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FirstAmendmenttoContractɋOrdinanceNo.201707903/07/17JR
ITAYOM
WHEREAS, Section 252.022 of the Local Government Code provides that procurement
of items that are only available from one source, including; items that are only available from
one source because of patents, copyrights, secret processes or natural monopolies; films,
manuscripts or books; electricity, gas, water and other utility purchases; captive replacement
parts or components for equipment; and library materials for a public library that are available
only from the persons holding exclusive distribution rights to the materials; and need not be
submitted to competitive bids; and
WHEREAS, the City Council wishes to procure one or more of the items mentioned in
the above paragraph; NOW, THEREFORE,
SECTION 1. The following purchase of materials, equipment or supplies, as described
in the "File" listed hereon, and on file in the office of the Purchasing Agent, and the license
terms attached are hereby approved:
FILE
NUMBER VENDOR AMOUNT
5466 Environmental Systems Research Institute, Inc. $75,000
SECTION 2. The City Council hereby finds that this bid, and the award thereof,
constitutes a procurement of items that are available from only one source, including, items that
are only available from one source because of patents, copyrights, secret processes or natural
monopolies; films, manuscripts or books; electricity, gas, water and other utility purchases;
captive replacement parts or components for equipment; and library materials for a public library
that are available only from the persons holding exclusive distribution rights to the materials; and
need not be submitted to competitive bids.
SECTION 3. The acceptance and approval of the above items shall not constitute a
contract between the City and the person submitting the quotation for such items until such
person shall comply with all requirements specified by the Purchasing Department.
SECTION 4. The City Manager is hereby authorized to execute any contracts relating to
the items specified in Section I and the expenditure of funds pursuant to said contracts is hereby
authorized.
SECTION 5. The City Council of the City of Denton, Texas hereby expressly delegates
the authority to take any actions that may be required or permitted to be performed by the City of
Denton under File 5466 to the City Manager of the City of Denton, Texas, or his designee.
SECTION 6. This ordinance shall become effective immediately upon its passage and
approval.
PASSED AND APPROVED this the 1, -Hj day of 2014,
"N'
MARK kURIZOUGHS, MAYOR
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY.
APPROVED AS TO LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
....... ... ...
BY:
File 5466
SMALL
ENTERPRISE LICENSE AGREEMENT
SMALL UTILITY
File 5466
Authorized Distributor /Esri Use
Only:
Cust. Name
CUSt. #
PO #
Esri Agreement # 2014UE1289
Esri, 380 New York St„ Redlands, CA 92373 -8100 USA - TEL 909 -793 -2853 • FAX 909- 793 -5953
This Small Enterprise License Agreement ( "ELA ") is by and between the organization listed on the signature page
( "Licensee "); Environmental Systems Research Institute, Inc. ( "Esri "); and, if Licensee is located outside the United
States of America (US), the Authorized Distributor listed on the signature page ( "Authorized Distributor "). Authorized
Distributor is authorized by Esri to provide access to Online Services and provide ELA Maintenance for Enterprise Products
and other benefits, as described herein, to Licensee located outside the US.
This ELA sets forth the terms for Licensee's use of Enterprise Products and incorporates by reference (i) the ELA Quotation
and (ii) the License Agreement. Should there be any conflict between the terms and conditions of the documents that
comprise this ELA, the order of precedence for the documents shall be as follows: (i) Small Enterprise License Agreement,
(ii) the License Agreement, and (iii) the ELA Quotation. The modifications and additional rights granted in this ELA apply
only to the Enterprise Products listed in Table A.
`able A
List of rater Irise Products
Unlimited Quantities
Desktop Software and Extensions
ArcGIS for Desktop Advanced
ArcGIS for Desktop Standard
ArcGIS for Desktop Basic
ArcGIS for Desktop Extensions: ArcGIS 3D Analyst,
ArcGIS Spatial Analyst, AreGIS Geostatistical Analyst,
AreGIS Publisher, ArcGIS Network Analyst, ArcGIS
Schematics, ArcGIS Workflow Manager, ArcGIS Data
Reviewer
Server Software and Extensions
ArcGIS for Server Workgroup and Enterprise
(Advanced, Standard, and Basic)
ArcGIS for Server Extensions: ArcGIS 3D Analyst,
ArcGIS Spatial Analyst, ArcGIS Geostatistical Analyst,
ArcGIS Network Analyst, ArcGIS Schematics, ArcGIS
Workflow Manager, ArcGIS Image
Developer Tools
AreGIS Engine
ArcGIS Engine Extensions: ArcGIS 3D Analyst,
ArcGIS Spatial Analyst, ArcGIS Geodatabase
Update, ArcGIS Network Analyst, ArcGIS
Schematics
ArcGIS Runtime Standard
ArcGIS Runtime Standard Extensions: AreGIS 3D
Analyst, ArcGIS Spatial Analyst, ArcGIS Network
Analyst
Limited Quantities
One (l) Annual Subscription to Esri Developer
Network (EDN) Standard*
One (1) Esri CityEngine Advanced Single Use
License
One (1) Esri CityEngine Advanced Concurrent Use
License
One (1) ArcGIS Online Subscription*
thee- Benefits
One (1) ArcGIS Online Subscription with specified named users and credits as determined in the Level 2
program description
Number of .Esri International User Conference Registrations provided annually 2
�. �m _a . _.... .
Number of Tier 1 Help Desk Individuals authorized to call Esri 3
Maximum number of sets of backup media, if requested ** 2
Seats in the Working with Geometric Networks for Utilities class 1
Virtual Campus Annual User License allowance 7,500
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 1 werpt°ise Training Package.)
*ELA Maintenance is not provided for these items.
* *Additional sets of backup media may be purchased for a fee.
E215 -2 (Level 2) Page 1 of 10/16/2013
Licensee may accept this ELA by signing and returning it with an Ordering Document that matches the ELA Quotation and
references this ELA. ADDITIONAL OR CONFLICTING TERMS IN LICENSEE'S ORDERING DOCUMENT WILL
NOT APPLY, AND THE TERMS OF THIS ELA WILL GOVERN. Unless otherwise mutually agreed to, this ELA is
effective as of the date of the last signature on the signature page ("Effective Date"), or if no date is provided with the
signature, the date of Est-i's receipt of Licensee's Ordering Document incorporating this ELA by reference.
This ELA supersedes any previous agreements, proposals, presentations, understandings, and arrangements between the
parties relating to the licensing of the Enterprise Products. Except as provided in Article 4—Enterprise Product Updates, any
modifications or amendments to this ELA must be in writing and signed by an authorized representative of each party.
This ELA may be executed in duplicate by the parties. An executed separate signature page transmitted through electronic
means, such as fax or e -mail, is valid and binding even if an original paper document bearing each party's original signature
is not delivered.
Accepted and Agreed:
CITY OF DENTON
(Licensee)
By
Authorized Signature
/ 1"',
Printed Name:— _ ,. r_
L
Title:
Date:
ENVIRONMENTAL SYSTEMS
RESEARCH INSTITUTE, INC,
(Esri) J
M.
Authorized Sitaninifire
Printed Name: Rebecca Tanou,
Title: Customer Service Manager
Date: 2/19/2014
LICENSEE CONTACT INFORMATION
Contact:
Address:
City, State, Postal Code:
Country:
ELA Quotation Number (if applicable);
ANITA BUDGE'
M,
LEGAL FORM:
Telephone:
Fax:
E-mail:
F.215-2 (Level 2) Page 2 o176 10/16/2013
1.0—ADDITIONAL NAL .F'IN T ON
In addition to the definitions provided in the License
Agreement, the following definitions apply to this ELA:
"Deploy" rneans to redistribute and install the Enterprise
Products and related Authorization Codes within
Licensee's organization(s).
"ELA Maintenance" means Tier 2 Support, updates, and
patches provided by Esri or its Authorized Distributor to
Licensee for the Enterprise Products.
"ELA Quotation" means the Small Enterprise License
Agreement offer letter and quotation form provided
separately by Esri or its Authorized Distributor to
Licensee.
°'E.LA Fee" means the fee set forth in the ELA
Quotation.
"Enterprise Products" means the Products identified in
Table A —List of Enterprise Products and any updates to
such list provided in writing by Esri or its Authorized
Distributor.
"Incident" means a failure of the Software to operate
according to the Documentation where such failure
substantially impacts operational or functional
performance.
"License Agreement" means the applicable license
agreement incorporated by this reference that is (i) found
at http: / /www.esri.com /legal /software - license; comprised
of the General License Terms and Conditions (E204) and
Exhibit I, Scope of Use (E300); and available in the
installation process requiring acceptance by electronic
acknowledgment or (ii) a signed license agreement
between Esri, Distributor (if applicable), and Licensee
that supersedes such electronically acknowledged license
agreement.
"Technical Support" means a process to attempt to
resolve reported Incidents through error correction;
patches; hot fixes; workarounds; replacement deliveries;
or any other type of Enterprise Product corrections or
modifications.
"Tier 1 Help Desk" means Licensee's point of contact
from which all Tier l Support will be given to Licensee.
"Tier 1 Support" means the Technical Support provided
by the Tier l Help Desk as the primary contact to
Licensee in attempted resolution of reported Incidents.
"Tier 2 Support" means the Technical Support provided
by Esri or its Authorized Distributor to the Tier 1 Help
Desk when the Incident cannot be resolved through Tier 1
Support. Licensees located in the US will receive Tier 2
Support from Esri. Licensees outside the US will receive
Tier 2 Support frorn an Authorized Distributor located in
the Licensee's region.
2.0—ADDITIONAL GRANT OF 1ICENSE,
2.1 Grant of License. Subject to the terms and
conditions of this ELA, Esri grants to Licensee a
personal, nonexclusive, nontransferable Term
License solely to use, copy, and Deploy quantities of
the Enterprise Products listed in Table A for the term
provided in Section 3.1 —Term (i) for which the
applicable license fees have been paid 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
Enterprise Products exclusively for Licensee's
benefit. Licensee shall be solely responsible for
compliance by consultants and contractors with this
ELA and shall ensure that the consultant or
contractor discontinues Product use 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
Customer locations, except for the purpose of hosting
the Software or Data on Contractor Servers for the
benefit of Licensee.
3.0—TERM, TERMINATION, AN
EXPIRATION
3.1 Term. The term of this ELA and all licenses
hereunder shall commence on the Effective Date and
continue for three (3) years, unless this ELA is
terminated earlier as provided herein. Licensee is
only authorized to use Deployed Enterprise Products
during the term of this ELA. No indefinite terra or
perpetual license grants are provided with this ELA.
3.2 No Use upon Expiration or Termination. All
Deployed Enterprise Product licenses and all ELA
Maintenance, Virtual Campus access, and User
Conference Registrations terminate on expiration or
termination of this ELA.
E215-2 (Level 2) Pa.-e 3 of 6 10/16/2013
3.3 Termination for Lack of Funds. For government or
government -owned entities only, either party may
terminate this ELA for Lack of Funds. Lack of Funds
is the inability of Licensee to secure appropriation of
funds through the legislative or governing body's
approval process for annual payments due.
4.0—ENTERPRISE PRODUCT UPDATES
4.1 Future Updates. Esri and its Authorized Distributor
reserve the right to update the list of .Enterprise
Products in Table A by providing written notice to
Licensee. Licensee may continue to use all Enterprise
Products that have been Deployed, but support and
upgrades for deleted items may not be available. As
new Enterprise Products are incorporated into the
standard program, they will be offered to Licensee
via written notice for incorporation into the
Enterprise Products schedule at no additional charge.
Licensee's use of new or updated Enterprise Products
requires Licensee to adhere to applicable additional
or revised terms and conditions of the License
Agreement.
4.2 Product Life Cycle. During the term of this ELA,
some Enterprise Products may be retired or may no
longer be available for unlimited quantity
Deployment. ELA Maintenance shall be subject to
the individual Product Life Cycle Support Status and
Product Life Cycle Support Policy, which can be
found at http: / /resources.arcais.com /content/
product - life - cycles. Updates for Enterprise Products
in the mature and retired phases may not be available;
however, Licensee may continue to use Deployed
Enterprise Products for the term of this ELA, but
Licensee will not be able to Deploy retired Enterprise
Products.
5. —ELA MAINTENANCE
ELA Maintenance is included with the ELA Fee. ELA
Maintenance includes standard maintenance benefits
specified in either (i) the most current applicable Esri US
Software Maintenance Program document (found at
http://www.esri.com/le&,al) for US -based Licensees or
(ii) the applicable Authorized Distributor software
maintenance policy as modified by this Article 5.0 —ELA
Maintenance. At Esri's sole discretion, Esri may make
patches, hot fixes, or updates available for download. No
Software other than the defined Enterprise Products will
receive maintenance under this ELA. Licensee may
acquire maintenance for other Software (non - Enterprise
Products) outside this ELA.
a. 'Pier 1 Support Provided by Licensee
1. Licensee shall provide Tier 1 Support through
the Tier I Help Desk to all Licensee's authorized
users.
2. The Tier 1 Help Desk will use analysts fully
trained in the Software they are supporting.
3. At a minimum, Tier 1 Support will include those
activities that assist the user in resolving how -to
and operational questions as well as questions on
installation and troubleshooting procedures.
4. Tier 1 Support analysts will be the initial points
of contact for all questions and Incidents. Tier l
Support analysts shall obtain a frill description of
each reported Incident and the system
configuration from the user. This may include
obtaining any customizations, code samples, or
data involved in the Incident. The analyst may
also use any other information and databases that
may be developed to satisfactorily resolve
Incidents.
5. if the Tier 1 Help Desk cannot resolve the
Incident, an authorized Tier 1 Help Desk
individual may contact Tier 2 Support. The
Tier I Help Desk shall provide support in such a
way as to minimize repeat calls and make
solutions to problems available to Licensee.
6. Tier 1 Help Desk individuals identified by
Licensee are the only individuals authorized to
contact Tier 2 Support. Licensee may revise
named individuals by written notice.
b. Tier 2 Support Provided by I?asri or Its Authorizer)
Distributor
1. Tier 2 Support shall log the calls received from
Tier 1 Help Desk individuals.
2. Tier 2 Support shall review all information
collected by and received from Tier 1 Help Desk
individuals including preliminary documented
troubleshooting provided by Tier 1 Help Desk
when Tier 2 Support is required.
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.
E215 -2 (Level 2) Page 4 of 6 10/16/2013
4. Tier 2 Support shall attempt to resolve the
shall be due and payable within
Incidents submitted by Tier I Help Desk by
thirty (30) calendar days of the anniversary date
assisting Tier I Help Desk individuals.
of the Effective Date, with the initial payment
due within thirty (30) calendar days of execution
5. When the Incident is resolved, Tier 2 Support
of this ELA. Esri's Federal ID Number is
shall communicate the information to Tier 1
95-2775-732.
Help Desk individuals, and Tier I Help Desk
shall disseminate the resolution to the user.
b. Upon receipt of the initial Ordering Document
from Licensee, Esri shall authorize download of
the Enterprise Products to Licensee for its
6.0—ENDORSEM ENT AND PUBLICITY
Deployment activities. If requested, Esri will
ship backup media to the ship-to address
This ELA shall not be construed or interpreted as an
identified on the Order, FOB Destination, with
exclusive dealings agreement or Licensee's endorsement
shipping charges prepaid. For those entities that
of Esri or its Authorized Distributor. Licensee agrees that
avoid sales tax by downloading deliverables,
Esri and its Authorized Distributor may publicize the
request for delivery or receipt of tangible media
existence of this ELA upon execution.
may cause license fees to be subject to taxes.
Licensee acknowledges that should such taxes
become due, Esri has a right to invoice, and
7.0—ADMINISTRATIVE REQUIREMENTS
Licensee agrees to pay any such sales or use tax
associated with its receipt of tangible media.
7.1 OEM Licenses. Under Esri's OEM or Solution OEM
c. Esri shall provide Authorization Codes to
programs, OEM partners are authorized to embed or
activate the nondestructive copy protection
bundle portions of Esri Products and Services with
program that enables the Enterprise Products to
their application or service. OEM partners' business
operate.
model, licensing terms and conditions, and pricing
are independent of this ELA. Licensee shall not seek
d. Licensee shall Deploy, install, configure, and
any discount from the OEM partner or Esri based on
track the Deployment status of the Enterprise
the availability of Enterprise Products under this
Products.
ELA. Licensee shall not decouple Esri Products or
Services from the OEM partners' application or
8.2 Order Requirements
service.
a. All orders pertaining to this ELA shall be
7.2 Annual Report of Deployments. At each
processed through Licensee's centralized point of
anniversary date and ninety (90) calendar days prior
contact.
to the expiration date of this ELA, Licensee shall
provide a written report detailing all Deployments to
b. The following information shall be included in
either (a) Esri if Licensee is located in the US or
each Order (or Ordering Document):
(b) Authorized Distributor if Licensee is located
outside the US. The report will be subject to audit.
I. Licensee name; Esri customer number, if
known; and bill-to and ship-to addresses
7.3 Renewal. Any follow-on ELA will be offered in
2. Order number
accordance with then-current ELA pricing and
3. Applicable annual payment due
license terms and conditions.
4. On the face page of Order (or Ordering
Document), a reference to this ELA and the
following statement: "THIS ORDER IS
&O—ORDERING, ADMINISTRATIVE
GOVERNED BY THE TERMS AND
PROCEDURES, DELIVERY, AND
CONDITIONS OF THE ESR1 SMALL
DEPLOYMENT
UTILITY ELA, AND ADDITIONAL
TERMS AND CONDITIONS IN THE
ORDER WILL NOT APPLY."
8.1 Orders, Delivery, and Deployment
a. Licensee shall issue an Ordering Document upon
execution of this ELA and annually thereafter in
accordance with the ELA Quotation. Payment
E215-2 (Level 2) Page 5 of 6 1011612013
%0—MERGERS, ACQ�NSUTIONS, OR
DIVESTITURES
Licensee shall notify Esri and, if applicable, its
Authorized Distributor iowriting in the event of(i)a
consolidation, merger, or reorganization o[ Licensee with
or into another corporation or entity; (ii)Licensee's
acquisition o[ another entity; o,(iii)u transfer or sale uy
all or part of Licensee's organization (hereinafter
oubonodono i ii, and iii collectively referred 1oum
"Ownership Cbangn"). There will heoo decrease in the
BL/\ Fee uou result of any Ownership Change.
9.1 lfan Ownership Change increases the cumulative
meter nrCustomer count beyond the maximum level
for this existing BLA,Exri and, if applicable, its
Authorized Distributor reserve the right »nincrease
dboELA Fee oo the next higher 8L6 Fee level that
applies to the new cumulative meter orcustomer
count. |n the event the Ownership Change increases
the uxmu|o1ivc meter mr customer count beyond the
limits ofthis BLA,Eoriand, if applicable, its
Authorized Distributor have the option toterminate
this BLA and the parties will negotiate udifferent
agreement.
9.2 If an OwnersNChanguresultoin transfer or sale of
u portion of Licensee's organization, that portion oy
Licensee's organization shall uninouJL remove, and
destroy o, transfer the Enterprise Products {o
9.3 This ELA may not hmassigned tou successor entity
000 result oyan Ownership Change unless approved
hyEod and, i[ applicable, its Authorized Distributor
in writing in advance. \f the assignment 0o the new
entity is not approved, Licensee shall require any
successor entity to uninotu||, ncmovo, and destroy the
Enterprise Products, and this 8L/\ will terminate
upon such Ownership Change.
10.1 Training Description. Esri offers instructor -led
training related m the use of its proprietary O0
software. 8x6will provide to Licensee ufixed
number of training days to use for Instructor-Led
Training, as defined in this Small Enterprise
Training Package, if purchased. Instructor-Led
Training events occur miun2ori Learning Center or
via the web ioo cloud environment. The Bori
software training ooume(o)m be conducted,
location, schedule dates, and registration
requirements are set forth iu the fs// Training
catalog located ooByri'o Training wchmde
. All courses are conducted
in substantial conformity with course descriptions
outlined on the Bori Training *ehoitm.Borireserves
the right oo modify course content when necessary
due oo software technical capabilities orlimitations.
102 Unique Terms for the Small Enterprise Troinbog
Package
o. Tn order training, Licensee must include
training io the Ordering Document for the BL&
or provide un Ordering Document uorequired
and specified within the BLA that matches the
Esri quotation.
b Where Licensee submits uu additional Ordering
Document mpurchase training days for
additional year(o), any unused training days will
automatically roll over.
c. An Ordering Document ix required annually for
each three (3)-year term. Failure to submit un
annual Ordering Document will result iuthe
forfeit nf unused training days.
d. Licensee must assign an individual within its
organization 0nthe role ofTraining
Administrator 0o serve uo liaison between
Licensee's organization and Eu,iuowell as
internally manage and authorize allocated
training days.
e. The training days are available for u period of
twelve (12) months, commencing on the
Effective Date, and ending when all training
days are consumed, whichever imsooner.
f. Bm6 will invoice for outstanding training
expenses where applicable.
g. Training days are not transferable and not
refundable for any other Bmi Products nr
E215-2 (Level 2) Page 6ofo 10/16/2013
ENVIRONMENTAL SYSTEMS RESEARCH INSTITUTE, INC
1 International Ct
Broomfield, CO 80021
Phone: (909) 793 -2853 Fax: (303) 449 -8830
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: 0110812014 To: 0410812014
Quotation # 20440316
Date: January 8, 2014
Customer # 6835 Contract #
City of Denton
Municipal Electric
1659 Spencer Rd
Denton, TX 76205
ATTENTION: Jerry Fielder
PHONE: (940) 349 -7102
FAX: (940) 349 -7334
Material
Qty
Description
Unit Price
114761
1
Meter Counts of 10,001 to 50,000 Small Utility Term Enterprise License
25,000.00
Agreement - Year 1
114761
1
Meter Counts of 10,001 to 50,000 Small Utility Term Enterprise License
25,000.00
Agreement - Year 2
114761
1
Meter Counts of 10,001 to 50,000 Small Utility Term Enterprise License
25,000.00
Agreement - Year 3
Item Total:
Subtotal:
Sales Tax:
Estimated Shipping & Handling(2 Day Delivery) :
Contract Pricing Adjust:
Total:
Total
25, 000.00
25, 000.00
25,000.00
75,000.00
75,000.00
0.00
0.00
0.00
$75,000.00
° Please indicate on your purchase order If this purchase is funded through the American Recovery and Reinvestment Act, and whether Esri is a Prime Recipient, Sub - recipient, or Vendor for reporting purposes. Esd
may charge a fee to cover expenses related to any customer requirement to use a specific vendor management, procurement, or Invoice program.
For questions contact: Ralph Anhold Email: ranhold .esri.com Phone: (909) 793 -2853 x8227
Acceptance of this quotation is limited to the Esri License Agreement and the Quotation Terms and Conditions
This Quotation is made in confidence for your review. It may not be disclosed to third parties, except as required by law.
If sending remittance, please address to: Esri, File No. 54630, Los Angeles, Ca 90074 -4630
ANHOLDR This offer is limited to the terms and conditions incorporated and attached herein.
ENVIRONMENTAL SYSTEMS RESEARCH INSTITUTE, INC
1 International Ct
Broomfield, CO 80021
Phone: (909) 793 -2853 Fax: (303) 449 -8830
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: 0110812014 To: 0410812014
Quotation # 20440316
Date: January 8, 2014
Customer # 6835 Contract #
City of Denton
Municipal Electric
1659 Spencer Rd
Denton, TX 76205
ATTENTION: Jerry Fielder
PHONE: (940) 349 -7102
FAX: (940) 349 -7334
BY SIGNING BELOW YOU ARE INDICATING THAT YOU ARE AUTHORIZED TO OBLIGATE FUNDS FOR YOUR ORGANIZATION. DO NOT USE THIS FORM
FOR ORDER ACTIVATION IF YOUR ORGANIZATION WILL NOT HONOR AND PAY AN INVOICE THAT HAS BEEN ISSUED AT YOUR DIRECTION WITHOUT
ADDITIONAL AUTHORIZING PAPERWORK.
If you have made ANY alterations to the line items included in this quote and have chosen to sign the quote to indicate your acceptance, you must fax
Esri the signed quote in its entirety in order for the quote to be accepted. You will be contacted by your Customer Service Representative if additional
Information is required to complete your request.
If your organization Is a US Federal, state, or local government agency; an educational facility; or a company that will not pay an invoice without having
Issued a formal purchase order, a signed quotation will not be accepted unless it is accompanied by your purchase order.
If you choose to discontinue your maintenance, you will become ineligible for maintenance benefits and services. All maintenance fees from the date of
discontinuation will be due and payable if you decide to reactivate your maintenance coverage at a later date.
This quotation is subject to the terms set forth herein and the terms of your agreement with Esri, if any, or as otherwise provided by Earl's standard
terms and conditions at www.osri.com /legal, which are incorporated by reference. Federal Government entities and prime contractors buying under GSA
pricing /terms are subject to Esri's Federal Supply Schedule GS- 35F- 5086H. Acceptance is limited to terms of this quotation. Esri objects to and
expressly rejects any different or additional terms contained in any purchase order, offer or confirmation sent or to be sent by buyer. All terms of this
quotation as referenced above shall be incorporated into and are part of any further or additional agreement regarding Esri's software data, web
services, training, services and maintenance.
In order to expedite processing, please reference the quotation number and any /all applicable Esri contract number(s) (e.g. MPA, ELA, SmartBuy, GSA,
BPA) on your'ordering document.
By signing below, you are authorizing Esri to issue an invoice for the items included in the above quote in the amount of: $ plus sales
taxes if applicable. (Note: Shipping costs are subject to change.)
Please check one of the following:
_ I agree to pay any applicable sales tax.
I am tax exempt, please contact me if exempt information is not currently on file with Esri.
Signature of Authorized Representative Date
Name (Please Print)
Title
The quotation information is proprietary and may not be copied or released other than for the express purpose of system selection and purchase/license This information may not be given to outside
parties or used for any other purpose without consent from Environmental Systems Research Institute, Inc. (Esri).
Any estimated sales and /or use lax reflected on this quote 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 tax directly, then prior to invoicing, your organization must
provide Esd with a copy of a current tax exemption certificate Issued by your state's taxing authority for the given jurisdiction.
' Please indicate on your purchase order if this purchase is funded through the American Recovery and Reinvestment Act, and whether Esrl is a Prime Recipient, Sub - recipient, or Vendor for reporting purposes. Esri
may charge a fee to cover expenses related to any customer requirement to use a specific vendor management, procurement, or invoice program.
For questions contact: Ralph Anhold Email: ran hold 6)esri.com Phone: (909) 793 -2853 x8227
Acceptance of this quotation is limited to the Esri License Agreement and the Quotation Terms and Conditions
This Quotation is made in confidence for your review. It may not be disclosed to third parties, except as required by law.
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ANHOLDR This offer is limited to the terms and conditions incorporated and attached herein.