R17-0491
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RESOLUTION NO. R17 -049
A RESOLUTION OF THE CITY OF BOYNTON BEACH,
FLORIDA, APPROVING AND AUTHORIZING THE CITY
MANAGER TO SIGN A THREE YEAR SMALL ENTERPRISES
AGREEMENT COUNTY AND MUNICIPALITY GOVERNMENT
IN THE TOTAL AMOUNT OF $150,000.00; AND PROVIDING
AN EFFECTIVE DATE.
WHEREAS, in order to meet the growing needs of City departments in the use of
geographic information systems (GIS) software, staff has determined that upgrading the
current license agreement with ESRI to the Small Government Enterprise License
Agreement would be the best value and represents a significant upgrade to our GIS
capacity; and
WHEREAS, the current ESRI licensing agreement no longer provides a sufficient
amount of software licenses to meet the needs of various projects that are either in
progress, such as those of Utilities, or those that have yet to be started in other departments
for the purposes of realizing new operational efficiencies through the use of GIS
technologies; and
WHEREAS, upon recommendation of staff, the City Commission does hereby
approve and authorize the City Manager to sign a Three Year Small Enterprise Agreement
County and Municipality Government with ESRI of West Palm Beach, FL for a total cost
of $150,000.00.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION
OF THE CITY OF BOYNTON BEACH, FLORIDA, THAT:
Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as
being true and correct and are hereby made a specific part of this Resolution upon adoption
hereof.
Section 2. The City Commission hereby approves and authorizes the City
Manager to sign a Three Year Small Enterprise Agreement County and Municipality
Government with ESRI of West Palm Beach, FL for a total cost of $150,000.00, a copy of
which is attached hereto as Exhibit "A ".
Section 3. That this Resolution shall become effective immediately.
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PASSED AND ADOPTED this 16 day of May, 2017.
CITY OF BOYNTON BEACH, FLORIDA
YES NO
Mayor — Steven B. Grant 1-
Vice Mayor — Justin Katz I--
Commissioner — Mack McCray
Commissioner — Christina L. Romelus
Commissioner — Joe Casello /
VOTE -'�
ATTEST:
Judith . Pyle, CMC
City perk
(Corporate Seal)
k� ANk
ENVIRONMENTAL SYSTEMS RESEARCH INSTITUTE, INC.
303 Evernia St.
Suite 300
West Palm Beach, FL 33401
Phone: (561) 832 -4116 Fax: 561 - 832 -1058
DUNS Number: 06- 313 -4175 CAGE Code: OAMS3
To expedite your order, please attach a copy of
this quotation to your purchase order.
Quote is valid from: 0312212017 To: 0612012017
Quotation # 20504636
Date: March 22, 2017
Customer # 101023 Contract # ENTERPRISE
AGREEMENT
City of Boynton Beach
Information Technology Services
100 E Boynton Beach Blvd
Boynton Beach, FL 33435 -3899
ATTENTION: Yury Konnikov
PHONE: (561) 742 -6071
FAX: (561) 742 -6092
Material Qty
Description
Unit Price
Total
110037 1
Populations of 50,001 to 100,000 Small Government Term Enterprise
45,000.00
45,000.00
License Agreement - Year 1
110037 1
Populations of 50,001 to 100,000 Small Government Term,Enterprise
50,000.00
50,000.00
License Agreement - Year 2
110037 1
Populations of 50,001 to 100,000 Small Government Term Enterprise
55,000.00
55,000.00
License Agreement - Year 3
Item Total: 150,000.00
Subtotal: 150,000.00
Sales Tax: 0.00
Estimated Shipping & Handling(2 Day Delivery) : 0.00
Contract Pricing Adjust: 0.00
Total: $150,000.00
Esri may charge a fee to cover expenses related to any customer requirement to use a proprietary vendor management, procurement, or invoice program.
For questions contact: Ali Fain
Email: afainno esri.com Phone: (561) 832 -4116 x8742
The items on this quotation are subject to the terms set forth herein and the terms of your signed agreement with Esri, if any, or, where applicable, Esri's
standard terms and conditions at www.esri.comAegal, which are incorporated by reference. Federal government entities and government prime
contractors authorized under FAR 51.1 may purchase under the terms of Esri's GSA Federal Supply Schedule. Acceptance 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. All terms of this quotation will be incorporated into and become part of any additional agreement regarding Esri's products and services.
If sending remittance, please address to: Esri, File No. 54630, Los Angeles, Ca 90074 -4630
FAINA This offer is limited to the terms and conditions incorporated and attached herein.
Esri Use Only:
Cust. Name City of Boynton Beach
Cust. # 101023
PO #
Esri Agreement # 320496
Esri, 380 New York St., Redlands, CA 92373 -8100 USA • TEL 909 - 793 -2853 • FAX 909 - 793 -5953
SMALL ENTERPRISE AGREEMENT
COUNTY AND MUNICIPALITY GOVERNMENT
(E214 -3)
This Agreement is by and between the organization identified in the Quotation ( "Licensee ") and Environmental Systems
Research Institute, Inc. ( "Esri ").
This Agreement sets forth the terms for Licensee's use of Products and incorporates by reference (i) the Quotation and (ii) the
License Agreement. Should there be any conflict between the terms and conditions of the documents that comprise this
Agreement, the order of precedence for the documents shall be as follows: (i) the Quotation, (ii) this Agreement, and (iii) the
License Agreement. This Agreement shall be governed by and construed in accordance with the laws of the state in which
Licensee is located without reference to conflict of laws principles, and the United States of America federal law shall govern
in matters of intellectual property. The modifications and additional rights granted in this Agreement apply only to the
Products listed in Table A.
Table A
List of Products
Uncapped Quantities
Desktop Software and Extensions
ArcGIS Desktop Advanced
ArcGIS Desktop Standard
ArcGIS Desktop Basic
ArcGIS Desktop Extensions: ArcGIS 3D Analyst,
ArcGIS Spatial Analyst, ArcGIS Geostatistical Analyst,
ArcGIS Publisher, ArcGIS Network Analyst, ArcGIS
Schematics, ArcGIS Workflow Manager, ArcGIS Data
Reviewer
Enterprise Software and Extensions
ArcGIS Enterprise and Workgroup
(Advanced and Standard)
ArcGIS Enterprise Extensions: ArcGIS 3D Analyst,
ArcGIS Spatial Analyst, ArcGIS Geostatistical Analyst,
ArcGIS Network Analyst, ArcGIS Schematics, ArcGIS
Workflow Manager
Developer Tools
ArcGIS Engine
ArcGIS Engine Extensions: ArcGIS 3D Analyst, ArcGIS
Spatial Analyst, ArcGIS Engine Geodatabase Update,
ArcGIS Network Analyst, ArcGIS Schematics
ArcGIS Runtime (Standard)
ArcGIS Runtime Analysis Extension
Limited Quantities
One (1) Annual Subscription to Esri Developer Network
(EDN) Standard*
Two (2) Esri CityEngine Advanced Single Use Licenses
250 Level 1 ArcGIS Online Named Users
250 Level 2 ArcGIS Online Named Users
37,500 ArcGIS Online Service Credits
250 Level 1 ArcGIS Enterprise Named Users
250 Level 2 ArcGIS Enterprise Named Users
5 Insights for ArcGIS
Enterprise Optional Server
ArcGIS Image Server
OTHER BENEFITS
Number of Esri User Conference registrations provided annually
4
Number of Tier 1 Help Desk individuals authorized to call Esri
4
Maximum number of sets of backup media, if requested **
2
Self -Paced e- Learning
Uncapped
Five percent (5 %) discount on all individual commercially available instructor -led training classes at Esri facilities
purchased outside this Agreement (Discount does not apply to Small Enterprise Training Package.)
*Maintenance is not provided for these items
"Additional sets of backup media may be purchased for a fee
Page 1 of 5 11/04/2016
Licensee may accept this Agreement by signing and returning the whole Agreement with a signed sales quotation, purchase
order, or other document that matches the Quotation and references this Agreement ( "Ordering Document "). ADDITIONAL
OR CONFLICTING TERMS IN LICENSEE'S ORDERING DOCUMENT WILL NOT APPLY, AND THE TERMS
OF THIS AGREEMENT WILL GOVERN. This Agreement is effective as of the date of Esri's receipt of Licensee's
Ordering Document incorporating this Agreement by reference, unless otherwise agreed to by the parties ( "Effective Date ").
Term of Agreement: Three (3) years
This Agreement supersedes any previous agreements, proposals, presentations, understandings, and arrangements between
the parties relating to the licensing of the Products. Except as provided in Article 4— Product Updates, no modifications can
be made to this Agreement.
Accepted and Agreed:
—City of Boynton Rpacb
(Licensee)
By:
Authorized Signature
Printed Name: Tim Howard
Title: Assistant City Manager
Date: June . 1 , 2017
ENVIRONMENTAL SYSTEMS
RESEARCH INSTITUTE, INC.
(Esri)
;
_ --
By:
Authorized Signature
Printed Name: Timothy Brazeal
Title:
Date:
Zoe
LICENSEE CONTACT INFORMATION
Contact:
Address:
City, State, Postal Code:
Country:
Quotation Number (if applicable): 20504636
APPROVED A O FO
CITY ATTORNEY
Telephone:
Fax:
Page 2 of 5 11/04/2016
1.0— ADDITIONAL DEFINITIONS
In addition to the definitions provided in the License
Agreement, the following definitions apply to this
Agreement:
"Deploy ", "Deployed" and "Deployment" mean to
redistribute and install the Products and related
Authorization Codes within Licensee's organization(s)
"Fee" means the fee set forth in the Quotation.
"Case" means a failure of the Software or Online
Services to operate according to the Documentation
where such failure substantially impacts operational or
functional performance.
"License Agreement" means the applicable license
agreement for Esri Products incorporated by this
reference that is (i) found at
http : / /www.esri.com/legal/software- license and available
in the installation process requiring acceptance by
electronic acknowledgment or (ii) a signed Esri license
agreement that supersedes such electronically
acknowledged license agreement.
"Maintenance" means Tier 2 Support, Product updates,
and Product patches provided to Licensee during the
Term of Agreement.
"Product(s)" means the products identified in Table A—
List of Products and any updates to the list Esri provides
in writing.
"Quotation" means the offer letter and quotation
provided separately to Licensee.
"Technical Support" means the technical assistance for
attempting resolution of a reported Case through error
correction, patches, hot fixes, workarounds, replacement
deliveries, or any other type of Product corrections or
modifications.
"Tier 1 Help Desk" means Licensee's point of contact(s)
to provide all Tier 1 Support within Licensee's
organization(s).
"Tier 1 Support" means the Technical Support provided
by the Tier 1 Help Desk.
"Tier 2 Support" means the Technical Support provided
to the Tier 1 Help Desk when a Case cannot be resolved
through Tier 1 Support. Licensee will receive Tier 2
Support from Esri.
2.0— ADDITIONAL GRANT OF LICENSE
2.1 Grant of License. Subject to the terms and
conditions of this Agreement, Esri grants to Licensee
a personal, nonexclusive, nontransferable license
solely to use, copy, and Deploy quantities of the
Products listed in Table A —List of Products for the
term provided on the first page (i) for the applicable
Fee and (ii) in accordance with the License
Agreement.
2.2 Consultant Access. Esri grants Licensee the right to
permit Licensee's consultants or contractors to use the
Products exclusively for Licensee's benefit. Licensee
will be solely responsible for compliance by
consultants and contractors with this Agreement and
will ensure that the consultant or contractor
discontinues use of Products upon completion of
work for Licensee. Access to or use of Products by
consultants or contractors not exclusively for
Licensee's benefit is prohibited. Licensee may not
permit its consultants or contractors to install
Software or Data on consultant, contractor, or third -
party computers or remove Software or Data from
Licensee locations, except for the purpose of hosting
the Software or Data on Contractor Servers for the
benefit of Licensee.
3.0 —TERM, TERMINATION, AND EXPIRATION
3.1 Term. This Agreement and all licenses hereunder
will commence on the Effective Date and continue
for the duration identified in the Term of Agreement,
unless this Agreement is terminated earlier as
provided herein. Licensee is only authorized to use
Products during the Term of Agreement. For an
Agreement with a limited term, Esri does not grant
Licensee an indefinite or a perpetual license to
Products.
3.2 No Use upon Agreement Expiration or
Termination. All Product licenses, all Maintenance,
and Esri User Conference registrations terminate on
expiration or termination of this Agreement.
3.3 Termination for a Material Breach. Either party
may terminate this Agreement for a material breach
by the other party. The breaching party will have
thirty (30) days from the date of written notice to
cure any material breach.
3.4 Termination for Lack of Funds. For an Agreement
with government or government -owned entities,
either party may terminate this Agreement before any
subsequent year if Licensee is unable to secure
funding through the legislative or governing body's
approval process.
Page 3 of 5 11/04/2016
3. At a minimum, Tier 1 Support will include those
3.5 Follow -on Term. If the parties enter into another
activities that assist the user in resolving how -to
agreement substantially similar to this Agreement for
and operational questions as well as questions on
an additional term, the effective date of the follow -on
installation and troubleshooting procedures.
agreement will be the day after the expiration date of
this Agreement.
4.
The Tier 1 Help Desk will be the initial points of
contact for all questions and reporting of a Case.
The Tier 1 Help Desk will obtain a full
4.0— )PRODUCT UPDATES
description of each reported Case and the system
configuration from the user. This may include
4.1 Future Updates. Esri reserves the right to update the
obtaining any customizations, code samples, or
list of Products in Table A —List of Products by
data involved in the Case. The Tier 1 Help Desk
providing written notice to Licensee. Licensee may
may also use any other information and
continue to use all Products that have been Deployed,
databases that may be developed to satisfactorily
but support and upgrades for deleted items may not
resolve the Case.
be available. As new Products are incorporated into
the standard program, they will be offered to
5.
If the Tier 1 Help Desk cannot resolve the Case,
Licensee via written notice for incorporation into the
an authorized Tier 1 Help Desk individual may
Products schedule at no additional charge. Licensee's
contact Tier 2 Support. The Tier 1 Help Desk
use of new or updated Products requires Licensee to
will provide support in such a way as to
adhere to applicable additional or revised terms and
minimize repeat calls and make solutions to
conditions of the License Agreement.
problems available to Licensee.
4.2 Product Life Cycle. During the Term of Agreement,
6.
Tier 1 Help Desk individuals are the only
some Products may be retired or may no longer be
individuals authorized to contact Tier 2 Support.
available to Deploy in the identified quantities.
Licensee may change the Tier 1 Help Desk
Maintenance will be subject to the individual Product
individuals by written notice to Esri.
Life Cycle Support Status and Product Life Cycle
Support Policy, which can be found at
b. Tier 2 Support
http : / /siipport.esri.com/en/content
/productlifecy.�Jes Updates for Products in the
1.
Tier 2 Support will log the calls received from
mature and retired phases may not be available.
Tier 1 Help Desk.
Licensee may continue to use Products already
Deployed during the Term of Agreement, but
2.
Tier 2 Support will review all information
Licensee will not be able to Deploy retired Products.
collected by and received from the Tier 1 Help
Desk including preliminary documented
5.0— MAINTENANCE
troubleshooting provided by the Tier 1 Help
Desk when Tier 2 Support is required.
The Fee includes standard maintenance benefits during
the Term of Agreement as specified in the most current
applicable Esri Maintenance and Support Program
document (found at htip: / /www.esri.com/legal At Esri's
sole discretion, Esri may make patches, hot fixes, or
updates available for download. No Software other than
the defined Products will receive Maintenance. Licensee
may acquire maintenance for other Software outside this
Agreement.
3. Tier 2 Support may request that Tier 1 Help
Desk individuals provide verification of
information, additional information, or answers
to additional questions to supplement any
preliminary information gathering or
troubleshooting performed by Tier 1 Help Desk.
4. Tier 2 Support will attempt to resolve the Case
submitted by Tier 1 Help Desk.
a. Tier 1 Support
1. Licensee will provide Tier 1 Support through the
Tier 1 Help Desk to all Licensee's authorized
users.
2. The Tier 1 Help Desk will be fully trained in the
Products.
5. When the Case is resolved, Tier 2 Support will
communicate the information to Tier 1 Help
Desk, and Tier 1 Help Desk will disseminate the
resolution to the user(s).
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6.0— ENDORSEMENT AND PUBLICITY
8.2 Order Requirements. Esri does not require Licensee
to issue a purchase order. Licensee may submit a
This Agreement will not be construed or interpreted as an
purchase order in accordance with its own process
exclusive dealings agreement or Licensee's endorsement
requirements, provided that if Licensee issues a
of Products. Either party may publicize the existence of
purchase order, Licensee will submit its initial
this Agreement.
purchase order on the Effective Date. If this is a
multi -year Agreement, Licensee will submit
subsequent purchase orders to Esri at least thirty (30)
7.0— ADMINISTRATIVE REQUIREMENTS
calendar days before the annual anniversary date for
each additional year.
7.1 OEM Licenses. Under Esri's OEM or Solution OEM
programs, OEM partners are authorized to embed or
a. All orders pertaining to this Agreement will be
bundle portions of Esri products and services with
processed through Licensee's centralized point of
their application or service. OEM partners' business
contact.
model, licensing terms and conditions, and pricing
b. The following information will be included in each
are independent of this Agreement. Licensee will not
Ordering Document:
seek any discount from the OEM partner or Esri
based on the availability of Products under this
(1) Licensee name; Esri customer number, if known;
Agreement. Licensee will not decouple Esri products
and bill -to and ship -to addresses
or services from the OEM partners' application or
(2) Order number
service.
(3) Applicable annual payment due
7.2 Annual Report of Deployments. At each
9.0— MERGERS, ACQUISITIONS, OR
anniversary date and ninety (90) calendar days prior
DIVESTITURES
to the expiration date of this Agreement, Licensee
will provide Esri with a written report detailing all
If Licensee is a commercial entity, Licensee will notify
Deployments. Upon request, Licensee will provide
Esri in writing in the event of (i) a consolidation, merger,
records sufficient to verify the accuracy of the annual
or reorganization of Licensee with or into another
report.
corporation or entity; (ii) Licensee's acquisition of another
entity; or (iii) a transfer or sale of all or part of Licensee's
organization (subsections i, ii, and iii, collectively referred
8.0— ORDERING, ADMINISTRATIVE
to as "Ownership Change "). There will be no decrease in
PROCEDURES, DELIVERY, AND
Fee as a result of any Ownership Change.
DEPLOYMENT
8.1 Orders, Delivery, and Deployment
a. Upon the Effective Date, Esri will invoice Licensee
and provide Authorization Codes to activate the
nondestructive copy protection program that enables
Licensee to download, operate, or allow access to the
Products. If this is a multi -year Agreement, Esri may
invoice the Fee thirty (30) calendar days before the
annual anniversary date for each additional year.
b. Undisputed invoices will be due and payable within
thirty (30) calendar days from the date of invoice.
Esri's federal ID number is 95- 2775 -732.
c. If requested, Esri will ship backup media to the ship -
to address identified on the Ordering Document, FOB
Destination, with shipping charges prepaid. Licensee
acknowledges that should sales or use taxes become
due as a result of any shipments of tangible media,
Esri has a right to invoice and Licensee will pay any
such sales or use tax associated with the receipt of
tangible media.
9.1 If an Ownership Change increases the cumulative
program count beyond the maximum level for this
Agreement, Esri reserves the right to increase the Fee
or terminate this Agreement and the parties will
negotiate a new agreement.
9.2 If an Ownership Change results in transfer or sale of
a portion of Licensee's organization, that portion of
Licensee's organization will transfer the Products to
Licensee or uninstall, remove, and destroy all copies
of the Products.
9.3 This Agreement may not be assigned to a successor
entity as a result of an Ownership Change unless
approved by Esri in writing in advance. If the
assignment to the new entity is not approved,
Licensee will require any successor entity to
uninstall, remove, and destroy the Products. This
Agreement will terminate upon such Ownership
Change.
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