R2021-246 2021-11-08RESOLUTION NO. R2021-246
A Resolution of the City Council of the City of Pearland, Texas, awarding a
Software Maintenance Contract with Environmental Systems Research
Institute (“ESRI”), in the amount of $271,500.00, for support of the Geographic
Information System (“GIS”).
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS:
Section 1. That the City previously awarded a contract for software maintenance
services associated with ESRI.
Section 2. That the proposed ESRI Software maintenance contract will renew for the
period of January 10, 2022 through January 9, 2025.
Section 3. That the City Manager or his designee is hereby authorized to renew a
Software Maintenance Contract with ESRI, including the Maintenance Cost Schedule, a copy of
which is attached hereto as Exhibit “A”.
PASSED, APPROVED and ADOPTED this the 8th day of November, A.D., 2021.
________________________________
J. KEVIN COLE
MAYOR
ATTEST:
________________________________
CRYSTAL N. ROAN, TRMC, CMC
CITY SECRETARY
APPROVED AS TO FORM:
________________________________
DARRIN M. COKER
CITY ATTORNEY
DocuSign Envelope ID: 1444F3A0-F478-45D9-B183-32E35AAD0A9B
Vendor
Contact
Environmental Systems Research Institute Inc.
Environmental Systems Research Institute, Inc.
PO Box 741076
Los Angeles, CA 90074-1076
Deliver by
Ship Via
Freight Terms
11/12/21
Eliana Fuentes
3519 Liberty Drive
PEARLAND, TX 77581
Accounts Payable
P.O. Box 2719
Pearland, TX 77588-2719
accountspayable@pearlandtx.gov
Reprint Purchase Order
Originator
Ship ToBill To
No. 2022-00000470
Resolution Number R2021-246
City of Pearland
Special Instructions
Vendor No.2254
Quantity U/M Description Unit Cost Total Cost
1.0000 EACH Computer - Software Maintenance $45,250.0000 $45,250.00
1.0000 EACH Computer - Software Maintenance $45,250.0000 $45,250.00
Total Due $90,500.00
Purchase Order Terms & Conditions
1. Acceptance: Acceptance of this order must be without qualifications. Buyer hereby objects to and will not be
bound by any different or additional terms and conditions contained in the acceptance unless each such different or
additional term is expressly agreed to in writing by city. Vendor’s action in (a) accepting this order, (b) delivering
materials, or (c) performing services called for hereunder shall constitute an acceptance of terms and conditions
below on this order.
2. Contractual Relationship: Vendor shall perform the work described independently and not as an employee of the
city. The city has no right to supervise, direct, or control the Vendor or the Vendor’s officers or employees in the
means, methods, or details of the work to be performed by Vendor. The city and Vendor agree that the work
performed is not inherently dangerous, that Vendor will perform the work in a workmanlike manner, and that Vendor
will take proper care and precautions to ensure the safety of Vendor’s officers and employees.
3. Insurance: All insurance requirements applicable shall be fulfilled prior to the issuance of this Purchase Order.
Vendor is responsible for keeping required insurance current until service is complete.
4. Packing Slips or other suitable shipping documents shall accompany each shipment and shall show:
Vendor company name and address
Name and address of the city department to which the shipment is being made
City Purchase Order number
Descriptive information as to the items delivered, including quantity and part numbers
5. Invoices for payment shall be addressed to City of Pearland and submitted to the e-mail address reflected in the
Bill To field of this Purchase Order (preferred), and shall reference this Purchase Order number. If impracticable for
Vendor to email, hard-copy invoice may be submitted to Accounts Payable, P.O. Box 2719, Pearland, Texas 77588-
2719, and shall reference this Purchase Order number. Payment will be made within 30 days of invoice date or
satisfactory delivery of the product or service, whichever is later, provided that all other requirements as detailed in
the contract have been fulfilled.
6. Taxes: This Purchase Order, when properly executed by the city, serves as a tax exemption certificate in that the
City, as a municipality, claims an exemption from payment of taxes (under Texas Tax Code Section 151.309). These
taxes must not be included on invoice.
7. Payment: All payments to be made by the City to Vendor, including the time of payment and the payment of
interest on overdue amounts, are subject to the applicable provisions of Chapter 2251 of the Texas Government
Code.
8. Changes / Quantities: No changes may be made to this order without written authorization from a City
Purchasing representative. Exact quantities ordered should be shipped, except in instances where this is impractical
such as material in bulk, uneven lengths, etc., in which case nearest amount available and not exceeding specified
quantity is acceptable.
9. Quality Control: Goods supplied as a result of this Purchase Order shall be subject to approval as to quality and
must conform to the highest standards of manufacturing practice. Items found defective or not meeting specifications
shall be replaced at the Vendor’s expense within a reasonable period of time. Payment for defective goods or goods
failing to meet specifications is not due until 30 days after satisfactory replacement has been made.
10. Warranty: Vendor shall warrant that all items or services shall conform to the proposed specifications and all
warranties as stated in the Uniform Commercial Code and be free from all defects in material, workmanship and title.
11. Warranty – Product: Vendor shall not limit or exclude any implied warranties and any attempt to do so shall
render this contract voidable at the option of the City. Vendor warrants that the goods provided hereto will conform
to all specifications, drawings and/or descriptions of any City solicitation for bid resulting in this order.
12. Patents: Upon acceptance of this order, Vendor agrees to protect the city from any claim involving patent right
infringements, copyrights, or sale franchises.
13. Shipping: All prices must be F.O.B. destination. No boxing or packing charges will be allowed by city unless
specifically authorized on the face of this order.
14. Risk of Loss: Risk of loss, damage, or destruction of materials covered by this order, regardless of F.O.B. point,
shall be and remain with the Vendor until the goods are delivered to the destination set out in the order and accepted
by the city or city’s nominee.
15. Deliveries: Delivery shall not be made to any place other than the destination indicated on this Purchase Order,
except as subsequently stated in writing by authorized City Purchasing personnel, on a date prior to shipment by the
Vendor.
16. Cancellations: The city reserves the right to cancel purchase orders for failure on the part of the Vendor to
deliver as promised, or within a reasonable time if no delivery commitment is made, unless acceptable notification of
delay is given to the city by the Vendor.
17. Liability: Any person, firm or corporation performing services pursuant to this Purchase Order shall be liable for
all damages incurred while in performance of such services. Vendor assumes full responsibility for the work to be
performed hereunder, and hereby releases, relinquishes, and discharges the city, its officers, agents, and
employees, from all claims, demands, and causes of action of every kind and character including the cost of defense
thereof, for any injury to, including death of, any person whether that person be a third person, vendor, or an
employee of either parties hereto, and any loss of or damage to property, whether the same be that of either of the
parties hereto or of third parties, caused by or alleged to be caused by, arising out of or in connection with the
issuance of this order to vendor, whether or not said claims, demands and causes of action in whole or in part are
covered by insurance. Certificate of Insurance may be required for but not limited to Commercial General Liability,
Commercial Auto Liability, Workers Compensation, and Professional Liability Insurance.
18. Personal Interest in City Contracts: Vendor agrees to comply with the Personal Interest In City Contracts
provision of the Pearland City Charter, Section 10.07 latest amendment which states “Personal interest in city
contracts or any other actual or potential conflicts of interest shall be governed by applicable state law, including
Texas Local Government Code Chapter 171.” Vendor agrees to maintain current, updated disclosure of information
on file with the City Purchasing Department as appropriate throughout the term of this contract.
19. Conflict of Interest (Chapter 176 of Texas Local Government Code): By doing business or seeking to do
business with the city, Vendor acknowledges that they understand and accept the requirements of Chapter 176 of
the Texas Local Government Code and that they are solely responsible for compliance. Vendor may register and
post their Conflict of Interest questionnaires online by visiting the Supplier Registration page located on the City of
Pearland’s website, http://pearlandtx.gov/
20. Applicable Law: This Purchase Order shall be interpreted and enforced according to the provisions of the State
of Texas Law, and Vendor shall abide by, and be in compliance with, all applicable laws, statutes, ordinances, and
regulations.
21. Venue: Both parties agree that venue for any litigation arising from this contract shall lie in Pearland, Brazoria
County, Texas.
22. Arrears in Taxes: City shall be entitled to counterclaim and offset against any debt, claim, demand or account
owed by the City to any person, firm or corporation who is in arrears to the City of Pearland for taxes, in the amount
of taxes so in arrears, and no assignment or transfer of such debt, claim, demand or account after the said taxes are
due shall affect the right of the City to offset the said taxes against the same.
esri
THE
sctENce
OF
WHERE"
Environmental Systems Research Institute, Inc.
380 New York St
Redlands, CA 92373-8100
P hone: (909) 793-2853 Fax: (909) 307-3049
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. 8/30/2021 To; 11/28/2021
Material
Qty . Term
Quotation # Q-451676
Date: August 30, 2021
Customer # 143306 Contract #
City of Pearland
GIS Dept
3519 Liberty Dr
Pearland, TX 77581-5416
ATTENTION: Michael Masters
PHONE: 281-652-1693 x9900
EMAIL: mmasters@pearlandtx.gov
Unit'P. rice Total
Year 1: Small Enterprise Agreement Public Safety ArcGIS Online Creator (Formerly Level 2 Named User) in Continually Staffed
Environment License
157519 250
$0.00
Year 1: Small Enterprise Agreement Public Safety Enterprise Creator (Formerly Named User Level 2) in Continually Staffed
Environment License
157511 250
$0.00
$0.00
$0.00
Year 2: Small Enterprise Agreement Public Safety ArcGIS Online Creator (Formerly Level 2 Named User) in Continually Staffed
Environment License
157519 250
$0.00
Year 2: Small Enterprise Agreement Public Safety Enterprise Creator (Formerly Named User Level 2) in Continually Staffed
Environment License
157511 250
$0.00
$0.00 $0.00
Year 3: Small Enterprise Agreement Public Safety ArcGIS Online Creator (Formerly Level 2 Named User) in Continually Staffed
Environment License
157519 250
$0.00 $0.00
Year 3: Small Enterprise Agreement Public Safety Enterprise Creator (Formerly Named User Level 2) in Continually Staffed
Environment License
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:
N icholas Popovich
Email. Phone:
npopovich@esri.com (713) 401 0658 x5804
The items on this quotation are subject to and governed by the terms of this quotation, the most current product specific scope of use document
found at https://assets.esri.com/content/dam/esrisites/media/legal/product-specific-terms-of-use/e300.pdf, and your applicable signed agreement
with Esri. If no such agreement covers any item quoted, then Esri's standard terms and conditions found at https;//go.esri.com/MA_PS apply to your
purchase of that item. if any item is quoted with a multi -year payment schedule, then unless otherwise stated in this quotation, Customer is required
to make all payments without right of cancellation. Third -party data sets included in a quotation as separately licensed items will only be provided
and invoiced if Esn is able to provide such data and will be subject to the applicable third-party's terms and conditions. If Esri is unable to provide
any such data set, Customer will not be responsible for any further payments for the data set. Federal government entities and government prime
contractors authorized under FAR 51.1 may purchase under the terms of Esri's GSA Federal Supply Schedule. Supplemental terms and conditions
found at https://www.esri.com/en-us/legal/terms/state-supplemental apply to some state and local government purchases. All terms of this quotation
will be incorporated into and become part of any additional agreement regarding Esri's offerings. Acceptance of this quotation is limited to the terms
of this quotation. Esri objects to and expressly rejects any different or additional terms contained in any purchase order, offer, or confirmation sent
to or to be sent by buyer. Unless prohibited by law, the quotation information is confidential and may not be copied or released other than for the
express purpose of system selection and purchase/license. The information may not be given to outside parties or used for any other purpose without
consent from Esri. Delivery is FOB Origin.
POPOVICHN This offer is limited to the terms a*glgriiiifitris3incorporated and attached herein.
THt
SCIENCE
OF
WHERE -
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: OAMS3
To expedite your order, please attach a copy of
this quotation to your purchase order.
Quote is valid from. 8/30/2021 To: 11/28/2021
Quotation # Q-451676
Date: August 30, 2021
Customer # 143306 Contract #
City of Pearland
GIS Dept
3519 Liberty Dr
Pearland, TX 77581-5416
ATTENTION: Michael Masters
PHONE: 281-652-1693 x9900
EMAIL mmasters@pearlandtx.gov
Subtotal:
Sales Tax:
Estimated Shipping and Handling (2 Day Delivery):
Contract Price Adjust:
Total:
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:
Nicholas Popovich
Email: Phone:
npopovich@esri.com (713) 401 0658 x5804
$271,500.00
$0.00
$0.00
$0.00
$271,500.00
The items on this quotation are subject to and governed by the terms of this quotation, the most current product specific scope of use document
found at https://assets.esri.com/content/dam/esrisites/media/legal/product-specific-terms-of-use/e300.pdf, and your applicable signed agreement
with Esri. If no such agreement covers any item quoted then Esri's standard terms and conditions found at https.//go.esri.com/MAPS apply to your
purchase of that item. If any item is quoted with a multi -year payment schedule, then unless otherwise stated in this quotation, Customer is required
to make all payments without nght of cancellation. Third -party data sets included in a quotation as separately licensed items will only be provided
and invoiced if Esri is able to provide such data and will be subject to the applicable third-party's terms and conditions. If Esri is unable to provide
any such data set, Customer will not be responsible for any further payments for the data set. Federal government entities and government prime
contractors authorized under FAR 51.1 may purchase under the terms of Esri's GSA Federal Supply Schedule. Supplemental terms and conditions
found at https://www.esri.com/en-us/legal/terms/state-supplemental apply to some state and local government purchases. All terms of this quotation
will be incorporated into and become part of any additional agreement regarding Esri's offerings. Acceptance of this quotation is limited to the terms
of this quotation. Esri objects to and expressly rejects any different or additional terms contained in any purchase order, offer, or confirmation sent
to or to be sent by buyer. Unless prohibited by law, the quotation information is confidential and may not be copied or released other than for the
express purpose of system selection and purchase/license. The information may not be given to outside parties or used for any other purpose without
consent from Esri. Delivery is FOB Origin.
POPOVICHN This offer is limited to the terms a�icfQc9noiPbas incorporated and attached herein.
Esri Use Only:
Cust. Name
Cust. #
PO #
Esri Agreement #
SMALL ENTERPRISE AGREEMENT
COUNTY AND MUNICIPALITY GOVERNMENT
(E214-4)
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: (i) the
Quotation, (n) 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 Monitor
ArcGIS Enterprise Extensions: ArcGIS 3D Analyst,
ArcGIS Spatial Analyst, ArcGIS Geostatistical Analyst,
ArcGIS Network Analyst, ArcGIS Schematics ArcGIS
Workflow Manager
Enterprise Additional Capability 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) ArcGIS CityEngine Single Use Licenses
500 ArcGIS Online Viewers
500 ArcGIS Online Creators
62,500 ArcGIS Online Service Credits
500 ArcGIS Enterprise Creators
7 ArcGIS Insights in ArcGIS Enterprise
7 ArcGIS Insights in ArcGIS Online
100 ArcGIS Tracker for ArcGIS Enterprise
100 ArcGIS Tracker for ArcGIS Online
5 ArcGIS Parcel Fabric User Type Extensions (Enterprise)
5 ArcGIS Utility Network User Type Extensions (Enterprise)
OTHER BENEFITS
Number
of
Esri
User
Conference
registrations
provided
annually
4
Number
Tier 1
Help
Desk
individuals
of
authorized
to call
Esri
4
Maximum
backup
number
of
sets
of
media,
if
requested*
2
Five
(5%)
discount
on all
individual
commercially
available
instructor
training
Esri
facilities
percent
purchased
outside
this
Agreement
-led
classes
at
*Additional sets of backup media may be purchased for a fee
Page 1 of 6
September 25, 2020
Page 8 of 13
Address: �� C � L i L"wsv
City, State, Postal Code:
/7
Country: a;
Quotation Number (if applicable):
Customer may accept this Agreement by signing and returning the whole Agreement with (i) the Quotation
attached, (ii) a purchase order, or (iii) another document that matches the Quotation and references this
Agreement ("Ordering Document"). ADDITIONAL OR CONFLICTING TERMS IN CUSTOMER'S PURCHASE
O RDER OR OTHER 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 an Ordering Document, 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
P roduct Updates, no modifications can be made to this Agreement.
Accepted and Agreed:
(Customer)
By: 1�
Authorized Signature
1
P rinted Name,
1
Title:
Date:
CUSTOMER CONTACT INFORMATION
Contact:' Telephone: ._C1 _
Fax:
Page 2 of 6 September 25, 2020
Page 9 of 13