18-1002_ESRI_E11_Agenda Report10/2/2018
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City of San Juan Capistrano
Agenda Report
TO: Honorable Mayor and Members of the City Council
FROM: Onjamin Siegel, City Manager
SUBMITTED BY: Jacob Green, Assistant City Manager}
PREPARED BY: Lindsey Stigall, Management Analyst*
DATE: October 2, 2018
SUBJECT: Agreement for Geographic Information Systems Enterprise License
(Environmental Systems Research Institute, Inc.)
RECOMMENDATION:
1. Approve and authorize the City Manager to execute an Agreement with
Environmental Systems Research Institute, Inc. (ESRI) in an amount notto exceed
$25,000 annually, for a three-year term; and,
2. Find that this procurement is exempt from the request for proposal process as
provided by Section VII F(6 -c) of City Council Policy No. 126.
DISCUSS ION/ANALYSIS:
The City currently utilizes Digital Map Products Inc. and ArcGIS software from ESRI for
the City's local government GIS data mapping services. The City is seeking to reduce
costs by consolidating the existing two platforms and utilizing one provider with an all-
encompassing system for an annual cost not to exceed $25,000, a $6,400 savings per
year.
ESRI is a mapping and analytics platform that offers a unique set of capabilities for
applying location -based analytics. ESRI is the sole proprietor of all U.S. Domestic Small
Municipal and County Government Enterprise License Agreements. Staff recommends
acquisition of this bundled package of software licenses which includes the associated
user rights and maintenance services. The ESRI Enterprise License Agreement (ELA)
will provide the City with a more capable and flexible GIS software management system
that is specifically tailored for municipal government use. ESRI ELA will provide a single
unified GIS system, improve access to GIS data, includes system maintenance and
City Council Agenda Report
October 2, 2018
Page 2 of 2
update costs, and represents an annual cost savings to the City. ESRI is the sole
provider of the enterprise software licensing for the City's use. Accordingly, staff is
recommending that pursuant to City Council Policy No. 126, Section VII F(6c), which
outlines the City's RFP/RFQ process requirements, this procurement be declared to be
exempt from the request for proposal process. This policy exemption is applicable to ESRI
due to its proprietary technological access to data that is not offered by other vendors
without a third party agreement and additional higher costs.
FISCAL IMPACT:
Pending Council approval of the recommended action, there would be a savings of
approximately $19,000 over the next three years. Funding for this system would come
from the existing Facilities Operation Fund budget allocated for the two systems identified
for replacement, and no additional appropriation is needed. The first year agreement cost
would be prorated based on the inception date of the agreement.
ENVIRONMENTAL IMPACT:
In accordance with the California Environmental Quality Act (CEQA), the recommended
action is exempt from CEQA per Section 15061(b)(3), the general rule that CEQA applies
only to activities that would have the potential for causing a significant effect on the
environment. Where it can be seen with certainty that there is no possibility that the
activity in question may have a significant effect on the environment, the activity is not
subject to CEQA. A Services Agreement with ESRI to provide mapping and geographic
software services would not be an activity with potential to cause significant effect on the
environment, and is therefore exempt from CEQA.
PRIOR CITY COUNCIL REVIEW:
Not applicable.
COMMISSION/COMMITTEE/BOARD REVIEW AND RECOMMENDATIONS:
Not applicable.
NOTIFICATIONS:
Jan Cunningham, Account Manager, Environmental Systems Research Institute, Inc.
ATTACHMENT:
Attachment 1 - Agreement with Environmental Systems Research Institute, Inc.
Environmental Systems Research Institute, Inc.
380 New York St
Redlands, CA 92373-8100
Phone: 909-793-2853 Fax: 909.3073049
DUNS Number: 063134175 CAGE Code: OAMS3
To expedite your order, please attach a copy of
this quotation to your purchase order.
Quote is valid from: 0611512018 To: 0911312018
Quotation # 20531352
Date: June 15, 2018
Customer#119341 Contract#
City of San Juan Capistrano
City Manager Dept
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
ATTENTION: Jacob Green
PHONE: (949)443-6321
FAX:
Material
Ory
Description
Unit Price
Total
110035
1
Populations of 0 to 25,000 Small Government Term Enterprise License
25,000.00
25,000.00
Agreement - Year 1
110035
1
Populations of O to 25,000 Small Government Term Enterprise License
25,000.00
25,000.00
Agreement - Year 2
110035
1
Populations of 0 to 25,000 Small Government Term Enterprise License
25,000.00
25,000.00
Agreement - Year 3
Item Total: 75,000.00
Subtotal: 75,000.00
Sales Tax:
0.00
Estimated Shipping & Handling(Sudam Delivery) :
0.00
Contract Pricing Adjust:
0.00
Total: $75,000.00
esd may charge a fee to cover expenses related to any customer requirement to use a pretender, vendor management procurement, or invoice program.
IFor questions contact: Elizabeth Stowe Email: tow (pie=r' ora Phone: (909)7932853x!5313
your
mem coven: any nem
q.oled, than End's standard farms antl conditions found at hllp:liw esn.m"-i l lwYuesratvtegaupmama-mmma-mn.pm apply ru yeu, Pwawaa
of that item. Federal government entities and govemment prime contractors authorized under FAR 51.1 may purchase under the terms of Esds GSA
Federal Supply Schedule. Supplemental terms and conditions found at http:ll v .esd.mMl tedsu lemental-lerm"nd-mndigons apply W some
stale and local govemment purchases. All leans of this quotation will be incorporated into and become pad of any additional agreement regarding Esds
offerings. Acceptance of this quotation is limited to the terms of this quotation, Esri objects to and expressly missile any different or additional terms
contained in any purchase order, offer, or confirmation sent W or to be sent by buyer. The quotation information is confidential and may not be copied or
released other than for Ne express purpose of system selection and purchasetiicense. The information may not be given te outside ponies d, used for
any other purpose without consent from End. Delivery is FOB Origin.
If sending remittance, please address to: Esri, P.O. Box 741076, Los Angeles, CA 90074-1076
STOWEE This offer is limited to the terms and conditions incorporated and attac'
ATTACHMENT 1
Allis
Environmental Systems Research Institute, Inc.
380 New York St
Redlands, CA 92373-8100
Phone: 909-793.2853 Fax: 909-307-3049
DUNS Number: 06-313-4175 CAGE Code: 0AMS3
To expedite your order, please attach a copy of
this quotation to your purchase order.
Quote is valid from: 06/15/2018 To: 09/13/2018
Quotation # 20531352
Date: June 15, 2018
Customer # 119341 Contract #
City of San Juan Capistrano
City Manager Dept
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
ATTENTION: Jacob Green
PHONE: (949) 443-6321
FAX:
It 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
Earl 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.
It your organization Is a US Federal, stale, 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.
In order to expedite processing, please reference the quotation number and anylail applicable Earl contract numberls) (e.g. MPA, ECA, SmadBuy, GSA,
BPA) on your ordering document.
BY SIGNING BELOW. YOU CONFIRM THAT YOU ARE AUTHORIZED TO OBLIGATE FUNDS FOR YOUR ORGANIZATION, AND YOU ARE AUTHORIZING
ESRI TO ISSUE AN INVOICE FOR THE ITEMS INCLUDED IN THE ABOVE OU OTE IN THE AMOUNT OF$ , PLUS SALES TAXES IF
APPLICABLE, DO NOT USE THIS FORM IF YOUR ORGANIZATION WILL NOT HONOR AND PAY ESRI'S INVOICE WITHOUT ADDITIONAL AUTHORIZING
PAPERWORK.
Please check one of the following:
I agree to pay any applicable sales tax.
I am lax exempt, please contact me If exempt Information is not currently on file with Esrl.
Signature of Authorized Representative
Name (Please Print)
Title
Data
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Esti may shave a fee to cover expenses related to any customer requirement to use a proprietary vendor management, Promramentor invoice program.
For questions contact: Elizabeth Stowe Email: estoweiSest' com Phone: (909)793-2853x5313
The items on this quotation are subject to and governed by the terms of this quotation, the most cement product specific am" of use document found
at hltplA..esri.mm/-/mediWFileslPdfsAegaVpdfsle300.pdf, and your applicable signed agreement with Esri. If no such agreement covers any Item
quoted, than Esn's standard terms and conditions found at htlp://www.esri.mm –/media/Files/PdfsllegaVpdfs/ma-full/ma-futl.pdf apply to your purchase
of that item. Federal government entities and government prime contractors sufforized under FAR 51.1 may purchase under the terms of Esds GSA
state and Iowl govemmenl purchases. All terms of this quotation will be incorporated into and become pad of any additional agreement regarding Esas
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, otter, or confirmation sent to or to be sent by buyer. The quotation information Is confidential and may not be copied or
released other than for the express purpose of system selection and pechasedicenw, The information may not be given to outside parties or used for
any other purpose without consent from Esri. Delivery is FOB Origin.
If sending remittance, please address to: Esri, P.O. Box 741076, Los Angeles, CA 90074-1076
STOWEE This offer is limited to the terms and conditions incorporated and attached herein.
Esri Use Only:
Cust. Name _
Cust. #
PO # _
Esri Agreement #
SMALL ENTERPRISE AGREEMENT
COUNTY AND MUNICIPALITY GOVERNMENT
(E214-1)
This Agreement is by and between the organization identified in the Quotation ("Customer") and Environmental
Systems Research Institute, Inc. ("Esri").
This Agreement sets forth the terms for Customer's use of Products and incorporates by reference (i) the
Quotation and (ii) the Master 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: (1) the
Quotation, (ii) this Agreement, and (iii) the Master Agreement. This Agreement shall be governed by and
construed in accordance with the laws of the state in which Customer 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 (Single Use)
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
Enterprise Optional Servers
ArcGIS Image Server
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) Professional subscription to ArcGIS
Developer"
Two (2) Esri CityEngine Advanced Single Use
Licenses
50 Level 1 ArcGIS Online Named Users
50 Level 2 ArcGIS Online Named Users
10,000 ArcGIS Online Service Credits
50 Level 2 ArcGIS Enterprise Named Users
2 Insights for ArcGIS for use with ArcGIS Enterprise
OTHER BENEFITS
Number of Esri User Conference registrations provided annually 2
Number of Tier 1 Help Desk individuals authorized to call Esri 2
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
Pago 1 of 6 January 26. 2018
Customer 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 CUSTOMER'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 Customer'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:
(Customer)
By:
Authorized Signature
Printed Name:
Title:
Date:
CUSTOMER CONTACT INFORMATION
Contact: Telephone:
Address:
City, State, Postal Code:
Country:
Quotation Number (if applicable):
Fax:
E-mail:
Page 2 of 6 January 26. 2018
1.0—ADDITIONAL DEFINITIONS
In addition to the definitions provided in the Master
Agreement, the following definitions apply to this
Agreement:
"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.
"Deploy", "Deployed" and "Deployment" mean to
redistribute and install the Products and related
Authorization Codes within Customer's
organization(s).
"Fee" means the fee set forth in the Quotation.
"Maintenance" means Tier 2 Support, Product
updates, and Product patches provided to Customer
during the Term of Agreement.
"Master Agreement" means the applicable master
agreement for Esri Products incorporated by this
reference that is (i) found at httr)://www.esd.com
/legal/software-license and available in the
installation process requiring acceptance by
electronic acknowledgment or (fi) a signed Esri
master agreement or license agreement that
supersedes such electronically acknowledged
master 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 Customer.
"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 Customer's point of
contact(s) to provide all Tier 1 Support within
Customer's organization(s).
"Tier 1 Support" means the Technical Support
provided by the Tier 1 Help Desk.
"Tier 2 Support" means the Esri Technical Support
provided to the Tier 1 Help Desk when a Case
cannot be resolved through Tier 1 Support.
2.0 -ADDITIONAL GRANT OF LICENSE
2.1 Grant of License. Subject to the terms and
conditions of this Agreement, Esri grants to
Customer 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 of
Agreement (i) for the applicable Fee and (ii) in
accordance with the Master Agreement.
2.2 Consultant Access. Esri grants Customer the
right to permit Customer's consultants or
contractors to use the Products exclusively for
Customer's benefit. Customer 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
Customer. Access to or use of Products by
consultants or contractors not exclusively for
Customer's benefit is prohibited. Customer 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 Customer.
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. Customer
is only authorized to use Products during the
Term of Agreement. For an Agreement with a
limited term, Esri does not grant Customer 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 upon 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
Page 3 of 6 January 26. 2018
Customer is unable to secure funding through
a. Tier 1 Support
the legislative or governing body's approval
process.
1.
Customer will provide Tier 1 Support
through the Tier 1 Help Desk to all
3.5 Follow-on Term. If the parties enter into
Customer's authorized users.
another agreement substantially similar to this
Agreement for an additional term, the effective
2.
The Tier 1 Help Desk will be fully trained in
date of the follow-on agreement will be the day
the Products.
after the expiration date of this Agreement.
3.
At a minimum, Tier 1 Support will include
those activities that assist the user in
4.0—PRODUCT UPDATES
resolving how-to and operational questions
as well as questions on installation and
4.1 Future Updates. Esri reserves the right to
troubleshooting procedures.
update the list of Products in Table A—List of
Products by providing written notice to
4.
The Tier 1 Help Desk will be the initial point
Customer. Customer may continue to use all
of contact for all questions and reporting of a
Products that have been Deployed, but support
Case. The Tier 1 Help Desk will obtain a full
and upgrades for deleted items may not be
description of each reported Case and the
available. As new Products are incorporated into
system configuration from the user. This
the standard program, they will be offered to
may include obtaining any customizations,
Customer via written notice for incorporation into
code samples, or data involved in the Case.
the Products schedule at no additional charge.
Customer's use of new or updated Products
S.
If the Tier 1 Help Desk cannot resolve the
requires Customer to adhere to applicable
Case, an authorized Tier 1 Help Desk
additional or revised terms and conditions in the
individual may contact Tier 2 Support. The
Master Agreement.
Tier 1 Help Desk will provide support in such
a way as to minimize repeat calls and make
4.2 Product Life Cycle. During the Term of
solutions to problems available to
Agreement, some Products may be retired or
Customer's organization.
may no longer be available to Deploy in the
identified quantities. Maintenance will be subject
6.
Tier 1 Help Desk individuals are the only
to the individual Product Life Cycle Support
individuals authorized to contact Tier 2
Status and Product Life Cycle Support Policy,
Support. Customer may change the Tier 1
which can be found at http://support.esd.com/en
Help Desk individuals by written notice to
/content/productlifecvcles. Updates for Products
Esri.
in the mature and retired phases may not be
available. Customer may continue to use
b. Tier 2 Support
Products already Deployed, but Customer will
1.
Tier 2 Support will log the calls received
not be able to Deploy retired Products.
from Tier 1 Help Desk.
2.
Tier 2 Support will review all information
5.0 -MAINTENANCE
collected by and received from the Tier 1
Help Desk including preliminary documented
The Fee includes standard maintenance benefits
troubleshooting provided by the Tier 1 Help
during the Term of Agreement as specified in the
Desk when Tier 2 Support is required.
most current applicable Esri Maintenance and
Support Program document (found at
3.
Tier 2 Support may request that Tier 1 Help
http://www.esri.comfegal). At Esri's sole discretion,
Desk individuals provide verification of
Esri may make patches, hot fixes, or updates
information, additional information, or
available for download. No Software other than the
answers to additional questions to
defined Products will receive Maintenance.
supplement any preliminary information
Customer may acquire maintenance for other
gathering or troubleshooting performed by
Software outside this Agreement.
Tier 1 Help Desk.
4.
Tier 2 Support will attempt to resolve the
Case submitted by Tier 1 Help Desk.
Page 4 of 6 January 26, 2018
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).
6.0—ENDORSEMENT AND PUBLICITY
This Agreement will not be construed or interpreted
as an exclusive dealings agreement or Customer's
endorsement of Products. Either party may publicize
the existence of this Agreement.
7.0 --ADMINISTRATIVE REQUIREMENTS
7.1 OEM Licenses. Under Esri's OEM or Solution
OEM programs, OEM partners are authorized to
embed or bundle portions of Esri products and
services with their application or service. OEM
partners' business model, licensing terms and
conditions, and pricing are independent of this
Agreement. Customer will not seek any discount
from the OEM partner or Esri based on the
availability of Products under this Agreement.
Customer will not decouple Esri products or
services from the OEM partners' application or
service.
7.2 Annual Report of Deployments. At each
anniversary date and ninety (90) calendar days
prior to the expiration of this Agreement,
Customer will provide Esri with a written report
detailing all Deployments. Upon request,
Customer will provide records sufficient to verify
the accuracy of the annual report.
8.0—ORDERING, ADMINISTRATIVE
PROCEDURES, DELIVERY, AND
DEPLOYMENT
8.1 Orders, Delivery, and Deployment
a. Upon the Effective Date, Esri will invoice
Customer and provide Authorization Codes to
activate the nondestructive copy protection
program that enables Customer to download,
operate, or allow access to the Products. If this
is a multi-year Agreement, Esri may invoice the
Fee before the annual anniversary date for each
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. Customer 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 Customer will pay any
such sales or use tax associated with the receipt
of tangible media.
8.2 Order Requirements. Esri does not require
Customer to issue a purchase order. Customer
may submit a purchase order in accordance with
its own process requirements, provided that if
Customer issues a purchase order, Customer
will submit its initial purchase order on the
Effective Date. If this is a multi-year Agreement,
Customer will submit subsequent purchase
orders to Esri at least thirty (30) calendar days
before the annual anniversary date for each
year.
a. All orders pertaining to this Agreement will be
processed through Customer's centralized point
of contact.
b. The following information will be included in
each Ordering Document:
(1) Customer name; Esri customer number, if
known; and bill -to and ship -to addresses
(2) Order number
(3) Applicable annual payment due
9.0—MERGERS, ACQUISITIONS, OR
DIVESTITURES
If Customer is a commercial entity, Customer will
notify Esri in writing in the event of (i) a
consolidation, merger, or reorganization of Customer
with or into another corporation or entity;
(ii) Customer's acquisition of another entity; or (iii) a
transfer or sale of all or part of Customer's
organization (subsections i, ii, and ill, collectively
referred to as "Ownership Change"). There will be
no decrease in Fee as a result of any Ownership
Change.
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 Customer's organization, that
portion of Customer's organization will transfer
the Products to Customer or uninstall, remove,
and destroy all copies of the Products.
Page 5 of 6 January 26, 2018
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, Customer will require any
successor entity to uninstall, remove, and
destroy the Products. This Agreement will
terminate upon such Ownership Change.
Page 6 of 6
January 26, 2018