Water Department Approver le"' Oracle — Already Signed Signed William "Robb" Bailey, IT Manager, Water Department Signer Shane Zondor, Assistant Director, Water Department Approver` Jan Hale, Deputy Director, Water Department Approver Chris Harder, Director, Water Department Signer Kevin Anders, Assistant City Attorney Signer Jesica McEachern, Assistant City Manager Signer Katherine Cenicola, Assistant City Secretary Approver cc Jannette Goodall, City Secretary Signer Allison Tidwell, Administrative Assistant, City Secretary Form Filler Charmaine Baylor, Sr. IT Bus Planner, Water Department Acceptor